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Commercial Paper Funding Facility: Frequently Asked Questions - Federal Reserve Bank... Page 1 of 5

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Commercial Paper Funding Facility:
Frequently Asked Questions

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The following is intended to address operational questions about the
Commercial Paper Funding Facility (CPFF).

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H.4.1 Factors Affecting
Reserve Balances

Effective December 18, 2008

Why is the Federal Reserve establishing the CPFF?
The commercial paper market has been under considerable strain in
recent weeks as money market mutual funds and other investors,
themselves often facing liquidity pressures, have become
increasingly reluctant to purchase commercial paper, especially at
longer-dated maturities. As a result, an increasingly high
percentage of outstanding commercial paper must now be
refinanced each day, interest rates on longer-term commercial
paper have increased significantly, and the volume of outstanding
commercial paper has declined. A large share of outstanding
commercial paper is issued or sponsored by financial intermediaries,
and their difficulties placing commercial paper have reduced their
ability to meet the credit needs of businesses and households.
What is the purpose of the CPFF?
The purpose of the CPFF is to enhance the liquidity of the
commercial paper market by increasing the availability of term
commercial paper funding to issuers and by providing greater
assurance to both issuers and investors that firms will be able to roll
over their maturing commercial paper. These steps should
contribute to an overall improvement of conditions in credit markets.
How will the CPFF work?
The CPFF will provide a liquidity backstop to U.S. issuers of
commercial paper through a special purpose vehicle (SPV) that will
purchase eligible three-month unsecured and asset-backed
commercial paper from eligible issuers using financing provided by
the Federal Reserve Bank of New York. The SPV will hold the
commercial paper until maturity and will use the proceeds from
maturing commercial paper and other assets of the SPV to repay its
loan from the New York Fed.
When will the CPFF become operational?
The CPFF will become operational on October 27, 2008.
What issuers will be eligible to sell commercial paper to the
SPV?
Only U.S. issuers of commercial paper, including U.S. issuers with a
foreign parent, are eligible to sell commercial paper to the SPV. A
U.S. issuer is an entity organized under the laws of the United
States or a political subdivision or territory thereof or is a U.S.
branch of a foreign bank.
Can an issuer sell commercial paper directly to the SPV?
Issuers may only sell commercial paper to the SPV through the New
York Fed’s primary dealers.
May investors sell outstanding commercial paper to the SPV?
No. The SPV will only purchase commercial paper from issuers.
May an issuer repurchase outstanding commercial paper

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from investors and finance that repurchase by selling
commercial paper to the SPV through the New York Fed’s
primary dealers?
Yes.
Are issuers required to register with the CPFF?
Yes, issuers must register with the CPFF in order to sell commercial
paper to the SPV. The registration period begins on Monday,
October 20, 2008; registration materials, including wire instructions
and a registration form, will be available on this date at
http://www.newyorkfed.org/markets/cpff.html. The 10 basis point
facility fee must be paid upon registration.
Issuers are only required to register once. To access the facility on
October 27, 2008, an issuer must register no later than Thursday,
October 23, 2008. Thereafter, issuers that have not registered with
the CPFF will be required to register two business days in advance of
their intended use of the CPFF. Registration is not required by an
issuer that does not intend to access the CPFF.
How is “issuer” defined for the purposes of registration in the
CPFF?
Each legal entity that issues commercial paper is considered a
separate “issuer” within the construct of the CPFF. If a parent
company and a subsidiary issue commercial paper separately, they
are considered separate issuers for the purposes of the CPFF.
Will there be any limits on the amount of commercial paper
that the SPV will purchase from each issuer?
The maximum amount of a single issuer’s commercial paper the SPV
may own at any time will be the greatest amount of U.S. dollardenominated commercial paper the issuer had outstanding on any
day between January 1 and August 31, 20081. The SPV will not
purchase additional commercial paper from an issuer whose total
commercial paper outstanding to all investors (including the SPV)
equals or exceeds the issuer’s limit. For example, the issuer certifies
that the maximum amount of commercial paper that it can sell to
the SPV is $1 billion. On October 27, 2008, the issuer has $500
million in commercial paper outstanding with investors, maturing on
February 18, 2009. On October 28, 2008, it sells $500 million of
commercial paper to the SPV, reaching the maximum amount of
commercial paper that the issuer can sell to the SPV at that time. In
November, the issuer sells $300 million in 6-month commercial
paper to investors other than the SPV. On January 26, 2009, when
the commercial paper owned by the SPV matures, the SPV will only
be able to buy $200 million of commercial paper from this issuer.
How should an issuer with multiple commercial paper
programs determine the maximum amount of commercial
paper that the SPV may own at any time?
An issuer with multiple commercial paper programs should
determine the maximum amount of commercial paper that the SPV
may own at any time by summing outstanding CP across all
programs each day between January 1, 2008 and August 31, 2008
and identifying the peak daily amount within that timeframe.
Must an issuer include extendable commercial paper when
calculating the maximum amount of the issuer’s commercial
paper that the SPV may own at one time?
Yes.
If an issuer does not intend to sell its maximum allowable
amount of commercial paper to the SPV, may it base its
facility fee on the amount of commercial paper it intends to
sell to the SPV?
No. The fee is based on the maximum amount of an issuer’s
commercial paper the SPV may own.
How will the New York Fed determine the maximum amount
of a single issuer’s commercial paper that the SPV may own
at one time?
Upon registration with the CPFF, the issuer will be required to certify
the maximum amount of U.S. dollar-denominated commercial paper

