Financial Performance - Total revenues for the three months ended June 30, 2024, were $84.887 million, an increase of $3.055 million compared to $81.832 million for the same period in 2023[138]. - Rail revenues increased by $3.110 million to $45.256 million for the three months ended June 30, 2024, compared to $42.146 million in 2023[138]. - Terminal services revenues rose by $3.366 million to $24.234 million for the three months ended June 30, 2024, compared to $20.868 million in 2023[138]. - Total revenues increased by $3.1 million for the three months ended June 30, 2024, driven by higher revenues in the Railroad segment ($3.1 million) and Jefferson Terminal segment ($4.1 million), despite a decrease in Corporate and Other segment revenues by $4.0 million[142]. - Total revenues increased by $4.1 million and $3.6 million for the three and six months ended June 30, 2024, respectively, driven by higher average crude oil throughput volumes[160]. - Net income attributable to stockholders for the three months ended June 30, 2024, was $15.788 million, an increase of $4.002 million (33.9%) compared to $11.786 million in 2023[150]. - Net income for the six months ended June 30, 2024, was $30.224 million, an increase of $10.340 million (52.0%) compared to $19.884 million in 2023[150]. Expenses and Losses - Operating expenses decreased by $1.550 million to $61.225 million for the three months ended June 30, 2024, compared to $62.775 million in 2023[138]. - Total expenses decreased by $3.2 million for the three months ended June 30, 2024, primarily due to reductions in operating expenses, general and administrative expenses, and asset impairment[143]. - Total expenses increased by $0.5 million (1.8%) during the three months ended June 30, 2024, reflecting a total of $28.714 million[153]. - Total expenses increased by $2.1 million during the three months ended June 30, 2024, and by $5.3 million during the six months ended June 30, 2024[162]. - Net loss attributable to stockholders for the three months ended June 30, 2024, was $54.350 million, compared to a net loss of $38.853 million in 2023, reflecting an increase of $15.497 million[138]. - Net loss attributable to stockholders for the three months ended June 30, 2024, was $(54,350) thousand, an increase of $(15,497) thousand compared to $(38,853) thousand for the same period in 2023[139]. - Net loss increased by $14.3 million during the three months ended June 30, 2024, compared to the same period in 2023[146]. - Net loss attributable to stockholders was $14.152 million for the three months ended June 30, 2024, compared to a loss of $8.765 million in the same period of 2023[159]. - Net loss for the six months ended June 30, 2024, was $46.911 million, compared to a loss of $37.160 million in the same period of 2023[157]. Adjusted EBITDA - Adjusted EBITDA is utilized as the key performance measure, providing insights into operational performance and resource allocation decisions[137]. - Adjusted EBITDA (non-GAAP) increased by $6.6 million to $34,256 thousand for the three months ended June 30, 2024, compared to $27,677 thousand for the same period in 2023[147]. - Adjusted EBITDA increased by $1.8 million (8.9%) and $6.3 million (14.1%) for the three and six months ended June 30, 2024, respectively[156]. - Adjusted EBITDA for the three months ended June 30, 2024, was $(1,502), an increase of $134 compared to $(1,636) for the same period in 2023[171]. - Adjusted EBITDA for the six months ended June 30, 2024, improved by $3.3 million to $(3,185) compared to $(6,497) for the same period in 2023[171]. - Adjusted EBITDA for the three months ended June 30, 2024, decreased by $1,557 thousand to $8,846 thousand, down from $10,403 thousand in the same period of 2023[179]. - Adjusted EBITDA for the six months ended June 30, 2024, decreased by $2,479 thousand to $19,238 thousand, down from $21,717 thousand in the same period of 2023[179]. Interest Expense - Interest expense increased by $5.5 million for the three months ended June 30, 2024, primarily due to an increase in average outstanding debt of approximately $168.7 million[144]. - Interest expense decreased significantly by $1.117 million (91.9%) during the three months ended June 30, 2024, compared to the previous year[150]. - Interest expense for the Power and Gas Segment was $0 for the three months ended June 30, 2024, compared to $(1) for the same period in 2023[172]. - Interest expense for the three months ended June 30, 2024, was $9,465 thousand, compared to $7,378 thousand in the same period of 2023[175]. - Interest expense increased to $11.190 million for the three months ended June 30, 2024, from $7.978 million in the