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      MIC Reports 2016 Financial Results In Line With Guidance, Increases Dividend

      - Authorizes fourth quarter cash dividend of $1.31 per share, up 13.9% versus 2015

      - Successfully deploys in excess of $335 million of growth capital

      - Reaffirms 2017/2018 guidance, expects dividend increase of 10% in 2017


      News provided by

      Macquarie Infrastructure Corporation

      Feb 21, 2017, 16:18 ET

      Share this article

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      NEW YORK, Feb. 21, 2017 /PRNewswire/ -- Macquarie Infrastructure Corporation (NYSE: MIC) today reported its financial results for fourth quarter and full year 2016.

      "The performance of our businesses in the fourth quarter and the full year 2016 resulted in the generation of a better than expected amount of Adjusted Free Cash Flow," said James Hooke, chief executive officer of MIC.

      MIC reported full year 2016 net income of $154.9 million, compared with a net loss of $113.8 million in 2015. Included in the full year figure was net income of $71.1 million in the fourth quarter of 2016 compared with $31.9 million in the prior comparable period. The Company also reported generation of cash from operating activities of $123.3 million and $560.3 million in the quarter and full-year periods ended December 31, 2016, respectively, compared with $126.2 million and $381.2 million in the comparable periods in 2015.

      MIC's businesses produced $118.6 million and $510.2 million of Adjusted Free Cash Flow in the fourth quarter and full year periods in 2016, respectively, up from $94.0 million and from $445.5 million in the comparable periods in 2015. The nominal increase in the full year amount of 14.5% was partially offset by a 3.7% increase in MIC's weighted average number of shares outstanding in 2016 versus 2015 resulting in a 10.5% real increase including the impact of the incremental share issuance.

      Performance highlights for the reported periods included:

      • Atlantic Aviation: volume growth driven by market share gains, increased flight activity and contributions from acquisitions and investments
      • IMTT: high utilization rates, stable storage pricing
      • Contracted Power: improved solar and wind resources
      • MIC Hawaii: successful acquisitions, increased gas sales
      • Implementation of shared services center with cost savings expected in 2017 and beyond

      "We were also pleased that the continued improvement in our underlying business performance, particularly the growth in cash generation, allowed us to meaningfully increase our quarterly cash dividend," said Hooke.

      The MIC board of directors authorized a cash dividend of $1.31 per share, or $5.24 annualized, for the fourth quarter of 2016. The dividend will be payable March 8, 2017 to shareholders of record on March 3, 2017. The payment represents a 13.9% increase over the dividend paid for the fourth quarter of 2015. Inclusive of the $1.31, MIC will have distributed approximately 80.0% of its 2016 Adjusted Free Cash Flow to shareholders.

      On February 3, 2017, MIC provided the market with initial guidance regarding the expected performance of its businesses in 2017 and 2018. "We expect that MIC's operations will continue to perform well and generate increases in Free Cash Flow of between 10% and 15% per year," Hooke said. "Based on the anticipated performance improvement, we are also initiating guidance for growth in our cash dividend of 10% in 2017."

      MIC expects effective deployment of capital to drive approximately one third of its anticipated annual growth in Free Cash Flow. The Company exceeded its targeted level for capital deployment into growth projects and bolt-on acquisitions in 2016. "Having successfully deployed over $335.0 million during the year, up from an average of $250.0 million historically, we are positioned to potentially exceed our growth capital deployment target of $350.0 million in 2017," Hooke said.

      Capital deployment highlights for 2016 included:

      • Acquisitions of Fixed Base Operations assets
      • Acquisition or development of 87 MW of solar facilities in Utah and Hawaii
      • Acquisition of a design/build mechanical contractor in Hawaii
      • Acquisition of a jet fuel storage and handling development company
      • Investment in a US renewable power facility developer

      MIC reported a backlog of approved growth projects of $300.0 million at year-end, and expects to deploy capital on projects including:

      • The substantial majority of construction works at BEC II, MIC's development of a 130 MW addition to its power facility in Bayonne, NJ
      • Ramp development and hangar construction at various Atlantic Aviation sites
      • Storage tank and new dock construction at IMTT

      Consistent with past performance, MIC also expects to complete bolt-on acquisitions that, together with growth projects, would result in the deployment of in excess of $350.0 million during the coming year.

      "We are excited by the growth prospects we see emerging as a result of both the potential for tax reform as well as the focus on infrastructure redevelopment here in the U.S. We have the financial and human capital to deploy in the construction or acquisition of quality, cash generative opportunities in each of our four businesses and look forward to making the most of these trends for the benefit of our shareholders," said Hooke.

      Summary Financial Information



      Quarter Ended
      December 31,


      Change Favorable/
      (Unfavorable)


      Year Ended
      December 31,


      Change Favorable/
      (Unfavorable)



      2016


      2015


      $


      %


      2016


      2015


      $


      %



      ($ In Thousands, Except Share and Per Share Data) (Unaudited)

      GAAP Metrics

































      Net income (loss)


      $

      71,131



      $

      31,883




      39,248




      123.1



      $

      154,869



      $

      (113,807)




      268,676




      NM


      Weighted average number of

           shares outstanding: basic



      81,853,027




      79,877,873




      1,975,154




      2.5




      80,892,654




      77,997,826




      2,894,828




      3.7


      Net income (loss) per share
           attributable to MIC


      $

      0.89



      $

      0.41




      0.48




      117.1



      $

      1.93



      $

      (1.39)




      3.32




      NM


      Cash provided by operating

           activities



      123,332




      126,237




      (2,905)




      (2.3)




      560,320




      381,156




      179,164




      47.0


      MIC Non-GAAP Metrics:

































      EBITDA excluding non-cash

           items, adjusted(1)


      $

      166,006



      $

      153,911




      12,095




      7.9



      $

      695,588



      $

      633,101




      62,487




      9.9


      Cash interest(2)



      (25,922)




      (27,816)




      1,894




      6.8




      (107,930)




      (112,440)




      4,510




      4.0


      Cash taxes(3)



      (2,027)




      66




      (2,093)




      NM




      (7,310)




      (532)




      (6,778)




      NM


      Cash pension contribution



      (3,500)




      —




      (3,500)




      NM




      (3,500)




      —




      (3,500)




      NM


      Maintenance capital
           expenditures



      (13,478)




      (30,333)




      16,855




      55.6




      (58,203)




      (68,596)




      10,393




      15.2


      Noncontrolling interest(4)



      (2,446)




      (1,873)




      (573)




      (30.6)




      (8,400)




      (5,984)




      (2,416)




      (40.4)


      Adjusted Free Cash Flow(5)


      $

      118,633



      $

      93,955




      24,678




      26.3



      $

      510,245



      $

      445,549




      64,696




      14.5



      NM — Not meaningful




      (1)

      EBITDA excluding non-cash items, adjusted, is calculated as net income (loss) before interest expense, net, taxes, depreciation and amortization expense, management fees, pension expense and other non-cash (income) expense recorded in the consolidated statement of operations. See below for reconciliation of net income (loss) to EBITDA excluding non-cash items. For the quarter and year ended December 31, 2015, EBITDA excluding non-cash items, adjusted, excludes $60,000 and $9.3 million, respectively, of transaction costs related to the Bayonne Energy Center (BEC) acquisition.


      (2)

      Cash interest is calculated as interest expense, net, excluding the impact of non-cash adjustments for unrealized (gains) losses from derivative instruments, amortization of deferred financing costs and the amortization of debt discount recorded in the consolidated statement of operations. Cash interest excludes the payment of interest rate swap breakage fees of $17.8 million for the quarter and year ended December 31, 2016 and $50.6 million for the year ended December 31, 2015. For the quarter and year ended December 31, 2016, cash interest also excludes $8.6 million of interest rate cap premiums paid.


      (3)

      Cash taxes for the quarter and year ended December 31, 2015 excludes $6.9 million of tax refund received in the fourth quarter of 2015 relating to the election of bonus depreciation for 2014.


      (4)

      Noncontrolling interest adjustment represents the portion of Adjusted Free Cash Flow not attributable to MIC's ownership interest.


      (5)

      Adjusted Free Cash Flow is calculated as cash from operating activities, which includes EBITDA excluding non-cash items, adjusted, less cash paid for interest, taxes, pension contribution, less maintenance capital expenditures, which includes principal repayment of capital lease obligations used to fund maintenance capital expenditures, excludes the changes in working capital and adjusted for noncontrolling interest. See below for a reconciliation from cash from operating activities to Adjusted Free Cash Flow. MIC regards Adjusted Free Cash Flow as a performance measure and does not intend it to represent cash from operating activities, the most directly comparable GAAP measure, or serve as a measure of liquidity and notes that it is not necessarily comparable to similarly titled measures reported by other companies.

