Page 173 - Martin Marietta - 2024 Proxy Statement

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
During 2022, the Company repurchased $67.7 million (parvalue) ofits Senior Notes, resulting in a pretax gain of $12.0 million.

For the years ended December 31, 2023 and 2022, the Board of Directors approved total cash dividends on the Company’s common
stock of $2.80 per share and $2.54 per share, respectively. Total cash dividends paid were $174.0 million in 2023 and $159.1 million
in 2022.
In each of 2023 and 2022, the Company repurchased 0.4 million shares of its common stock for a total cost of $150.0 million. In
2023 and 2022, the average cost was $393.16 per share and $358.56 per share, respectively.

Capital Structure and Resources
Long‐term debt, including current maturities, was $4.35 billion at December 31, 2023, and was in the form of publicly‐issued long‐
term notes and debentures.
On September 29, 2022, the Company satisfied and discharged its $700 million of 0.650% Senior Notes due 2023 (the 0.650%
Senior Notes), which were issued in July 2021. In connection with the satisfaction and discharge, the Company irrevocably
deposited funds in an amount sufficient to satisfy all remaining principal and interest payments on the 0.650% Senior Notes with
Regions Bank (the Trustee). The money was placed in a fund that invested exclusively in U.S. Treasury securities and was classified
f
i
i
i
t
f
i
as Restricted investments (to satisfy discharged debt and related interest) on the consolidated balance sheet at December 31, 2022.
t
t
The Company utilized existing cash resources to fund the satisfaction and discharge. The 0.650% Senior Notes remained on the
Company’s consolidated balance sheet at December 31, 2022 and continued to accrete to their par value over the period until
maturity. On July 17, 2023, the deposited funds were applied to satisfy the remaining principal and interest payments and the
0.650% Senior Notes have been paid in full.
The Company, through a wholly‐owned special‐purpose subsidiary, has a $400.0 million trade receivable securitization facility (the
Trade Receivable Facility). In September 2023, the Company extended the maturity of the Trade Receivable Facility to September
19, 2024. The Trade Receivable Facility is backed by eligible trade receivables, as defined. Borrowings are limited to the lesser of
the facility limit or the borrowing base, as defined. These receivables are originated by the Company and then sold or contributed
to the wholly‐owned special‐purpose subsidiary. The Company continues to be responsible for the servicing and administration of
the receivables purchased by the wholly‐owned special‐purpose subsidiary. The Trade Receivable Facility contains a cross‐default
provision to the Company’s other debt agreements. Subject to certain conditions, including lenders providing the requisite
commitments, the Trade Receivable Facility may be increased to a borrowing base not to exceed $500.0 million. There were no
outstanding borrowings on the Trade Receivable Facility as of December 31, 2023.
The Company has an $800.0 million five‐year senior unsecured revolving facility (the Revolving Facility), which matures in
December 2028. There were no outstanding borrowings on the Revolving Facility as of December 31, 2023. The Revolving Facility
requires the Company’s ratio of consolidated net debt‐to‐consolidated EBITDA, as defined, for the trailing‐twelve months (the
Ratio) to not exceed 3.50x as of the end of anyfiscal quarter, provided that the Company may exclude from the Ratio debt incurred
in connection with certain acquisitions during the quarter or the three preceding quarters so long as the Ratio calculated without
such exclusion does not exceed 4.00x. Additionally, if there are no amounts outstanding under the Revolving Facility and the Trade
Receivable Facility, consolidated debt, including debt for which the Company is a guarantor, shall be reduced in an amount equal
to the lesser of $500.0 million or the sum of the Company’s unrestricted cash and temporary investments, for purposes of the
covenant calculation. The Companywas in compliance with the Ratio and other requirements under the Revolving Credit Facility
at December 31, 2023.

Total equitywas $8.03 billion at December 31, 2023. At that date, the Company had an accumulated other comprehensive loss of
$49.2 million, primarily resulting from unrecognized prior service cost and actuarial loss related to pension benefits.
Pursuant to authority granted by its Board of Directors, the Company can repurchase up to 20 million shares of common stock. As
of December 31, 2023, the Company had 12.7 million shares remaining under the repurchase authorization. Future share
repurchases are at the discretion of management.

At December 31, 2023, the Company had $1.27 billion in unrestricted cash and short‐term investments that are considered cash
equivalents. The Company manages its cash and cash equivalents to ensure short‐term operating cash needs are met and excess
funds are managed efficiently. The Companyfunds shortages in operating cash through credit facilities. The Company utilizes
excess cash to either pay down credit facility borrowings or invest in money market funds, money market demand deposit accounts
or Eurodollar time deposit accounts. Money market demand deposits and Eurodollar time deposit accounts are exposed to bank

2023 Annual Report ♦ Page 71