prior year[159]. - Total other expense increased by $3.8 million during the three months ended June 30, 2024, primarily due to increased interest expense[192]. Cash Flow and Investments - Cash used for investments was $52.8 million during the six months ended June 30, 2024, compared to $95.5 million in the same period of 2023[195]. - Net cash used in operating activities increased by $4.5 million, reflecting an increase in net loss and changes in working capital[196]. - Cash flows from financing activities were $173.1 million for the six months ended June 30, 2024, compared to $59.1 million in 2023[196]. - Net cash provided by financing activities increased by $114.0 million, driven by an increase in proceeds from debt of $383.1 million, partially offset by debt repayments of $242.0 million[197]. Company Strategy and Future Outlook - The company continues to focus on acquiring long-lived assets in infrastructure sectors with high barriers to entry and stable cash flows[133]. - The company expects to pursue additional investment opportunities in attractive infrastructure businesses and assets[133]. - The company is evaluating several potential transactions and related financings to increase debt capacity at certain subsidiaries within the next 12 months[195]. - The company expects to meet future short-term liquidity requirements through cash on hand, unused borrowing capacity, or future financings[199]. - The company plans to manage exposure to interest rate movements through the use of interest rate derivatives[203]. Goodwill and Impairment - The carrying amount of goodwill as of December 31, 2023, was $122.7 million for Jefferson Terminal, $147.2 million for Railroad, and $5.4 million for Corporate and Other segments[200]. - The Jefferson Terminal reporting unit had an estimated fair value exceeding its carrying value by more than 10% but less than 20% as of October 1, 2023[201]. - The discount rate for the 2023 goodwill impairment analysis was 10.3%, with an assumed terminal growth rate of 2.5%[201].

Financial Data and Key Metrics - Adjusted EBITDA before corporate expenses for Q2 2024 was $41.8 million, up 15% YoY and 12% sequentially [4] - The company forecasts generating over $200 million of run-rate annual EBITDA by the end of 2024 and expects to exceed this in 2025 [6] - Total debt as of June 30 was $1.6 billion, with $564 million at the corporate level and the rest at business units [9] Business Segment Performance Transtar - Adjusted EBITDA for Transtar was $22.1 million in Q2, with steady carload volumes and record average rates of $667 per carload [6][10] - The company added new third-party customers and expects to add more in H2 2024, diversifying its revenue base [11] - Transtar is debt-free and has potential for acquisitions of short-line and regional rail assets [9][12] Jefferson - Jefferson generated $12.3 million in adjusted EBITDA in Q2, handling record volumes of 215,000 barrels per day [7] - Two long-term contracts commencing in 2025 are expected to contribute $20 million in annual EBITDA [14] - The company is negotiating additional contracts that could generate $60 million in annual revenue [14] Repauno - Phase 2 construction is set to begin in Q3 2024, with expected capacity for 75,000 barrels per day of natural gas liquids [15] - Phase 2 is projected to contribute $75 million in annual EBITDA upon completion, up from initial expectations of $40 million [15] Long Ridge - Long Ridge generated $8.8 million in EBITDA in Q2, impacted by scheduled maintenance in May [16] - Capacity auction results for 2025-2026 indicate a 10x increase in pricing, potentially adding $32 million in incremental EBITDA [16][17] - The company is engaging with multiple parties for on-site data center projects, leveraging its power generation capabilities [18] Market and Strategic Direction - The company is focused on owning core infrastructure in major markets with long-term contracted cash flows and growth opportunities [5] - Strategic initiatives include expanding third-party customer bases, developing new facilities, and pursuing accretive acquisitions [6][12][34] - The company is well-positioned to benefit from macro trends such as AI-driven power demand and energy transitions [5][17] Management Commentary on Operating Environment and Outlook - Management expects continued momentum in H2 2024, driven by new business wins and strategic initiatives [4] - The company is optimistic about the growth potential across all segments, particularly Transtar and Long Ridge [34] - The favorable commercial landscape and strong demand for power and infrastructure support the company's growth trajectory [17][18] Other Key