      Conference Call and Webcast

      When:  Management has scheduled a conference call for 8:00 a.m. Eastern Time on Wednesday, February 22, 2017 during which it will review and comment on MIC's results for the fourth quarter and full year 2016.

      How:  To listen to the conference call please dial +1(650) 521-5252 or +1(877) 852-2928 at least 10 minutes prior to the scheduled start time. A webcast of the call will be accessible via the Company's website at www.macquarie.com/mic. Please allow extra time prior to the call to visit the site and download the necessary software to listen to the webcast.

      Slides:  The Company will prepare materials in support of its conference call presentation. The materials will be available for downloading from the Company's website prior to the conference call.

      Replay:  For interested individuals unable to participate in the live conference call, a replay will be available after 2:00 p.m. on February 22, 2017 through midnight on February 28, 2017, at +1(404) 537-3406 or +1(855) 859-2056, Passcode: 48638082. An online archive of the webcast will be available on the Company's website for one year following the call.

      About MIC

      MIC owns and operates a diversified group of businesses providing basic services to customers in the United States. Its businesses consist of a bulk liquid terminals business, International-Matex Tank Terminals, an airport services business, Atlantic Aviation, entities comprising an energy services, production and distribution segment, MIC Hawaii, and entities comprising a Contracted Power segment. For additional information, please visit the MIC website at www.macquarie.com/mic. MIC-G

      Use of Non-GAAP Measures

      Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) excluding non-cash items, Free Cash Flow and Proportionately Combined Metrics

      In addition to MIC's results under U.S. GAAP, the Company uses certain non-GAAP measures to assess the performance and prospects of its businesses. In particular, MIC uses EBITDA excluding non-cash items, Free Cash Flow, Adjusted Free Cash Flow and certain proportionately combined financial metrics. Proportionately combined financial metrics, including Adjusted Free Cash Flow, reflect MIC Corporate and the Company's ownership interest in each of its businesses.

      MIC measures EBITDA excluding non-cash items as it reflects its businesses' ability to effectively manage the volume of products sold or services provided, the operating margin earned on those transactions and the management of operating expenses independent of the capitalization and tax attributes of those businesses. The Company believes investors use EBITDA excluding non-cash items primarily as a measure of the operating performance of its businesses and to make comparisons with the operating performance of other businesses whose depreciation and amortization expense may vary widely from MIC's, particularly where acquisitions and other non-operating factors are involved. MIC defines EBITDA excluding non-cash items as net income (loss) or earnings — the most comparable GAAP measure — before interest, taxes, depreciation and amortization and non-cash items including impairments, unrealized derivative gains and losses, adjustments for other non-cash items and pension expense reflected in the statements of operations. EBITDA excluding non-cash items also excludes base management fees and performance fees, if any, whether paid in cash or stock.

      Given MIC's varied ownership levels in some of its businesses, principally in the CP segment, together with obligations to report the results of these businesses on a consolidated basis, GAAP measures such as net income (loss) do not fully reflect all of the items management considers in assessing the amount of cash generated based on its ownership interest in its businesses. The Company notes that the proportionately combined metrics used may be calculated in a different manner by other companies and may limit their usefulness as a comparative measure. Therefore, proportionately combined metrics should be used as a supplemental measure to help understand MIC's financial performance and not in lieu of financial results reported under GAAP.

      The Company's businesses can be characterized as owners of high-value, long-lived assets capable of generating Free Cash Flow. MIC defines Free Cash Flow as cash from operating activities — the most comparable GAAP measure — which includes cash paid for interest, taxes and pension contributions, less maintenance capital expenditures, which includes principal repayments on capital lease obligations used to fund maintenance capital expenditures, and excludes changes in working capital.

      Management uses Free Cash Flow as a measure of its ability to provide investors with an attractive risk-adjusted return by sustaining and potentially increasing MIC's quarterly cash dividend and funding a portion of the Company's growth. GAAP metrics such as net income (loss) do not provide MIC management with the same level of visibility into the performance and prospects of the business as a result of: (i) the capital intensive nature of MIC's businesses and the generation of non-cash depreciation and amortization; (ii) shares issued to the Company's external Manager under the Management Services Agreement, (iii) the Company's ability to defer all or a portion of current federal income taxes; (iv) non-cash unrealized gains or losses on derivative instruments; (v) amortization of tolling liabilities and gains (losses) on disposal of assets, and (vi) pension expense. Pension expenses primarily consist of interest cost, expected return on plan assets and amortization of actuarial and performance gains and losses. Any cash contributions to pension plans are reflected as a reduction to Free Cash Flow. Management believes that external consumers of its financial statements, including investors and research analysts, use Free Cash Flow both to assess the Company's performance and as an indicator of its success in generating an attractive risk-adjusted return.

      In its Annual Report on Form 10-K, the Company has disclosed Free Cash Flow on a consolidated basis and for each of its operating segments and MIC Corporate. Management believes that both Free Cash Flow and EBITDA excluding non-cash items support a more complete and accurate understanding of the financial and operating performance of its businesses than would otherwise be achieved using GAAP results alone.

      Free Cash Flow/Adjusted Free Cash Flow do not take into consideration required payments on indebtedness and other fixed obligations or other cash items that are excluded from MIC's definition of Free Cash Flow. Examples of other cash items that may be excluded in the calculation of Adjusted Free Cash Flow include, but are not limited to, interest rate swap breakage costs, certain transaction-related expenses and reorganization costs. Management notes that Free Cash Flow and Adjusted Free Cash Flow may be calculated differently by other companies thereby limiting its usefulness as a comparative measure. Both Free Cash Flow and Adjusted Free Cash Flow should be used as a supplemental measure to help understand MIC's financial performance and not in lieu of its financial results reported under GAAP.

      See tables below for a reconciliation of EBITDA excluding non-cash items to net income (loss) —most comparable GAAP measure — and a reconciliation of Free Cash Flow and Adjusted Free Cash Flow to cash from operating activities — most comparable GAAP measure.

      Classification of Maintenance Capital Expenditures and Growth Capital Expenditures

      MIC categorizes capital expenditures as either maintenance capital expenditures or growth capital expenditures. As neither maintenance capital expenditure nor growth capital expenditure is a GAAP term, the Company has adopted a framework to categorize specific capital expenditures. In broad terms, maintenance capital expenditures primarily maintain MIC's businesses at current levels of operations, capability, profitability or cash flow, while growth capital expenditures primarily provide new or enhanced levels of operations, capability, profitability or cash flow. Management considers a number of factors in determining whether a specific capital expenditure will be classified as maintenance or growth.

      In some cases, specific capital expenditures contain characteristics of both maintenance and growth capital expenditures. MIC does not bifurcate specific capital expenditures into growth and maintenance components. Each discrete capital expenditure is considered within the above framework and the entire capital expenditure is classified as either maintenance or growth.

      Forward-Looking Statements

      This press release contains forward-looking statements. MIC may, in some cases, use words such as "project", "believe", "anticipate", "plan", "expect", "estimate", "intend", "should", "would", "could", "potentially", or "may" or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. Forward-looking statements in this release are subject to a number of risks and uncertainties, some of which are beyond MIC's control including, among other things: changes in general economic or business conditions; its ability to service, comply with the terms of and refinance debt, successfully integrate and manage acquired businesses, retain or replace qualified employees, manage growth, make and finance future acquisitions, and implement its strategy; risks associated with development, investment and expansion in the power industry; its regulatory environment establishing rate structures and monitoring quality of service; demographic trends, the political environment, the economy, tourism, construction and transportation costs, air travel, environmental costs and risks; fuel and gas and other commodity costs; its ability to recover increases in costs from customers, cybersecurity risks, work interruptions or other labor stoppages; risks related to its shared services initiative; reliance on sole or limited source suppliers, risks or conflicts of interests involving its relationship with the Macquarie Group and changes in U.S. federal tax law.

