|
2022 |
2021 |
|
€m |
€m |
Bank loans |
118.2 |
73.8 |
Private placement loan notes |
50.0 |
50.0 |
Origination fees |
(0.5) |
(0.7) |
|
167.7 |
123.1 |
|
|
|
On demand or within one year |
7.3 |
7.3 |
In the second year |
119.4 |
7.3 |
In the third year |
7.4 |
67.4 |
In the fourth year |
7.5 |
7.5 |
Fifth year and after |
26.1 |
33.6 |
|
167.7 |
123.1 |
|
|
|
Less: Amount due for settlement within 12 months |
(7.3) |
(7.3) |
Amount due for settlement after 12 months |
160.4 |
115.8 |
Obligations under the Group borrowing facilities have been cross guaranteed by Irish Continental Group plc, Irish Ferries Limited, Eucon Shipping & Transport Limited, Zatarga Limited, Irish Ferries Finance DAC and ICG Shipping (W.B. Yeats) Limited but are otherwise unsecured.
The currency profile of the Group’s borrowings is set out in note 23 (iii).
Borrowing facilities
|
2022 |
2021 |
|
€m |
€m |
Overdraft and trade guarantee facilities |
|
|
Amounts utilised – trade guarantee (note 35) |
0.6 |
0.6 |
Amounts undrawn |
15.4 |
15.4 |
Total committed overdraft facilities |
16.0 |
16.0 |
|
|
|
Committed loan facilities |
|
|
Amounts drawn |
168.2 |
123.8 |
Amounts undrawn |
13.0 |
65.0 |
Total committed loan facilities |
181.2 |
188.8 |
Uncommitted facilities |
258.0 |
242.8 |
At 31 December 2022, the Group had total committed loan and overdraft facilities of €197.2 million (2021: €204.8 million) which comprised of amounts utilised (including trade guarantees of €0.6 million (2021: €0.6 million)) of €168.8 million (2021: €124.4 million) and amounts undrawn of €28.4 million (2021: €80.4 million). Uncommitted facilities relate to bank and private placement shelf agreements which are available for drawing at the discretion of the relevant lender. All borrowings at 31 December 2022 were unsecured and cross guaranteed by certain subsidiaries within the Group and are denominated in euro.
The Group’s borrowing facilities comprise of the following;
i) A bank overdraft and trade guarantee facility with permitted drawing amounts of €16.0 million. At 31 December 2022, €0.6 million (2021: €0.6 million) was utilised on this facility by way of trade guarantees and €nil (2021: €nil) was utilised as an overdraft. Interest rates are calculated by reference to the lender’s prime rate plus a fixed margin. This facility, available for drawing by the Company and certain subsidiaries, is reviewed annually and is repayable on demand.
ii) A multicurrency revolving credit facility with permitted drawing amounts of €75.0 million, which may be increased to €125.0 million in total at the discretion of the lenders on application. At 31 December 2022, €62.0 million (2021: €10.0 million) was drawn under this facility. Interest rates are arranged at floating rates for an interest period of up to six months, calculated by reference to EURIBOR or other reference rate depending on currency drawn plus an agreed margin which varies with the Group’s net debt to EBITDA ratio, which creates a cash flow interest rate risk. This facility is available for drawing by the Company and certain subsidiaries and matures on 30 September 2024.
iii) Amortising term loan facility totalling €56.2 million (2021: €63.8 million) made available by the European Investment Bank to fund the construction of a new cruise ferries one of which was delivered in December 2018. This facility had been drawn in full and is repayable in equal instalments over a ten year period commencing December 2020 and ending during 2030. Interest rates were fixed for the duration of the term at a rate of 1.724%.
iv) Multicurrency private placement loan note shelf agreements agreed with a number of investors with a potential drawing amount of €258.0 million. Loan notes for a total amount of €50.0 million with a maturity of 30 November 2024 at an interest rate of 1.40% have been issued under this facility. The remaining balance of €208.0 million total is available for drawing at the discretion of investors up to 6 October 2023. Interest rates are set at each drawing date and maturity may extend for up to 15 years.
The weighted average interest rates paid during the financial year were as follows:
|
2022 |
2021 |
Bank overdrafts |
1.05% |
0.41% |
Bank loans |
1.80% |
1.61% |
The average interest rates reflect the terms of the refinancing arrangements concluded in prior periods. There was €52.0 million (2021: €10.0 million) worth of bank loans drawn during 2022 from an existing loan facility. Interest rates on all bank loans drawn in prior periods were fixed at date of drawdown with resetting occurring every three to six months. The Group’s financing facilities contain provisions that where there is a change in control of the Company, lenders may cancel the facilities and declare all utilisations immediately due and payable. A change of control is where any person or group of persons acting in concert becomes the owner of more than 50 per cent of the voting share capital of the Company.
The borrowing agreements contain a range of undertakings and negative pledges including conduct of business in compliance with laws and regulations, maintenance of assets, insurance and take-on of additional borrowing facilities. In certain circumstances, proceeds from the disposal of key assets must be applied towards repayment of borrowings. In the opinion of the Directors, the Group and Company are in compliance with the covenants contained in its borrowing agreements as of 31 December 2022.
The two key financial covenants cover leverage which is borrowings expressed as times EBITDA and interest cover which is EBITDA expressed as times interest on borrowings. The calculation of these ratios and reconciliation to IFRS measures is set out below.
EBITDA for covenant purposes
|
|
2022 |
2021 |
|
|
€m |
€m |
Operating profit / (loss) |
|
66.7 |
(0.2) |
Depreciation and amortisation |
|
60.5 |
52.5 |
EBITDA |
|
127.2 |
52.3 |
Movement in lease receivable (note 15) |
|
3.0 |
2.8 |
Lease payments (note 22) |
|
(22.3) |
(21.1) |
EBITDA for covenant purposes |
|
107.9 |
34.0 |
Net debt for covenant purposes
|
|
2022 |
2021 |
|
|
€m |
€m |
Cash (note 18) |
|
(39.0) |
(38.5) |
Bank deposits subject to lien (note 18) |
|
3.5 |
3.5 |
Borrowings (note 21) |
|
167.7 |
123.1 |
Origination fees (note 21) |
|
0.5 |
0.6 |
Trade guarantees (note 35) |
|
0.6 |
0.6 |
Net debt for covenant purposes |
|
133.3 |
89.4 |
Bank loan interest expense
|
|
2022 |
2021 |
|
|
€m |
€m |
Finance income |
|
(0.1) |
(0.1) |
Finance costs |
|
4.3 |
4.0 |
Net finance costs |
|
4.2 |
3.9 |
Interest income on defined benefit assets (note 6) |
|
0.1 |
0.1 |
Interest expense on lease liabilities (note 7) |
|
(1.3) |
(1.3) |
Bank loan interest expense |
|
3.0 |
2.7 |
|
|
Times |
Times |
Covenant |
Covenant Level |
|
|
Leverage ratio |
Max 3.0x (2021: 4.0x) |
1.2x |
2.6x |
Interest service ratio |
Min 4.0x |
36.0x |
12.6x |
For financial covenant testing dates falling during calendar year 2021, a temporary increase in covenant leverage levels from 3.0x to 4.0x had been agreed with the Company’s lenders.