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it had outstanding on any day between January 1 and August 31,
2008. The New York Fed retains the right to verify that maximum
amount.
What types of commercial paper will be eligible for purchase
by the SPV?
The SPV will purchase unsecured and asset-backed commercial
paper (ABCP). The commercial paper must be rated at least A-1/P1/F1 by a major nationally recognized statistical rating organization
(NRSRO) and, if rated by multiple major NRSROs, must be rated at
least A-1/P-1/F1 by two or more major NRSROs. The commercial
paper must be U.S. dollar-denominated and have a three-month
maturity.
Does CPFF eligibility include programs in which there are coissuers?
If one of the co-issuers of commercial paper is a U.S. issuer of
commercial paper and the issuer meets all other program terms and
conditions, the commercial paper will be considered eligible.
However, as with all eligibility requirements, the New York Fed
reserves the right to limit or prohibit participation in the CPFF.
May U.S. branches of foreign banking organizations sell
commercial paper to the SPV?
Yes, if a U.S. branch of a foreign banking organization had
commercial paper outstanding between January 1 and August 30,
2008, it may sell commercial paper to the SPV. The U.S. branch
may not sell any commercial paper issued by other parts of the
banking organization to the SPV. In addition, in determining the
Maximum Face Value in item 2 of the CPFF issuer registration form,
the U.S. branch must not include any commercial paper issued by
other parts of the organization.
Will the SPV purchase commercial paper with an extendable
maturity?
No.
May municipal commercial paper issuers participate in the
CPFF?
At this time the CPFF is not open to municipal issuers.
Does participation in the FDIC’s Temporary Liquidity
Guarantee Program qualify as a satisfactory guarantee for
unsecured commercial paper under the terms and conditions
of the CPFF?
Yes. Issuers whose commercial paper is covered by the FDIC’s
Temporary Liquidity Guarantee Program will be considered
guaranteed to the satisfaction of the New York Fed under the terms
and conditions of the CPFF. However, during the initial opt-out
period (ending on December 5, 2008) of the FDIC's Program, any
such issuer that sells commercial paper to the SPV still will be
required to pay the 100 basis point unsecured credit surcharge. If
the issuer does not opt out of the FDIC’s Program at the end of the
opt-out period, the issuer will be entitled to a reimbursement of the
unsecured credit surcharge.
After the expiration of the opt-out period, issuers who do not opt out
of the FDIC’s Program will not be subject to the unsecured credit
surcharge for commercial paper subsequently sold to the SPV.
At what price will the SPV purchase commercial paper?
The commercial paper purchased by the SPV will be discounted
based on a rate equal to a spread over the three-month overnight
index swap (OIS) rate on the day of purchase. The SPV will not
purchase interest-bearing commercial paper. The spread for
unsecured commercial paper will be 100 basis points per annum and
the spread for ABCP will be 300 basis points per annum. For
unsecured commercial paper, a 100 basis points per annum
unsecured credit surcharge must be paid on each trade execution
date.
How will an issuer pay the 100 basis point unsecured credit