      MIC's actual results, performance, prospects or opportunities could differ materially from those expressed in or implied by the forward-looking statements. Additional risks of which MIC is not currently aware could also cause its actual results to differ. In light of these risks, uncertainties and assumptions, you should not place undue reliance on any forward-looking statements. The forward-looking events discussed in this release may not occur. These forward-looking statements are made as of the date of this release. MIC undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

      "Macquarie Group" refers to the Macquarie Group of companies, which comprises Macquarie Group Limited and its worldwide subsidiaries and affiliates. Macquarie Infrastructure Corporation is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia) and its obligations do not represent deposits or other liabilities of Macquarie Bank Limited ABN 46 008 583 542 (MBL). MBL does not guarantee or otherwise provide assurance in respect of the obligations of Macquarie Infrastructure Corporation.

      MACQUARIE INFRASTRUCTURE CORPORATION


      CONSOLIDATED BALANCE SHEETS

       ($ in Thousands, Except Share Data)












       As of December 31,




      2016


      2015 









      ASSETS








      Current assets:








      Cash and cash equivalents


      $

      44,767


      $

      22,394


      Restricted cash



      16,420



      18,946


      Accounts receivable, less allowance for doubtful accounts








      of $1,434 and $1,690, respectively



      124,846



      95,597


      Inventories



      31,461



      29,489


      Prepaid expenses



      14,561



      21,690


      Fair value of derivative instruments



      5,514



      -


      Other current assets



      7,099



      28,453


      Total current assets



      244,668



      216,569


      Property, equipment, land and leasehold improvements, net



      4,346,536



      4,116,163


      Investment in unconsolidated business 



      8,835



      8,274


      Goodwill



      2,024,409



      2,017,211


      Intangible assets, net



      888,971



      934,892


      Fair value of derivative instruments



      30,781



      1,810


      Other noncurrent assets



      15,053



      13,885


      Total assets


      $

      7,559,253


      $

      7,308,804










      LIABILITIES AND STOCKHOLDERS' EQUITY








      Current liabilities:








      Due to Manager - related party


      $

      6,594


      $

      73,317


      Accounts payable



      69,566



      56,688


      Accrued expenses



      83,734



      78,527


      Current portion of long-term debt



      40,016



      40,099


      Fair value of derivative instruments



      9,297



      19,628


      Other current liabilities



      41,802



      40,531


      Total current liabilities



      251,009



      308,790


      Long-term debt, net of current portion



      3,039,966



      2,746,525


      Deferred income taxes



      896,116



      816,836


      Fair value of derivative instruments



      5,966



      15,698


      Tolling agreements - noncurrent



      60,373



      68,150


      Other noncurrent liabilities



      158,289



      150,363


      Total liabilities



      4,411,719



      4,106,362


      Commitments and contingencies



      -



      -


      Stockholders' equity:








      Common stock ($0.001 par value; 500,000,000 authorized; 82,047,526 shares issued and
           outstanding at December 31, 2016 and 80,006,744 shares issued and outstanding at
           December 31, 2015)


      $

      82


      $

      80


      Additional paid in capital



      2,089,407



      2,317,421


      Accumulated other comprehensive loss



      (28,960)



      (23,295)


      Retained earnings



      892,365



      735,984


      Total stockholders' equity



      2,952,894



      3,030,190


      Noncontrolling interests



      194,640



      172,252


      Total equity



      3,147,534



      3,202,442


      Total liabilities and equity


      $

      7,559,253


      $

      7,308,804


      MACQUARIE INFRASTRUCTURE CORPORATION

      CONSOLIDATED STATEMENTS OF OPERATIONS

       ($ in Thousands, Except Share and Per Share Data)














      Year Ended December 31,




      2016



      2015



      2014

      Revenue










      Service revenue


      $

      1,288,562


      $

      1,288,501


      $

      1,064,682

      Product revenue



      363,169



      350,749



      284,400

      Financing and equipment lease income


      -



      -



      1,836

      Total revenues



      1,651,731



      1,639,250



      1,350,918

      Costs and expenses










      Cost of services



      524,423



      551,029



      546,609

      Cost of product sales



      142,731



      168,954



      192,881

      Selling, general and administrative


      303,033



      304,862



      265,254

      Fees to Manager - related party



      68,486



      354,959



      168,182

      Depreciation



      226,492



      215,243



      98,442

      Amortization of intangibles



      65,425



      101,435



      42,695

      Loss from customer contract termination


      -



      -



      -

      Total operating expenses 



      1,330,590



      1,696,482



      1,314,063

      Operating income (loss)



      321,141



      (57,232)



      36,855

      Other income (expense)










      Interest income



      132



      55



      112

      Interest expense(1)



      (116,933)



      (123,079)



      (73,196)

      Equity in earnings and amortization charges of investee


      -



      -



      26,391

      Gain from acquisition/divestiture of businesses(2)


      -



      -



      1,027,054

      Other income (expense), net



      21,786



      1,288



      (2,307)

      Net income (loss) before income taxes



      226,126



      (178,968)



      1,014,909

      (Provision) benefit for income taxes(3)



      (71,257)



      65,161



      24,374

      Net income (loss)


      $

      154,869


      $

      (113,807)


      $

      1,039,283

      Less: net loss attributable to noncontrolling interests


      (1,512)



      (5,270)



      (2,745)

      Net income (loss) attributable to MIC


      $

      156,381


      $

      (108,537)


      $

      1,042,028











      Basic income (loss) per share attributable to MIC

      $

      1.93


      $

      (1.39)


      $

      16.54

      Weighted average number of shares outstanding: basic 


      80,892,654



      77,997,826



      62,990,312











      Diluted income (loss) per share attributable to MIC 

      $

      1.85


      $

      (1.39)


      $

      16.10

      Weighted average number of shares outstanding: diluted


      82,218,627



      77,997,826



      64,925,565

      Cash dividends declared per share

      $

      5.05


      $

      4.46


      $

      3.8875











      (1) Interest expense includes losses on derivative instruments of $5.0 million, $28.5 million and $19.5 million for the years ended December 31, 2016,
            2015 and 2014, respectively, of which net loss of $856,000 was reclassified from accumulated other comprehensive loss for the year ended
            December 31, 2014.

      (2)  Includes the gain of $948.1 million from the acquisition of the remaining 50% interest in IMTT (IMTT Acquisition) from the remeasuring to fair
             value of the Company's previous 50% ownership interest and the gain of $78.9 million from the sale of the Company's interest in the district
             energy business.

      (3) Includes $340,000 of benefit for income taxes from accumulated other comprehensive loss reclassifications for the year ended December 31, 2014.

      MACQUARIE INFRASTRUCTURE CORPORATION













      CONSOLIDATED STATEMENTS OF CASH FLOWS

      ($ in Thousands)















      Year Ended December 31,




      2016




      2015




      2014













      Operating activities












      Net income (loss)


      $

      154,869



      $

      (113,807)



      $

      1,039,283

      Adjustments to reconcile net income (loss) to net cash provided by
         operating activities:











      Depreciation and amortization of property and equipment



      226,492




      215,243




      102,816

      Amortization of intangible assets



      65,425




      101,435




      42,695

      Equity in earnings and amortization charges of investee



      -




      -




      (26,391)

      Equity distributions from investee



      -




      -




      25,330

      Gain from acquisition/divestiture of businesses



      -




      -




      (1,027,181)

      Amortization of debt financing costs



      21,041




      9,075




      5,376

      Amortization of debt discount



      1,007




      -




      -

      Adjustments to derivative instruments



      (54,549)




      (47,208)




      (567)

      Fees to Manager- related party



      68,486




      287,139




      103,182

      Equipment lease receivable, net



      -




      -




      2,805

      Deferred taxes



      63,947




      (58,734)




      (27,942)

      Pension expense



      8,601




      7,300




      4,148

      Other non-cash (income) expense, net



      (1,370)




      (1,047)




      5,411

      Changes in other assets and liabilities, net of acquisitions:












      Restricted cash



      525




      722




      35,858

      Accounts receivable



      (8,415)




      5,418




      1,645

      Inventories



      (2,343)




      (84)




      4,779

      Prepaid expenses and other current assets



      7,794




      (6,964)




      5,448

      Due to Manager - related party



      135




      (33)




      (11)

      Accounts payable and accrued expenses



      4,686




      (8,002)




      (12,446)

      Income taxes payable



      8,251




      (5,926)




      288

      Pension contribution



      (3,500)




      -




      (26,960)

      Other, net



      (762)




      (3,371)




      (5,951)

      Net cash provided by operating activities



      560,320




      381,156




      251,615













      Investing activities












      Acquisitions of businesses and investments, net of cash acquired



      (69,168)




      (266,895)




      (1,222,266)

      Proceeds from sale of business, net of cash divested



      -




      -




      265,295

      Return of investment in unconsolidated business



      -




      -




      12,319

      Purchases of property and equipment



      (314,684)