Information - The company declared a $0.03 per share quarterly dividend, payable on August 20 [4] - Transtar's new railcar repair facility handled 816 railcars in Q2, with plans to introduce a second shift to increase capacity [11] - Jefferson completed a new financing in Q2, refinancing near-term maturities and funding construction projects [7][9] Q&A Session Summary Question: Transtar's third-party revenue growth - When acquired, Transtar's revenue was 95% from U.S. Steel, now below 85%, with a goal to reduce it to the mid-60s [20] Question: Transtar acquisition strategy - The company is focusing on short-line railroads with regional overlap and industrial switching lines, aiming to diversify revenue [22] Question: Repauno cavern approvals - Cavern permits are expected in H2 2024, with construction starting in 2025, adding significant value to Repauno [24] Question: Long Ridge capacity auction impact - The capacity auction results have increased negotiating leverage with behind-the-meter customers, including data centers [26] Question: Jefferson's new contracts - Two contracts commencing in 2025 will contribute $20 million in annual EBITDA, with no ramp-up period [28][29] Question: Balance sheet refinancing - The company is planning a refinancing in H2 2024 to reduce borrowing costs and increase flexibility, potentially leveraging Transtar [30][31] Question: Management's priorities - Top priorities include accretive acquisitions at Transtar and development opportunities at Long Ridge [34] Question: Long Ridge swaps and merchant power - Swaps have 3-5 years remaining, and the plant is technically a merchant plant, free to provide power to any customer [36] Question: Long Ridge data center backup power - Backup power costs are likely borne by the company, with flexibility in power management being a key advantage [38][39]

Core Insights - FTAI Infrastructure Inc. reported a net loss attributable to stockholders of $54.35 million for Q2 2024, with a basic and diluted loss per share of $0.52 [2][12][20] - Adjusted EBITDA for the four core segments was $41.79 million, reflecting a 12% increase from the first quarter [4][18] - The company declared a cash dividend of $0.03 per share for the quarter ended June 30, 2024, payable on August 20, 2024 [3] Financial Overview - Total revenues for Q2 2024 were $84.89 million, compared to $81.83 million in Q2 2023 [12] - Operating expenses decreased to $61.23 million from $62.78 million year-over-year [12] - The company reported total expenses of $87.93 million for Q2 2024, down from $91.09 million in Q2 2023 [13] Business Highlights - Transtar generated revenue of $45.6 million, with steady carloads and record average rates per car [4] - Jefferson Terminal achieved record throughput and revenue levels [4] - Long Ridge's revenue was impacted by a scheduled maintenance outage, but upcoming power capacity auction results are expected to add substantial EBITDA from mid-2025 to mid-2026 [4] Cash Flow and Balance Sheet - Cash and cash equivalents increased to $33.10 million as of June 30, 2024, from $29.37 million at the end of 2023 [14] - Total assets rose to $2.45 billion from $2.38 billion at the end of 2023 [15] - Total liabilities increased to $1.81 billion from $1.64 billion at the end of 2023 [15] Key Performance Measures - Adjusted EBITDA is utilized as a key performance measure, providing insights into operational performance and resource allocation [18][19] - The reconciliation of net loss to Adjusted EBITDA for Q2 2024 shows a significant contribution from various segments, with notable adjustments for interest expense and equity-based compensation [20][22]

NEW YORK, July 09, 2024 (GLOBE NEWSWIRE) -- FTAI Infrastructure Inc. (NASDAQ:FIP; the "Company" or "FTAI Infrastructure") plans to announce its financial results for the second quarter 2024 after the closing of Nasdaq on Thursday, August 1, 2024. A copy of the press release and an earnings supplement will be posted to the Investor Relations section of the Company's website, https://www.fipinc.com/. In addition, management will host a conference call on Friday, August 2, 2024, at 8:00 A.M. Eastern Time. The ...

GUELPH, ON, June 17, 2024 /PRNewswire/ -- Canadian Solar Inc. (the "Company", or "Canadian Solar") (NASDAQ: CSIQ) announced today that its first portfolio of Japan's feed-in premium (FIP) PV projects began commercial operation on June 1, 2024. The projects that have reached commercial operation include a 1.2 MWp project in Tsukuba City, Ibaraki Prefecture and a 1.9 MWp project in Daisen Town, Tottori Prefecture. Both projects are powered by CS7N660W bifacial modules. Initially awarded a feed-in tariff (FIT) ...

