Page 141 - Sigmaroc Annual-Report 2023

141
Nordkalk personnel to Miedzianka, Poland
The Group’s New Debt Facilities are subject to covenants which are tested monthly and certified quarterly. These covenants are:
• Group interest cover ratio set at a minimum of 3.5 times EBITDA while the Bridge Loan remains outstanding and then 4.0 times thereafter; and
• A maximum adjusted leverage ratio, which is the ratio of total net debt, including further borrowings such as deferred consideration, to adjusted EBITDA, of 3.95x in 2024.
The Bridge Loan has a maturity date of 21 November 2024, with options for two 6-month extensions which if exercised would push maturity to 21 November 2025. The Bridge Loan is subject to a variable interest rate based on EURIBOR plus a margin as follows:
• 2% for months 0 – 6
• 3% for months 7 – 12
• 4% for months 13 – 18 (assuming exercise of the first extension option)
• 5% for months 19 – 24 (assuming exercise of the second extension option)
As at 31 December 2023, the Group comfortably complied with its bank facility covenants under the terms of the legacy debt facility and total undrawn facilities available to the Group under the legacy debt facility amounted to approximately £173 million.
CAPITAL ALLOCATION
We prioritise the maintenance of a strong balance sheet and deploy our capital responsibly, allowing us to commit significant organic investment to our business whilst continuing to pursue acquisitions to accelerate our strategic development. This conservative approach to financial management will enable us to continue pursuing capital growth for our shareholders.
DIVIDENDS
Subject to availability of distributable reserves, dividends will be paid to shareholders when the Directors believe it is appropriate and prudent to do so. The Group has achieved significant capital growth since its inception and the Directors expect to commence dividend payments once the Group’s Covenant Leverage is below 1.5 times, which following CRH Deal 1 of the CRH Lime Acquisitions, is currently above 2 times. The Directors therefore do not recommend the payment of a dividend for the year (31 December 2022: nil).
POST BALANCE SHEET EVENTS
Post 2023 close we have conducted a series of activities worthy of mention in this Annual Report. Further information is set out in Note 38.
This report was approved by the Board on 17 March 2024 and signed on its behalf.
Garth Palmer
Chief Financial Officer