      (194,148)




      (123,946)

      Proceeds from insurance claim



      11,068




      -




      -

      Change in restricted cash



      (84)




      10,559




      -

      Other, net



      (3,977)




      1,668




      (208)

      Net cash used in investing activities



      (376,845)




      (448,816)




      (1,068,806)













      Financing activities












      Proceeds from long-term debt


      $

      1,311,000



      $

      2,486,569



      $

      412,884

      Payment of long-term debt



      (1,476,228)




      (2,554,552)




      (548,431)

      Proceeds from the issuance of shares



      12,623




      492,433




      765,052

      Dividends paid to common stockholders



      (396,093)




      (341,560)




      (240,535)

      Contributions received from noncontrolling interests



      15,431




      532




      -

      Purchase of noncontrolling interest



      (9,909)




      -




      -

      Distributions paid to noncontrolling interests



      (4,630)




      (2,546)




      (62,538)

      Offering and equity raise costs paid



      (1,601)




      (16,984)




      (25,600)

      Debt financing costs paid



      (17,392)




      (23,816)




      (15,142)

      Proceeds from the issuance of convertible senior notes



      402,500




      -




      350,000

      Change in restricted cash



      5,587




      5,166




      (999)

      Payment of capital lease obligations



      (2,601)




      (2,346)




      (2,269)

      Net cash (used in) provided by financing activities


      (161,313)




      42,896




      632,422













      Effect of exchange rate changes on cash and cash equivalents



      211




      (856)




      (590)













      Net change in cash and cash equivalents



      22,373




      (25,620)




      (185,359)

      Cash and cash equivalents, beginning of period



      22,394




      48,014




      233,373

      Cash and cash equivalents, end of period


      $

      44,767



      $

      22,394



      $

      48,014













      Supplemental disclosures of cash flow information











      Non-cash investing and financing activities:












      Accrued financing costs


      $

      3



      $

      3



      $

      112

      Accrued purchases of property and equipment


      $

      28,288



      $

      23,396



      $

      8,122

      Acquisition of equipment through capital leases


      $

      -



      $

      398



      $

      3,744

      Issuance of shares to Manager  


      $

      135,345



      $

      218,645



      $

      101,345

      Issuance of shares to independent directors


      $

      750



      $

      750



      $

      750

      Issuance of shares for acquisition of business


      $

      -



      $

      -



      $

      115,000

      Conversion of convertible senior notes to shares


      $

      4



      $

      25



      $

      -

      Conversion of LLC interests to common stock 


      $

      -



      $

      79



      $

      -

      Conversion of LLC interests to additional paid in capital 


      $

      -



      $

      2,428,334



      $

      -

      Conversion of construction loan to term loan


      $

      -



      $

      -



      $

      60,360

      Distributions payable to noncontrolling interests


      $

      42



      $

      33



      $

      441

      Taxes (refund) paid, net


      $

      (898)



      $

      6,654



      $

      19,704

      Interest paid


      $

      108,737



      $

      109,450



      $

      69,256

      MACQUARIE INFRASTRUCTURE CORPORATION
      CONSOLIDATED STATEMENTS OF OPERATIONS – MD&A



















































      Quarter Ended
      December 31,


      Change 
      Favorable/(Unfavorable)


      Year Ended
      December 31,



      Change
      Favorable/(Unfavorable)





      2016



      2015



      $


      %



      2016



      2015



      $


      %




      ($ In Thousands, Except Share and Per Share Data) (Unaudited)


      Revenue
























      Service revenue


      $

      346,125


      $

      314,863



      31,262


      9.9


      $

      1,288,562


      $

      1,288,501



      61


      0.0


      Product revenue



      91,116



      86,491



      4,625


      5.3



      363,169



      350,749



      12,420


      3.5


      Total revenues



      437,241



      401,354



      35,887


      8.9



      1,651,731



      1,639,250



      12,481


      0.8


























      Costs and expenses
























      Cost of services



      152,591



      130,842



      (21,749)


      (16.6)



      524,423



      551,029



      26,606


      4.8


      Cost of product sales



      34,808



      43,545



      8,737


      20.1



      142,731



      168,954



      26,223


      15.5


      Selling, general and administrative



      80,851



      79,244



      (1,607)


      (2.0)



      303,033



      304,862



      1,829


      0.6


      Fees to Manager - related party



      18,916



      17,009



      (1,907)


      (11.2)



      68,486



      354,959



      286,473


      80.7


      Depreciation



      54,367



      52,950



      (1,417)


      (2.7)



      226,492



      215,243



      (11,249)


      (5.2)


      Amortization of intangibles



      15,508



      17,779



      2,271


      12.8



      65,425



      101,435



      36,010


      35.5


      Loss from customer contract termination



      -



      -



      -


      #DIV/0!



      -



      -



      -




      Total operating expenses 



      357,041



      341,369



      (15,672)


      (4.6)



      1,330,590



      1,696,482



      365,892


      21.6


      Operating income (loss)



      80,200



      59,985



      20,215


      33.7



      321,141



      (57,232)



      (378,373)


       NM 


      Other income (expense)
























      Interest income (expense), net(1)



      382



      (14,434)



      14,816


      102.6



      (116,801)



      (123,024)



      6,223


      5.1


      Other income (expense), net



      1,397



      (1,104)



      2,501


       NM 



      21,786



      1,288



      20,498


       NM 


      Net income (loss) before income taxes



      81,979



      44,447



      37,532


      84.4



      226,126



      (178,968)



      405,094


       NM 


      (Provision) benefit for income taxes



      (10,848)



      (12,564)



      1,716


      13.7



      (71,257)



      65,161



      (136,418)


       NM 


      Net income (loss)


      $

      71,131


      $

      31,883



      39,248


      123.1


      $

      154,869


      $

      (113,807)



      268,676


       NM 


      Less: net loss attributable to noncontrolling interests



      (1,677)



      (1,040)



      637


      61.3



      (1,512)



      (5,270)



      (3,758)


      (71.3)


      Net income (loss) attributable to MIC


      $

      72,808


      $

      32,923



      39,885


      121.1


      $

      156,381


      $

      (108,537)



      264,918


       NM 


























      Basic income (loss) per share attributable to MIC


      $

      0.89


      $

      0.41



      0.48


      117.1


      $

      1.93


      $

      (1.39)



      3.32


       NM 


      Weighted average number of shares outstanding: basic 



      81,853,027



      79,877,873



      1,975,154


      2.5



      80,892,654



      77,997,826



      2,894,828


      3.7


























      NM - Not meaningful
























      (1) Interest income (expense), net, includes gains on derivative instruments of $38.0 million and losses on derivative instruments of $5.0 million for the quarter and year ended December 31, 2016, respectively. For the quarter and year ended December 31, 2015,
            interest income (expense), net, includes gains on derivative instruments of $9.9 million and losses on derivative instruments of $28.5 million, respectively.




















































      MACQUARIE INFRASTRUCTURE CORPORATION
      RECONCILIATION OF CONSOLIDATED NET INCOME (LOSS) TO EBITDA EXCLUDING NON-
      CASH ITEMS AND A RECONCILIATION FROM CASH PROVIDED BY OPERATING ACTIVITIES TO
      FREE CASH FLOW



































































































      Quarter Ended
      December 31,


      Change 
      Favorable/(Unfavorable)


      Year Ended
      December 31,



      Change
      Favorable/(Unfavorable)





      2016



      2015



      $


      %



      2016



      2015



      $


      %




      ($ In Thousands) (Unaudited)


























      Net income (loss)


      $

      71,131


      $

      31,883







      $

      154,869


      $

      (113,807)







      Interest (income) expense, net(1)



      (382)



      14,434








      116,801



      123,024







      Provision (benefit) for income taxes



      10,848



      12,564








      71,257



      (65,161)







      Depreciation



      54,367



      52,950








      226,492



      215,243







      Amortization of intangibles



      15,508



      17,779








      65,425



      101,435







      Fees to Manager- related party(2)



      18,916



      17,009








      68,486



      354,959







      Pension expense(3)



      2,088



      1,916








      8,601



      7,300







      Other non-cash (income) expense, net(4)



      (6,470)



      5,316








      (16,343)



      792







      EBITDA excluding non-cash items


      $

      166,006


      $

      153,851



      12,155


      7.9


      $

      695,588


      $

      623,785



      71,803


      11.5


























      EBITDA excluding non-cash items


      $

      166,006


      $

      153,851







      $

      695,588


      $

      623,785







      Interest income (expense), net(1)