Jefferson Energy's Main Terminal is a 6.2 MMbbl storage terminal and multi-modal transloading facility situated on a 250-acre site on the Neches River, handling crude oil and refined products with pipeline connectivity to the 630,000 bbl/day Motiva Port Arthur Refinery and the 630,000 bbl/day ExxonMobil Beaumont Refinery. Jefferson Energy's Main Terminal has three docks capable of handling barges, Aframax, and Suezmax vessels for inbound/outbound product movements, and over 23 miles of rail track, with four ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____ to ____ Commission file number 001-41370 FTAI INFRASTRUCTURE INC. (Exact name of registrant as specified in its charter) | Delaware | | 87-4407005 | | | --- | --- | ...

1) This is a Non-GAAP measure. See Reconciliation of Non-GAAP Measures section in Appendix for a reconciliation to the most comparable GAAP measure. 17 Jefferson Terminal (unaudited) Three Months Ended | --- | --- | --- | --- | --- | --- | --- | --- | --- | |---------------------------------------------------------------------------------------|-------|-------------|-----------|-------------|--------------|------------|-------|-----------| | ($s in thousands) \nRevenues | | | 3/31/2023 | 6/30/2023 | 9/30/20 ...

[Press Release Summary](index=1&type=section&id=Press%20Release%20Summary) FTAI Infrastructure's Q1 2024 results show a net loss, declared dividends, and strong operational performance across key segments like Transtar and Long Ridge [Financial Overview](index=1&type=section&id=Financial%20Overview) For the first quarter of 2024, FTAI Infrastructure reported a net loss attributable to stockholders of $56.6 million, or ($0.54) per share, with Adjusted EBITDA at $27.2 million, and core segments contributing $37.2 million Q1 2024 Selected Financial Results | Selected Financial Results | Q1'24 (USD in thousands, except per share) | | :--- | :--- | | Net Loss Attributable to Stockholders | $(56,582) | | Basic and Diluted Loss per Share | $(0.54) | | Adjusted EBITDA | $27,231 | | Adjusted EBITDA - Four core segments | $37,168 | [First Quarter 2024 Dividends](index=1&type=section&id=First%20Quarter%202024%20Dividends) The Board of Directors declared a cash dividend of $0.03 per share of common stock for the first quarter of 2024 - A cash dividend of **$0.03 per share** was declared for Q1 2024, payable on May 29, 2024, to shareholders of record on May 17, 2024[4](index=4&type=chunk) [Business Highlights](index=1&type=section&id=Business%20Highlights) The company reported strong operational performance across its key segments, with Transtar achieving record quarterly revenue, Jefferson Terminal volumes at record levels post-turnaround, and Long Ridge experiencing high demand from the AI data center sector - **Transtar** achieved a new quarterly revenue record of **$46.3 million**, with strong momentum expected to continue into Q2[8](index=8&type=chunk) - **Jefferson Terminal** Q1 revenue was **$18.6 million**, impacted by a customer turnaround, but post-turnaround, volumes and revenue are at record levels[8](index=8&type=chunk) - **Long Ridge** operated at a high **98% capacity factor** and is seeing rapidly increasing demand from the AI data center space, with several long-term contracts nearing completion[8](index=8&type=chunk) [Exhibit - Financial Statements](index=3&type=section&id=Exhibit%20-%20Financial%20Statements) This section presents the company's consolidated financial statements, including statements of operations, balance sheets, and cash flows for the reported periods [Consolidated Statements of Operations](index=3&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20OPERATIONS) For Q1 2024, total revenues increased to $82.5 million from $76.5 million year-over-year, but the net loss attributable to stockholders widened to $56.6 million from $40.6 million in Q1 2023, driven by higher total expenses and a significant negative swing in equity earnings of unconsolidated entities Q1 2024 vs Q1 2023 Statement of Operations (USD in thousands) | Metric | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Total revenues | $82,535 | $76,494 | | Total expenses | $93,884 | $91,890 | | Loss before income taxes | $(48,492) | $(34,183) | | Net loss | $(50,297) | $(35,912) | | Net loss attributable to stockholders | $(56,582) | $(40,589) | | Diluted Loss per share | $(0.54) | $(0.40) | [Consolidated Balance Sheets](index=4&type=section&id=CONSOLIDATED%20BALANCE%20SHEETS) As of March 31, 2024, total assets stood at $2.34 billion, a slight decrease from $2.38 billion at the end of 2023, while