The COVID-19 pandemic has grown into a health crisis with unique risks that are disrupting business operations and leaving public companies with many questions. While "known unknowns" need to be understood and managed, it is the "unknown unknowns" that need to be surfaced and considered.

Below, we set out 51 issues we have been addressing for Canadian public companies concerning the impact of COVID-19 on their financial results, operations and cash flows, as well as the price or value of their securities in public capital markets.

Many of the issues listed below have been referenced in recent Blakes Bulletins, while others will be addressed in further, pending publications. For more information on any of these matters, please get in touch with your usual Blakes contact or any member of our Capital Markets group.

Event-Driven Disclosure

  • Determine if you need to file a material change report.
  • Consider issuing any necessary press releases.
  • Update or withdraw existing material forwardlooking information, if needed, including financial or operational guidance.

(see our March 2020 Blakes Bulletin: Coronavirus Disclosure: It's Contagious and Could Be Dangerous)

Periodic Disclosure

  • Ensure any risk factor disclosures are updated for the current and anticipated future environments (see our March 2020 Blakes Bulletin: Coronavirus Disclosure: It's Contagious and Could Be Dangerous).
  • Establish if interim financial statements should be reviewed by your auditors.
  • Consider the impact of your certifications under National Instrument 52-109 – Certification of Disclosure in Issuers' Annual and Interim Filings by the current environment and what you need to disclose as a result. For example, what if COVID-19-related circumstances, such as remote work arrangements, have adversely affected your ability to maintain financial reporting systems, internal control over financial reporting or disclosure controls and procedures? What if changes in the controls have occurred during the current period that materially affect or are reasonably likely to materially affect your internal control over financial reporting?
  • Verify that your periodic continuous disclosure document (e.g., interim financial reporting) will be completed on time (see our March 2020 Blakes Bulletin: CSA and TSX Publish Temporary Blanket Relief Due to COVID-19). If not, what are the considerations you should be thinking about (e.g., the impact of COVID-19 on present novel or complex accounting issues that, depending on the particular facts and circumstances, may take time to resolve)?
  • Gauge if your next management's discussion and analysis (MD&A) needs to include any specific new disclosure given COVID-19 and related matters (e.g., regarding the effects COVID-19 has had on the issuer, what management expects its future impact will be, how management is responding to evolving events and how it is planning for COVID-19-related uncertainties).
  • Determine if you need to deliver financial statements, MD&A and related annual request forms to shareholders (see our March 2020 Blakes Bulletin: CSA and TSX Publish Temporary Blanket Relief Due to COVID-19).

Non-GAAP Financial Measures

  • Ascertain if financial measure disclosures that are adjusted to be on an ex-COVID-19 basis are considered non-GAAP financial measures, and if so, what further accompanying disclosures you need to make.

Shareholder Meetings

To view the full article, please click here.

Originally Published 16 April, 2020

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.