      382



      (14,434)








      (116,801)



      (123,024)







      Adjustments to derivative instruments recorded in interest expense(1)


      (40,816)



      (15,700)








      (13,177)



      1,509







      Amortization of debt financing costs(1)



      13,505



      2,318








      21,041



      9,075







      Amortization of debt discount(1)



      1,007



      -








      1,007



      -







      Interest rate swap breakage fees 



      (17,770)



      -








      (17,770)



      (50,556)







      Interest rate cap premium



      (8,629)



      -








      (8,629)



      -







      Provision/benefit for income taxes, net of changes in deferred taxes(5)



      (2,027)



      7,025








      (7,310)



      6,427







      Pension contribution



      (3,500)



      -








      (3,500)



      -







      Changes in working capital(2)



      15,174



      (6,823)








      9,871



      (86,060)







      Cash provided by operating activities



      123,332



      126,237








      560,320



      381,156







      Changes in working capital(2)



      (15,174)



      6,823








      (9,871)



      86,060







      Maintenance capital expenditures



      (13,478)



      (30,333)








      (58,203)



      (68,596)







      Free cash flow  


      $

      94,680


      $

      102,727



      (8,047)


      (7.8)


      $

      492,246


      $

      398,620



      93,626


      23.5


















































      (1)  Interest (income) expense, net, includes adjustment to derivative instruments, non-cash amortization of deferred financing fees and non-cash amortization of debt discount related to convertible senior notes issued in October 2016. Interest (income)
             expense, net, also included a non-cash write-off of deferred financing fees related to the February 2016 refinancing at Hawaii Gas, the October 2016 refinancing at Atlantic Aviation and the May 2015 refinancing at IMTT.


      (2)  Fees to Manager-related party includes base management fees and performance fees, if any. In July 2015, our Board requested, and our Manager agreed, that $67.8 million of the performance fee for the quarter ended June 30, 2015 be settled in cash in
             July 2015 to minimize dilution. The remaining $67.8 million obligation was settled and reinvested in 944,046 shares by our Manager on August 1, 2016 using the June 2016 volume weighted average share price of $71.84.


      (3)  Pension expense primarily consists of interest cost, expected return on plan assets and amortization of actuarial and performance gains and losses. Any cash contributions to pension plans are not included in pension expense, but rather reflected as a
              reduction to Free Cash Flow, as noted in the table above. 


      (4)  Other non-cash (income) expense, net, primarily includes non-cash amortization of tolling liabilities, unrealized gains (losses) on commodity hedges, adjustments to asset retirement obligations and non-cash gains (losses) related to disposal of assets.
             See"Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) excluding non-cash items, Free Cash Flow and Proportionately Combined Metrics"above for further discussion.

      (5)  Includes $6.9 million of tax refund received in the fourth quarter of 2015 relating to the election of bonus depreciation for the year ended December 31, 2014.


      MACQUARIE INFRASTRUCTURE CORPORATION
      RECONCILIATION FROM CONSOLIDATED FREE CASH FLOW TO ADJUSTED
      FREE CASH FLOW




















      Change
      Favorable/(Unfavorable)




      Quarter Ended
      December 31



      Change 
      Favorable/(Unfavorable)


      Year Ended
       December 31,






      2016



      2015



      $


      %



      2016



      2015


      $


      %




      ($ In Thousands) (Unaudited)
























      Free Cash Flow-Consolidated basis


      $

      94,680


      $

      102,727



      (8,047)


      (7.8)


      $

      492,246


      $

      398,620


      93,626


      23.5


      100% of CP Free Cash Flow included in consolidated Free Cash Flow


      (16,099)



      (12,382)








      (72,631)



      (21,989)






      MIC's share of CP Free Cash Flow



      13,654



      10,509








      64,234



      16,005






      100% of MIC Hawaii Free Cash Flow included in consolidated Free Cash Flow


      (5,879)



      (8,390)








      (36,311)



      (44,118)






      MIC's share of MIC Hawaii Free Cash Flow



      5,878



      8,390








      36,308



      44,118






      Adjusted Free Cash Flow


      $

      92,234


      $

      100,854



      (8,620)


      (8.5)


      $

      483,846


      $

      392,636


      91,210


      23.2

















































      MACQUARIE INFRASTRUCTURE CORPORATION
      RECONCILIATION OF SEGMENT NET INCOME (LOSS) TO EBITDA EXCLUDING NON-CASH
      ITEMS AND A RECONCILIATION FROM CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW






















      IMTT






















      Quarter Ended
      December 31,


      Change
      Favorable/ (Unfavorable)



      Year Ended
      December 31,


      Change
      Favorable/ (Unfavorable)





      2016


      2015




      2016


      2015






      $


      $


      $


      %



      $


      $


      $


      %





      ($ In Thousands) (Unaudited)






















      Revenues


      135,686


      134,160


      1,526


      1.1



      532,472


      550,041


      (17,569)


      (3.2)



      Cost of services


      54,434


      52,091


      (2,343)


      (4.5)



      204,279


      222,724


      18,445


      8.3



      Selling, general and administrative expenses


      8,365


      8,994


      629


      7.0



      32,687


      33,903


      1,216


      3.6



      Depreciation and amortization


      30,773


      32,217


      1,444


      4.5



      134,385


      132,002


      (2,383)


      (1.8)



      Operating income


      42,114


      40,858


      1,256


      3.1



      161,121


      161,412


      (291)


      (0.2)



      Interest income (expense), net(1)


      2,710


      (5,164)


      7,874


      152.5



      (38,752)


      (37,378)


      (1,374)


      (3.7)



      Other income, net


      1,562


      262


      1,300


       NM 



      18,509


      2,212


      16,297


       NM 



      Provision for income taxes


      (19,019)


      (14,719)


      (4,300)


      (29.2)



      (57,736)


      (51,520)


      (6,216)


      (12.1)



      Net income(2)


      27,367


      21,237


      6,130


      28.9



      83,142


      74,726


      8,416


      11.3



      Less: net income attributable to noncontrolling interests


      -


      56


      56


      100.0



      59


      586


      527


      89.9



      Net income attributable to MIC(2)


      27,367


      21,181


      6,186


      29.2



      83,083


      74,140


      8,943


      12.1























      Reconciliation of net income to EBITDA excluding non-cash items and a
         reconciliation of cash provided by operating activities to Free Cash Flow:




















      Net income(2)


      27,367


      21,237







      83,142


      74,726







      Interest (income) expense, net(1)


      (2,710)


      5,164







      38,752


      37,378







      Provision for income taxes


      19,019


      14,719







      57,736


      51,520







      Depreciation and amortization


      30,773


      32,217







      134,385


      132,002







      Pension expense(3)


      1,805


      1,743







      7,219


      6,063







      Other non-cash expense, net 


      26


      74







      657


      378







      EBITDA excluding non-cash items


      76,280


      75,154


      1,126


      1.5



      321,891


      302,067


      19,824


      6.6























      EBITDA excluding non-cash items


      76,280


      75,154







      321,891


      302,067







      Interest income (expense), net(1)


      2,710


      (5,164)







      (38,752)


      (37,378)







      Adjustments to derivative instruments recorded in interest expense(1)


      (12,892)


      (5,052)







      (2,169)


      (2,912)







      Amortization of debt financing costs(1)


      412


      407







      1,654


      2,344







      Interest rate swap breakage fees 


      -


      -







      -


      (31,385)







      Provision for income taxes, net of changes in deferred taxes


      (2,367)


      (314)







      (5,438)


      (470)







      Changes in working capital


      7,992


      (1,593)







      (3,734)


      (11,260)







      Cash provided by operating activities


      72,135


      63,438







      273,452


      221,006







      Changes in working capital


      (7,992)


      1,593







      3,734


      11,260







      Maintenance capital expenditures


      (5,521)


      (17,146)







      (38,620)


      (37,696)







      Free cash flow


      58,622


      47,885


      10,737


      22.4



      238,566


      194,570


      43,996


      22.6



      _____________________








































      NM - Not meaningful




















      (1)   Interest income (expense), net, includes adjustments to derivative instruments and non-cash amortization of deferred financing fees. For the year ended December 31, 2015, interest income (expense), net,
             also includes non-cash write-off of deferred financing costs related to the May 2015 refinancing.


      (2)  Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.