total liabilities increased to $1.68 billion, contributing to a decrease in total stockholders' equity to $402.5 million from $484.3 million Balance Sheet Comparison (USD in thousands) | Metric | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Total current assets | $164,531 | $185,503 | | Total assets | $2,344,681 | $2,379,609 | | Total current liabilities | $239,767 | $150,637 | | Total liabilities | $1,681,940 | $1,641,518 | | Stockholders' equity | $402,549 | $484,289 | | Total equity | $320,534 | $412,859 | [Consolidated Statements of Cash Flows](index=5&type=section&id=CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) In Q1 2024, net cash used in operating activities was $3.9 million, an improvement from $12.1 million used in Q1 2023, with cash used in investing activities decreasing significantly to $18.8 million from $66.8 million year-over-year, ending the period with a cash and restricted cash balance of $64.3 million Cash Flow Summary (USD in thousands) | Cash Flow Activity | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | $(3,883) | $(12,144) | | Net cash used in investing activities | $(18,846) | $(66,842) | | Net cash (used in) provided by financing activities | $(454) | $37,777 | | Net decrease in cash | $(23,183) | $(41,209) | | Cash, end of period | $64,296 | $108,433 | [Key Performance Measures (Non-GAAP)](index=6&type=section&id=Key%20Performance%20Measures) This section provides non-GAAP financial measures, including the reconciliation of net loss to Adjusted EBITDA and a breakdown of Adjusted EBITDA by core segment [Reconciliation of Net Loss to Adjusted EBITDA](index=6&type=section&id=Reconciliation%20of%20Net%20Loss%20to%20Adjusted%20EBITDA) The company's Adjusted EBITDA, a key non-GAAP performance measure, increased to $27.2 million in Q1 2024 from $21.9 million in Q1 2023, with the reconciliation from net loss attributable to stockholders including significant add-backs for depreciation & amortization ($21.1M), interest expense ($27.6M), and dividends on preferred stock ($17.0M) Adjusted EBITDA Reconciliation (USD in thousands) | Metric | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | Net loss attributable to stockholders | $(56,582) | $(40,589) | | Add: Depreciation & amortization expense | $21,097 | $20,135 | | Add: Interest expense | $27,593 | $23,250 | | Add: Pro-rata share of Adj. EBITDA from unconsolidated entities | $6,257 | $8,190 | | Add: Dividends and accretion of redeemable preferred stock | $16,975 | $14,570 | | Less: Equity in (losses) earnings of unconsolidated entities | $11,902 | $(4,366) | | **Adjusted EBITDA (non-GAAP)** | **$27,231** | **$21,896** | [Segment Adjusted EBITDA](index=7&type=section&id=Segment%20Adjusted%20EBITDA) For Q1 2024, the four core segments generated a combined Adjusted EBITDA of $37.2 million, with the Railroad segment as the primary contributor at $21.7 million, followed by Power and Gas at $10.4 million, Jefferson Terminal at $6.8 million, and Repauno at a negative ($1.7) million Q1 2024 Adjusted EBITDA by Core Segment (USD in thousands) | Segment | Adjusted EBITDA (USD in thousands) | | :--- | :--- | | Railroad | $21,658 | | Jefferson Terminal | $6,801 | | Repauno | $(1,683) | | Power and Gas | $10,392 | | **Total Four Core Segments** | **$37,168** |

Part I [Business](index=8&type=section&id=Item%201.%20Business) FTAI Infrastructure Inc. acquires and operates critical infrastructure assets across four primary business lines, with Railroad and Ports and Terminals driving 2023 revenue - The company operates through four main business lines: **Railroad, Ports and Terminals, Power and Gas, and Sustainability and Energy Transition**[17](index=17&type=chunk) FY 2023 Revenue Contribution by Business Line | Business Line | Revenue Contribution (%) | | :--- | :--- | | Railroad | 53% | | Ports and Terminals | 26% | | Corporate and other | 21% | - The company is externally managed by FIG LLC, an affiliate of Fortress Investment Group LLC, receiving an annual management fee of **1.50% of average total equity**[23](index=23&type=chunk) - In FY 2023, the largest customer accounted for **51% of total revenue** and **30% of total accounts receivable**[46](index=46&type=chunk) [Our Portfolio](index=9&type=section&id=Our%20Portfolio) The company's portfolio is structured across its primary business lines, encompassing railroads, multi-modal terminals, power generation, and green technology investments - **Railroad:** Includes **six short-line freight railroads** under Transtar, with a **15-year exclusive strategic rail partnership** with