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surcharge for unsecured commercial paper?
On each unsecured commercial paper transaction, the issuer will be
charged 100 basis points per annum, on the face value of the
commercial paper at time of settlement. When distributing the
proceeds of the new commercial paper issuance, the SPV will reduce
the proceeds due to the issuer by an amount equal to the unsecured
credit surcharge on the face value of the commercial paper.
When will the daily lending rates be announced?
The CPFF daily lending rates will be posted on the New York Fed
website each day at 8:00 a.m. ET. In addition, the rates will be
published on the BLOOMBERG PROFESSIONAL® service on the CPFF
page.
By what time will the primary dealers be required to notify
New York Fed's asset manager of CPFF transactions?
A primary dealer must notify the asset manager of the amount of
commercial paper that the eligible issuers the dealer supports are
interested in selling to the SPV no later than 10:30 a.m. ET.
What are the maximum and minimum transaction sizes?
Although there are no system constraints on the maximum
transaction size, the maximum transaction size may not exceed the
maximum amount of commercial paper the SPV may own at one
time. The minimum transaction size accepted over the BLOOMBERG
PROFESSIONAL BOOM® platform is $250,000.
What time will an issuer receive payments for commercial
paper sold to the SPV?
Consistent with market convention, commercial paper purchased by
the SPV will settle in accordance with the standard settlement times
established by the Depository Trust Company (DTC). An issuer’s
issuing and paying agent determines the time that an issuer
receives the proceeds from net new issuance.
How will the SPV be funded?
The SPV will be funded by loans provided by the FRBNY at the target
federal funds rate. If the target federal funds rate is a range, then
the loan will be set at the maximum rate within such range. All
credit extended to the SPV will be with full recourse to the SPV and
secured by all the assets of the SPV.
Who will be the asset manager for the SPV?
PIMCO will serve as asset manager and State Street Bank and Trust
Company will serve as custodian and administrator, subject to
reaching final agreement on terms that are mutually acceptable.
Over what time period will the SPV operate?
The SPV will begin purchasing commercial paper on October 27,
2008, and will cease purchasing commercial paper on April 30,
2009, unless the Board of Governors of the Federal Reserve System
extends the CPFF. The New York Fed will continue to fund the SPV
after such date until the SPV’s underlying assets mature.
What is the legal basis for the CPFF?
The CPFF is authorized under Section 13(3) of the Federal Reserve
Act, which permits the Board, in unusual and exigent circumstances,
to authorize Reserve Banks to extend credit to individuals,
partnerships, and corporations that are unable to obtain adequate
credit accommodations.
In what way is the U.S. Treasury supporting the CPFF?
The U.S. Treasury believes this facility is necessary to prevent
substantial disruptions to the financial markets and the economy
and will make a special deposit at the New York Fed in support of
this facility.
How will the Federal Reserve report lending under the CPFF?
The Federal Reserve will not publicly disclose the individual issuers
or the amounts provided to individual issuers by the CPFF. Balance
sheet items related to the SPV and CPFF will be reported on the
H.4.1 weekly statistical release titled "Factors Affecting Reserve

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Balances of Depository Institutions and Condition Statement of
Federal Reserve Banks." There will be an explanatory cover note on
the release when the items are added.
Where should questions regarding the CPFF be directed?
Questions should be directed to the New York Fed's Public Affairs
department: 212-720-6130.
_____________________
1
An issuer may not substitute a lower amount, such as a current
authorized lending amount, for the maximum amount of commercial
paper that the SPV may own.
FAQs: November 5, 2008 ››
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