      (3)  Pension expense primarily consists of interest cost, expected return on plan assets and amortization of actuarial and performance gains and losses.










































      Atlantic Aviation






























































      Quarter Ended
      December 31,


      Change
      Favorable/ (Unfavorable)



      Year Ended
      December 31,


      Change
      Favorable/ (Unfavorable)





      2016


      2015




      2016


      2015






      $


      $


      $


      %



      $


      $


      $


      %





      ($ In Thousands) (Unaudited)


      Revenues   


      196,180


      180,703


      15,477


      8.6



      740,209


      738,460


      1,749


      0.2



      Cost of services (exclusive of depreciation and amortization of
          intangibles shown separately below)


      85,773


      78,751


      (7,022)


      (8.9)



      303,899


      328,305


      24,406


      7.4



      Gross margin


      110,407


      101,952


      8,455


      8.3



      436,310


      410,155


      26,155


      6.4



      Selling, general and administrative expenses


      55,312


      53,836


      (1,476)


      (2.7)



      212,331


      207,062


      (5,269)


      (2.5)



      Depreciation and amortization


      21,618


      22,332


      714


      3.2



      90,659


      126,351


      35,692


      28.2



      Operating income


      33,477


      25,784


      7,693


      29.8



      133,320


      76,742


      56,578


      73.7



      Interest expense, net(1)


      (6,524)


      (3,609)


      (2,915)


      (80.8)



      (33,961)


      (35,735)


      1,774


      5.0



      Other (expense) income, net


      (123)


      (1,244)


      1,121


      90.1



      68


      (2,121)


      2,189


      103.2



      Provision for income taxes


      (10,631)


      (8,641)


      (1,990)


      (23.0)



      (39,889)


      (16,081)


      (23,808)


      (148.1)



      Net income(2)


      16,199


      12,290


      3,909


      31.8



      59,538


      22,805


      36,733


      161.1























      Reconciliation of net income to EBITDA excluding non-cash items
      and a reconciliation of cash provided by operating activities to Free Cash Flow:




















      Net income(2)


      16,199


      12,290







      59,538


      22,805







      Interest expense, net(1)


      6,524


      3,609







      33,961


      35,735







      Provision for income taxes


      10,631


      8,641







      39,889


      16,081







      Depreciation and amortization


      21,618


      22,332







      90,659


      126,351







      Pension expense(3)


      60


      62







      110


      112







      Other non-cash expense, net 


      457


      1,115







      905


      2,533







      EBITDA excluding non-cash items


      55,489


      48,049


      7,440


      15.5



      225,062


      203,617


      21,445


      10.5























      EBITDA excluding non-cash items


      55,489


      48,049







      225,062


      203,617







      Interest expense, net(1)


      (6,524)


      (3,609)







      (33,961)


      (35,735)







      Convertible senior notes interest(4)


      (1,969)


      -







      (1,969)


      -







      Adjustments to derivative instruments recorded in interest expense(1)


      (8,574)


      (4,310)







      (4,158)


      3,617







      Amortization of debt financing costs(1)


      11,699


      803







      14,195


      3,221







      Interest rate swap breakage fees 


      (17,770)


      -







      (17,770)


      -







      Interest rate cap premium


      (8,629)


      -







      (8,629)


      -







      Provision for income taxes, net of changes in deferred taxes


      384


      652







      (2,137)


      (242)







      Changes in working capital


      (248)


      (2,927)







      11,164


      (2,635)







      Cash provided by operating activities


      23,858


      38,658







      181,797


      171,843







      Changes in working capital


      248


      2,927







      (11,164)


      2,635







      Maintenance capital expenditures


      (4,816)


      (8,489)







      (10,632)


      (21,455)







      Free cash flow


      19,290


      33,096


      (13,806)


      (41.7)



      160,001


      153,023


      6,978


      4.6



      _____________________




















      (1)  Interest expense, net, includes adjustments to derivative instruments and non-cash amortization of deferred financing fees. For the quarter and year ended December 31, 2016, interest expense, net, also
             includes non-cash write-off of deferred financing costs related to the October 2016 refinancing.


      (2)  Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.


      (3)  Pension expense primarily consists of interest cost, expected return on plan assets and amortization of actuarial and performance gains and losses.  


      (4)  Represents the cash interest expense reclassed from MIC Corporate for the October 2016 convertible senior notes of which proceeds were used to pay down a portion of Atlantic Aviation's credit facility.   

      Contracted Power








































      Quarter Ended
      December 31,


      Change
      Favorable/ (Unfavorable)



      Year Ended
      December 31,


      Change
      Favorable/ (Unfavorable)




      2016


      2015




      2016


      2015





      $


      $


      $


      %



      $


      $


      $


      %




      ($ In Thousands) (Unaudited)




















      Product revenues


      35,993


      32,540


      3,453


      10.6



      150,010


      123,797


      26,213


      21.2


      Cost of product sales


      5,807


      4,416


      (1,391)


      (31.5)



      23,302


      18,901


      (4,401)


      (23.3)


      Selling, general and administrative expenses


      6,143


      7,404


      1,261


      17.0



      25,474


      30,847


      5,373


      17.4


      Depreciation and amortization


      13,855


      13,831


      (24)


      (0.2)



      55,548


      48,990


      (6,558)


      (13.4)


      Loss from customer contract termination


      -


      -


      -


      -





      -


      -


      -


      Operating income


      10,188


      6,889


      3,299


      47.9



      45,686


      25,059


      20,627


      82.3


      Interest income (expense), net(1)


      10,328


      (540)


      10,868


       NM 



      (21,286)


      (28,390)


      7,104


      25.0


      Other income, net


      182


      1


      181


       NM 



      4,021


      1,066


      2,955


       NM 


      (Provision) benefit for income taxes


      (6,702)


      1,244


      (7,946)


       NM 



      (14,328)


      (4,887)


      (9,441)


      (193.2)


      Net income (loss)(2)


      13,996


      7,594


      6,402


      84.3



      14,093


      (7,152)


      21,245


       NM 


      Less: net income (loss) attributable to noncontrolling interest


      1,875


      (1,096)


      (2,971)


       NM 



      2,092


      (5,856)


      (7,948)


      (135.7)


      Net income (loss) attributable to MIC(2)


      12,121


      8,690


      3,431


      39.5



      12,001


      (1,296)


      13,297


       NM 





















      Reconciliation of net income (loss) to EBITDA excluding non-cash
      items and a reconciliation of cash provided by operating activities
      to Free Cash Flow:



















      Net income (loss)(2)


      13,996


      7,594







      14,093


      (7,152)






      Interest (income) expense, net(1)


      (10,328)


      540







      21,286


      28,390






      Provision (benefit) for income taxes


      6,702


      (1,244)







      14,328


      4,887






      Depreciation and amortization


      13,855


      13,831







      55,548


      48,990






      Other non-cash income, net(3)


      (1,623)


      (1,987)







      (7,047)


      (6,959)






      EBITDA excluding non-cash items


      22,602


      18,734


      3,868


      20.6



      98,208


      68,156


      30,052


      44.1





















      EBITDA excluding non-cash items


      22,602


      18,734







      98,208


      68,156






      Interest income (expense), net(1)


      10,328


      (540)







      (21,286)


      (28,390)






      Adjustments to derivative instruments recorded in interest expense(1)


      (16,756)


      (6,186)







      (4,762)


      819






      Amortization of debt financing costs(1)


      376


      376







      1,489


      686






      Interest rate swap breakage fees 


      -


      -







      -


      (19,171)






      Provision/benefit for income taxes, net of changes in deferred
      taxes


      2


      (2)







      (6)


      (4)






      Changes in working capital


      780


      1,573







      (1,129)


      (2,331)






      Cash provided by operating activities


      17,332


      13,955







      72,514


      19,765






      Changes in working capital


      (780)


      (1,573)







      1,129


      2,331






      Maintenance capital expenditures


      (453)


      -







      (1,012)


      (107)






      Free cash flow


      16,099


      12,382


      3,717


      30.0



      72,631


      21,989


      50,642


       NM 


      _____________________



















      NM - Not meaningful



















      (1)  Interest income (expense), net, includes adjustments to derivative instruments and non-cash amortization of deferred financing fees.

      (2)  Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.