U.S. Steel Corporation[24](index=24&type=chunk)[26](index=26&type=chunk)[27](index=27&type=chunk) - **Ports and Terminals:** Features Jefferson Terminal with **6.2 million barrels of storage** and Repauno, a **1,600-acre deep-water port** with underground storage[28](index=28&type=chunk)[30](index=30&type=chunk)[32](index=32&type=chunk) - **Power and Gas:** Consists of an equity investment in Long Ridge Energy & Power, operating a **485 MW combined-cycle power plant** and developing hydrogen blending capabilities[33](index=33&type=chunk)[34](index=34&type=chunk) - **Sustainability and Energy Transition:** Focuses on green technology investments such as **lithium-ion battery recycling (Aleon)**, **waste-to-fuel conversion (Clean Planet USA)**, and **carbon capture (CarbonFree)**[37](index=37&type=chunk)[40](index=40&type=chunk)[41](index=41&type=chunk) [Risk Factors](index=15&type=section&id=Item%201A.%20Risk%20Factors) The company faces diverse risks related to business operations, capital structure, external management, spin-off, and common stock, compounded by a material internal control weakness - **Business Risks:** Exposure to macroeconomic conditions, industry oversupply, competition, and significant customer concentration, with one Railroad customer accounting for **51% of 2023 revenue**[303](index=303&type=chunk)[305](index=305&type=chunk)[93](index=93&type=chunk) - **Internal Control Weakness:** A material weakness was identified in internal control over financial reporting regarding the review of cash flow projections for the **Jefferson Terminal goodwill impairment test** as of October 1, 2023[93](index=93&type=chunk) - **Manager-related Risks:** Dependence on its external manager, an affiliate of Fortress, creates potential conflicts of interest due to overlapping investment objectives[99](index=99&type=chunk)[100](index=100&type=chunk)[102](index=102&type=chunk) - **Capital Structure Risks:** Restrictive debt covenants and Series A Redeemable Preferred Stock obligations may limit flexibility, with potential for preferred stockholders to elect a majority of the board if cash dividends are not paid after **August 1, 2024**[85](index=85&type=chunk)[96](index=96&type=chunk)[98](index=98&type=chunk) - **Spin-off Risks:** Potential failure to achieve expected benefits from the spin-off from FTAI and conflicts of interest due to overlapping directors and officers[105](index=105&type=chunk)[109](index=109&type=chunk) [Unresolved Staff Comments](index=34&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - None reported[132](index=132&type=chunk) [Cybersecurity](index=34&type=section&id=Item%201C.%20Cybersecurity) The company's cybersecurity is overseen by the CEO and managed by the Manager's ISSC, utilizing third-party risk assessments, with no material impact from threats to date - Cybersecurity is overseen by the CEO and managed by the **Manager's Information Security Steering Committee (ISSC)**, which formulates and implements policies[132](index=132&type=chunk) - Third-party advisors are engaged for risk assessments using standards like the **NIST framework** to inform cybersecurity controls[132](index=132&type=chunk) - To date, cybersecurity threats have not materially affected the company's business, operations, or financial condition[134](index=134&type=chunk) [Properties](index=35&type=section&id=Item%202.%20Properties) The company's principal executive offices are in New York, NY, with key properties including leased and owned land for terminal and railroad operations across multiple states - The company's main properties include leased and owned land for its terminal and railroad operations across multiple states, including **Texas, New Jersey, Pennsylvania, and Indiana**[136](index=136&type=chunk) [Legal Proceedings](index=35&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in ordinary course legal proceedings, with no expected material adverse effect on its business or financial position - Management does not expect current legal proceedings to have a material adverse effect on the company[137](index=137&type=chunk) [Mine Safety Disclosures](index=35&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[137](index=137&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=36&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on NASDAQ, with management planning to eliminate future common stock dividends to address liquidity risk, and an incentive plan with available shares for issuance - Common stock trades on NASDAQ under the symbol **"FIP"** since **August 1, 2022**[141](index=141&type=chunk) - A **$0.03 per share cash dividend** for Q4 2023 was declared, but future common stock dividends are planned for elimination to manage liquidity[141](index=141&type=chunk) - The company's Incentive Plan has **25,177,237 securities** remaining available for future issuance as of December 31, 2023[142](index=142&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and operations, noting increased FY 2023 revenues and Adjusted EBITDA, a widened net loss, and a plan to address liquidity risk [Results of Operations](index=39&type=section&id=Results%20of%20Operations) Total revenues increased by **$58.5 million** in 2023, driven by rail and terminal services, while net loss widened and Adjusted EBITDA significantly grew to **$107.5 million** Consolidated Results of Operations | Metric | 2023 (in thousands) | 2022 (in thousands) | 2021 (in thousands) | | :--- | :--- | :--- | :--- | | Total Revenues | $320,472 | $261,966 | $120,219 | | Total Expenses | $364,847 | $319,605 | $191,758 | | Net Loss | $(159,750) | $(187,517) | $(106,341) | | Net Loss Attributable to Stockholders | $(183,736) | $(177,241) | $(79,869) | Adjusted EBITDA Reconciliation (Non-GAAP) | Metric | 2023 (in thousands) | 2022 (in thousands) | 2021 (in thousands) | | :--- | :--- | :--- | :--- | | Net loss attributable to stockholders | $(183,736) | $(177,241) | $(79,869) | | **Adjusted EBITDA (Non-GAAP)** | **$107,522** | **$61,028** | **$33,711** | - **2023 vs. 2022:** Revenue increased by **$58.5 million**, driven by higher rail, terminal, and roadside services revenue, while interest expense rose by **$46.4 million**[163](index=163&type=chunk)[166](index=166&type=chunk) - **2022 vs. 2021:** Revenue increased by **$141.7 million**, primarily due to the **Transtar acquisition** adding **$86.3 million** in rail revenue and the **FYX acquisition** adding **$47.9 million** in roadside services revenue[167](index=167&type=chunk) [Segment Results](index=44&type=section&id=Segment%20Results) In 2023, Railroad and Jefferson Terminal segments showed significant Adjusted EBITDA growth, Repauno's loss narrowed, Power and Gas increased, while Sustainability's loss widened due to developmental stage investments Adjusted EBITDA by Segment (Non-GAAP) | Segment | 2023 (in thousands) | 2022 (in thousands) | 2021 (in thousands) | | :--- | :--- | :--- | :--- | | Railroad | $78,521 | $64,286 | $26,449 | | Jefferson Terminal | $35,694 | $18,490 | $10,631 | | Repauno | $(8,061) | $(12,743) | $(4,149) | | Power and Gas | $34,784 | $18,039 | $25,524 | | Sustainability and Energy Transition | $(7,253) | $(2,334) | $(372) | | Corporate and Other | $(26,163) | $(24,710) | $(24,372) | | **Total Adjusted EBITDA** | **$107,522** | **$61,028** | **$33,711** | [Liquidity and Capital Resources](index=55&type=section&id=Liquidity%20and%20Capital%20Resources) The company addresses liquidity risk from an upcoming **$79.1 million** bond maturity with a plan including refinancing and dividend elimination, alongside improved 2023 operating cash flow - Management identified a liquidity risk from the **January 2025 maturity of $79.1 million in bonds** and has a plan including refinancing, delaying capital expenditures, and eliminating common dividends[237](index=237&type=chunk) Historical Cash Flow | Cash Flow Activity | 2023 (in thousands) | 2022 (in thousands) | 2021 (in thousands) | | :--- | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $5,513 | $(42,690) | $(61,716) | | Net cash used in investing activities | $(147,123) | $(267,266) | $(828,716) | | Net cash provided by financing activities | $79,447 | $157,743 | $1,136,866 | - As of December 31, 2023, outstanding principal and interest payment obligations were **$1.4 billion** and **$531.3 million**, respectively[251](index=251&type=chunk) [Application of Critical Accounting Policies](index=58&type=section&id=Application%20of%20Critical%20Accounting%20Policies) Critical accounting policies include goodwill impairment testing, with the Jefferson Terminal reporting unit's fair value exceeding carrying value by **10-20%**, indicating sensitivity to assumptions - Goodwill impairment testing is a critical accounting estimate, with the Jefferson Terminal reporting unit's fair value exceeding its carrying value by **10-20%** as of October 1, 2023, indicating sensitivity to future performance[255](index=255&type=chunk)[307](index=307&type=chunk) - No goodwill impairments were recorded for the years ended **December 31, 2023, 2022, and 2021**[255](index=255&type=chunk)[307](index=307&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=59&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuations on variable-rate debt, with a **100-basis point change** impacting annual interest expense by approximately **$1.3 million** - The company's main market risk is **interest rate risk** from variable-rate debt[258](index=258&type=chunk)[259](index=259&type=chunk) - A hypothetical **100-basis point change** in variable interest rates would impact annual interest expense by approximately **$1.3 million**[260](index=260&type=chunk) [Financial Statements and Supplementary Data](index=60&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the company's audited financial statements and the auditor's report, which includes an unqualified opinion on financials but an adverse opinion on internal controls due to a material weakness - The independent auditor, **Ernst & Young LLP**, issued an **unqualified opinion** on the financial statements[265](index=265&type=chunk) - The auditor issued an **adverse opinion** on internal control over financial reporting as of December 31, 2023, due to a **material weakness** in the goodwill impairment process for the Jefferson Terminal reporting unit[422](index=422&type=chunk) Consolidated Balance Sheet Highlights | Account | Dec 31, 2023 (in thousands) | Dec 31, 2022 (in thousands) | | :--- | :--- | :--- | | Total Assets | $2,379,609 | $2,478,399 | | Total Liabilities | $1,641,518 | $1,689,015 | | Redeemable preferred stock | $325,232 | $264,590 | | Total Equity | $412,859 | $524,794 | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=106&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None reported[413](index=413&type=chunk) [Controls and Procedures](index=106&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective as of December 31, 2023, due to a material weakness in goodwill impairment analysis, with a remediation plan underway - Management concluded disclosure controls and procedures were **not effective** due to a material weakness[414](index=414&type=chunk) - A material weakness was identified in the review of cash flow projections and key assumptions for the **Jefferson Terminal goodwill impairment analysis**[415](index=415&type=chunk) - A remediation plan is underway, focusing on more rigorous review procedures, but its effectiveness has not yet been confirmed[416](index=416&type=chunk) [Other Information](index=109&type=section&id=Item%209B.%20Other%20Information) The company reports no other information under this item - None[426](index=426&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=109&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information for this item is incorporated by reference from the company's **2024 definitive proxy statement** - Information is incorporated by reference from the **2024 definitive proxy statement**[428](index=428&type=chunk) [Executive Compensation](index=109&type=section&id=Item%2011.%20Executive%20Compensation) Information for this item is incorporated by reference from the company's **2024 definitive proxy statement** - Information is incorporated by reference from the **2024 definitive proxy statement**[428](index=428&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=109&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information for this item is incorporated by reference from the company's **2024 definitive proxy statement** - Information is incorporated by reference from the **2024 definitive proxy statement**[429](index=429&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=109&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information for this item is incorporated by reference from the company's **2024 definitive proxy statement** - Information is incorporated by reference from the **2024 definitive proxy statement**[430](index=430&type=chunk) [Principal Accountant Fees and Services](index=109&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information for this item is incorporated by reference from the company's **2024 definitive proxy statement** - Information is incorporated by reference from the **2024 definitive proxy statement**[430](index=430&type=chunk) Part IV [Exhibits](index=110&type=section&id=Item%2015.%20Exhibits) This section lists all exhibits filed as part of the Form 10-K, including key agreements and certifications - Lists all exhibits filed with the Form 10-K, including key agreements and certifications[432](index=432&type=chunk) [Form 10-K Summary](index=111&type=section&id=Item%2016.%20Form%2010-K%20Summary) This item is noted as 'None' in the report, indicating no summary is provided here - None[437](index=437&type=chunk)