      (3)  Other non-cash income, net, primarily includes amortization of tolling liabilities.











































      MIC Hawaii










































      Quarter Ended
      December 31,


      Change
      Favorable/ (Unfavorable)



      Year Ended
      December 31,


      Change
      Favorable/ (Unfavorable)





      2016


      2015




      2016


      2015






      $


      $


      $


      %



      $


      $


      $


      %





      ($ In Thousands) (Unaudited)























      Product revenues


      55,123


      53,951


      1,172


      2.2



      213,159


      226,952


      (13,793)


      (6.1)



      Service revenues


      15,504


      -


      15,504


       NM 



      20,762


      -


      20,762


       NM 



      Total revenues


      70,627


      53,951


      16,676


      30.9



      233,921


      226,952


      6,969


      3.1



      Cost of product sales (exclusive of depreciation and amortization of
         intangibles shown separately below)


      29,001


      39,129


      10,128


      25.9



      119,429


      150,053


      30,624


      20.4



      Cost of services (exclusive of depreciation and amortization of
         intangibles shown separately below)


      12,389


      -


      (12,389)


       NM 



      16,335


      -


      (16,335)


       NM 



      Cost of revenue — total


      41,390


      39,129


      (2,261)


      (5.8)



      135,764


      150,053


      14,289


      9.5



      Gross margin


      29,237


      14,822


      14,415


      97.3



      98,157


      76,899


      21,258


      27.6



      Selling, general and administrative expenses


      8,046


      6,095


      (1,951)


      (32.0)



      24,276


      21,475


      (2,801)


      (13.0)



      Depreciation and amortization


      3,629


      2,349


      (1,280)


      (54.5)



      11,325


      9,335


      (1,990)


      (21.3)



      Operating income


      17,562


      6,378


      11,184


      175.4



      62,556


      46,089


      16,467


      35.7



      Interest income (expense), net(1)


      665


      (1,706)


      2,371


      139.0



      (5,559)


      (7,279)


      1,720


      23.6



      Other expense, net


      (224)


      (124)


      (100)


      (80.6)



      (812)


      (556)


      (256)


      (46.0)



      Provision for income taxes


      (5,578)


      (974)


      (4,604)


       NM 



      (20,441)


      (14,261)


      (6,180)


      (43.3)



      Net income(2)


      12,425


      3,574


      8,851


       NM 



      35,744


      23,993


      11,751


      49.0



      Less: net loss attributable to noncontrolling interests


      (3,552)


      -


      3,552


       NM 



      (3,663)


      -


      3,663


       NM 



      Net income attributable to MIC(2)


      15,977


      3,574


      12,403


       NM 



      39,407


      23,993


      15,414


      64.2























      Reconciliation of net income to EBITDA excluding non-cash items and a
         reconciliation of cash provided by operating activities to Free Cash Flow:




















      Net income(2)


      12,425


      3,574







      35,744


      23,993







      Interest (income) expense, net(1)


      (665)


      1,706







      5,559


      7,279







      Provision for income taxes


      5,578


      974







      20,441


      14,261







      Depreciation and amortization


      3,629


      2,349







      11,325


      9,335







      Pension expense(3)


      223


      111







      1,272


      1,125







      Other non-cash (income) expense, net(4)


      (5,448)


      5,927







      (11,539)


      4,090







      EBITDA excluding non-cash items


      15,742


      14,641


      1,101


      7.5



      62,802


      60,083


      2,719


      4.5























      EBITDA excluding non-cash items


      15,742


      14,641







      62,802


      60,083







      Interest income (expense), net(1)


      665


      (1,706)







      (5,559)


      (7,279)







      Adjustments to derivative instruments recorded in interest expense(1)


      (2,594)


      (152)







      (2,088)


      (15)







      Amortization of debt financing costs(1)


      100


      121







      948


      483







      Provision for income taxes, net of changes in deferred taxes


      (1,846)


      184







      (8,353)


      184







      Pension contribution


      (3,500)


      -







      (3,500)


      -







      Changes in working capital


      3,788


      (6,936)







      9,342


      (1,570)







      Cash provided by operating activities


      12,355


      6,152







      53,592


      51,886







      Changes in working capital


      (3,788)


      6,936







      (9,342)


      1,570







      Maintenance capital expenditures


      (2,688)


      (4,698)







      (7,939)


      (9,338)







      Free cash flow


      5,879


      8,390


      (2,511)


      (29.9)



      36,311


      44,118


      (7,807)


      (17.7)



      _____________________




















      NM - Not meaningful




















      (1)  Interest income (expense), net, includes adjustments to derivative instruments related to interest rate swaps and non-cash amortization of deferred financing fees. For the year ended December 31, 2016,
             interest income (expense), net, also included a non-cash write-off of deferred financing fees related to the February 2016 refinancing at Hawaii Gas.


      (2) Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.


      (3) Pension expense primarily consists of interest cost, expected return on plan assets and amortization of actuarial and performance gains and losses. Any cash contributions to pension plans are not included in
            pension expense, but rather reflected as a reduction to Free Cash Flow, as noted in the table above.


      (4) Other non-cash (income) expense, net, primarily includes non-cash adjustments related to unrealized gains (losses) on commodity hedges and asset retirement obligations.

      Corporate and Other









































      Quarter Ended
      December 31,


      Change
      Favorable/ (Unfavorable)



      Year Ended
      December 31,


      Change
      Favorable/ (Unfavorable)





      2016


      2015




      2016


      2015






      $


      $


      $


      %



      $


      $


      $


      %





      ($ In Thousands) (Unaudited)






















      Fees to Manager-related party(1)


      18,916


      17,009


      (1,907)


      (11.2)



      68,486


      354,959


      286,473


      80.7



      Selling, general and administrative expenses


      4,225


      2,915


      (1,310)


      (44.9)



      13,056


      11,575


      (1,481)


      (12.8)



      Operating loss


      (23,141)


      (19,924)


      (3,217)


      (16.1)



      (81,542)


      (366,534)


      284,992


      77.8



      Interest expense, net(2)


      (6,797)


      (3,415)


      (3,382)


      (99.0)



      (17,243)


      (14,242)


      (3,001)


      (21.1)



      Other income


      -


      1


      (1)


      (100.0)



      -


      687


      (687)


      (100.0)



      Benefit for income taxes


      31,082


      10,526


      20,556


      195.3



      61,137


      151,910


      (90,773)


      (59.8)



      Net income (loss)(3)


      1,144


      (12,812)


      13,956


      108.9



      (37,648)


      (228,179)


      190,531


      83.5











































      Reconciliation of net income (loss) to EBITDA excluding non-cash items
        and a reconciliation of cash (used in) provided by operating activities to
        Free Cash Flow:




















      Net income (loss)(3)


      1,144


      (12,812)







      (37,648)


      (228,179)







      Interest expense, net(2)


      6,797


      3,415







      17,243


      14,242







      Benefit for income taxes


      (31,082)


      (10,526)







      (61,137)


      (151,910)







      Fees to Manager-related party(1)


      18,916


      17,009







      68,486


      354,959







      Other non-cash expense


      118


      187







      681


      750







      EBITDA excluding non-cash items


      (4,107)


      (2,727)


      (1,380)


      (50.6)



      (12,375)


      (10,138)


      (2,237)


      (22.1)























      EBITDA excluding non-cash items


      (4,107)


      (2,727)







      (12,375)


      (10,138)







      Interest expense, net (2)


      (6,797)


      (3,415)







      (17,243)


      (14,242)







      Convertible senior notes interest(4)


      1,969


      -







      1,969


      -







      Amortization of debt financing costs(2)


      918


      611







      2,755


      2,341







      Amortization of debt discount(2)


      1,007


      -







      1,007


      -







      Benefit for income taxes, net of changes in deferred taxes(5)


      1,800


      6,505







      8,624


      6,959







      Changes in working capital(1)


      2,862


      3,060







      (5,772)


      (68,264)







      Cash (used in) provided by operating activities


      (2,348)


      4,034







      (21,035)


      (83,344)







      Changes in working capital(1)


      (2,862)


      (3,060)







      5,772


      68,264







      Free cash flow


      (5,210)


      974


      (6,184)


       NM



      (15,263)


      (15,080)


      (183)


      (1.2)



      _____________________




















      NM - Not meaningful




















      (1)  Fees to Manager-related party includes base management fees and performance fees, if any. In July 2015, our Board requested, and our Manager agreed, that $67.8 million of the performance fee for the quarter
             ended June 30, 2015 be settled in cash in July 2015 to minimize dilution. The remaining $67.8 million obligation was settled and reinvested in shares by our Manager on August 1, 2016.


      (2)  Interest expense, net, includes non-cash amortization of deferred financing fees and amortization of debt discount related to the October 2016 convertible senior notes. 


      (3)  Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.


      (4)  Represents the cash interest expense reclassed to Atlantic Aviation related to the October 2016 convertible senior notes of which proceeds were used to pay down a portion of Atlantic Aviation's credit facility.   


      (5)  Includes $6.9 million of tax refund received in the fourth quarter of 2015 relating to the election of bonus depreciation for 2014.


      MACQUARIE INFRASTRUCTURE CORPORATION
      RECONCILIATION OF NET INCOME (LOSS) TO EBITDA
      EXCLUDING NON-CASH ITEMS AND A RECONCILIATION FROM CASH PROVIDED BY
      OPERATING ACTIVITIES TO ADJUSTED FREE CASH FLOW
      ($ in Thousands Unaudited)










      For the Quarter Ended December 31, 2016



      ($ in Thousands) (Unaudited)


      IMTT

       Atlantic
      Aviation

      Contracted
      Power(1)

      MIC
      Hawaii(1)

      MIC
      Corporate

      Proportionately
      Combined(2)


      Contracted
      Power
      100%

      MIC
      Hawaii
      100%














      Net income


      27,367

      16,199

      11,413

      12,419

      1,144

      68,542


      13,996

      12,425


      Interest (income) expense, net(3)


      (2,710)

      6,524

      (9,260)

      (657)

      6,797

      694


      (10,328)

      (665)


      Provision (benefit) for income taxes


      19,019

      10,631

      6,702

      5,578

      (31,082)

      10,848


      6,702

      5,578


      Depreciation and amortization of intangibles


      30,773

      21,618

      11,980

      3,623

      -

      67,994


      13,855

      3,629


      Fees to Manager-related party


      -

      -

      -

      -

      18,916

      18,916


      -

      -


      Pension expense(4)


      1,805

      60

      -

      223

      -

      2,088


      -

      223


      Other non-cash expense (income), net(5)


      26

      457

      (1,623)

      (5,448)

      118

      (6,470)


      (1,623)

      (5,448)


      EBITDA excluding non-cash items


      76,280

      55,489

      19,212

      15,738

      (4,107)

      162,612


      22,602

      15,742














      EBITDA excluding non-cash items


      76,280

      55,489

      19,212

      15,738

      (4,107)

      162,612


      22,602

      15,742


      Interest income (expense), net(3)


      2,710

      (6,524)

      9,260

      657

      (6,797)

      (694)


      10,328

      665


      Convertible senior notes interest(6)


      -

      (1,969)

      -

      -

      1,969

      -


      -

      -


      Adjustments to derivative instruments recorded in interest expense, net(3)


      (12,892)

      (8,574)

      (14,844)

      (2,583)

      -

      (38,893)


      (16,756)

      (2,594)


      Amortization of deferred finance charges(3)


      412

      11,699

      363

      100

      918

      13,492


      376

      100


      Amortization of debt discount(3)


      -

      -

      -

      -

      1,007

      1,007


      -

      -


      Interest rate swap breakage fees


      -

      (17,770)

      -

      -

      -

      (17,770)


      -

      -


      Interest rate cap premium


      -

      (8,629)

      -

      -

      -

      (8,629)


      -

      -


      Provision/benefit for income taxes, net of changes in deferred taxes


      (2,367)

      384

      2

      (1,846)

      1,800

      (2,027)


      2

      (1,846)


      Pension contribution


      -

      -

      -

      (3,500)

      -

      (3,500)


      -

      (3,500)


      Changes in working capital 


      7,992

      (248)

      1,039

      3,777

      2,862

      15,422


      780

      3,788


      Cash provided by (used in) operating activities


      72,135

      23,858

      15,032

      12,343

      (2,348)

      121,020


      17,332

      12,355


      Changes in working capital


      (7,992)

      248

      (1,039)

      (3,777)

      (2,862)

      (15,422)


      (780)

      (3,788)


      Maintenance capital expenditures


      (5,521)

      (4,816)

      (339)

      (2,688)

      -

      (13,364)


      (453)

      (2,688)


      Adjusted Free cash flow


      58,622

      19,290

      13,654

      5,878

      (5,210)

      92,234


      16,099

      5,879




















































      For the Quarter Ended December 31, 2015





      IMTT(7)

       Atlantic
      Aviation

      Contracted
      Power(1)

      MIC
       Hawaii

      MIC
      Corporate

      Proportionately
      Combined(2)


      Contracted
      Power
      100%















      Net income (loss)


      21,237

      12,290

      6,959

      3,574

      (12,812)

      31,248


      7,594



      Interest expense, net(3)


      5,164

      3,609

      301

      1,706

      3,415

      14,195


      540



      Provision (benefit) for income taxes


      14,719

      8,641

      (1,244)

      974

      (10,526)

      12,564


      (1,244)



      Depreciation and amortization of intangibles


      32,217

      22,332

      11,958

      2,349

      -

      68,856


      13,831



      Fees to Manager-related party


      -

      -

      -

      -

      17,009

      17,009


      -



      Pension expense(4)


      1,743

      62

      -

      111

      -

      1,916


      -



      Other non-cash expense (income), net(5)


      74

      1,115

      (1,987)

      5,927

      187

      5,316


      (1,987)



      EBITDA excluding non-cash items


      75,154

      48,049

      15,987

      14,641

      (2,727)

      151,104


      18,734















      EBITDA excluding non-cash items


      75,154

      48,049

      15,987

      14,641

      (2,727)

      151,104


      18,734



      Interest expense, net(3)


      (5,164)

      (3,609)

      (301)

      (1,706)

      (3,415)

      (14,195)


      (540)



      Adjustments to derivative instruments recorded in interest expense, net(3)


      (5,052)

      (4,310)

      (5,538)

      (152)

      -

      (15,052)


      (6,186)



      Amortization of deferred finance charges(3)


      407

      803

      363

      121

      611

      2,305


      376



      Provision/benefit for income taxes, net of changes in deferred taxes(8)


      (314)

      652

      (2)

      184

      6,505

      7,025


      (2)



      Changes in working capital


      (1,593)

      (2,927)

      2,144

      (6,936)

      3,060

      (6,252)


      1,573



      Cash provided by operating activities


      63,438

      38,658

      12,653

      6,152

      4,034

      124,935


      13,955



      Changes in working capital


      1,593

      2,927

      (2,144)

      6,936

      (3,060)

      6,252


      (1,573)



      Maintenance capital expenditures


      (17,146)

      (8,489)

      -

      (4,698)

      -

      (30,333)


      -



      Adjusted Free cash flow


      47,885

      33,096

      10,509

      8,390

      974

      100,854


      12,382





























      For the Year Ended December 31, 2016



      ($ in Thousands) (Unaudited)


      IMTT(7)

       Atlantic
      Aviation

      Contracted
      Power(1)

      MIC
      Hawaii(1)

      MIC
       Corporate

      Proportionately
      Combined(2)


      Contracted
      Power
      100%

      MIC
      Hawaii
       100%














      Net income (loss)


      83,142

      59,538

      12,309

      35,741

      (37,648)

      153,082


      14,093

      35,744


      Interest expense, net(3)


      38,752

      33,961

      18,541

      5,564

      17,243

      114,061


      21,286

      5,559


      Provision (benefit) for income taxes


      57,736

      39,889

      14,327

      20,441

      (61,137)

      71,256


      14,328

      20,441


      Depreciation and amortization of intangibles


      134,385

      90,659

      48,047

      11,317

      -

      284,408


      55,548

      11,325


      Fees to Manager-related party


      -

      -

      -

      -

      68,486

      68,486


      -

      -


      Pension expense(4)


      7,219

      110

      -

      1,272

      -

      8,601


      -

      1,272


      Other non-cash expense (income), net(5)


      657

      905

      (7,028)

      (11,539)

      681

      (16,324)


      (7,047)

      (11,539)


      EBITDA excluding non-cash items


      321,891

      225,062

      86,196

      62,796

      (12,375)

      683,570


      98,208

      62,802














      EBITDA excluding non-cash items


      321,891

      225,062

      86,196

      62,796

      (12,375)

      683,570


      98,208

      62,802


      Interest expense, net(3)


      (38,752)

      (33,961)

      (18,541)

      (5,564)

      (17,243)

      (114,061)


      (21,286)

      (5,559)


      Convertible senior notes interest(6)


      -

      (1,969)

      -

      -

      1,969

      -


      -

      -


      Adjustments to derivative instruments recorded in interest expense, net(3)


      (2,169)

      (4,158)

      (4,088)

      (2,080)

      -

      (12,495)


      (4,762)

      (2,088)


      Amortization of deferred finance charges(3)


      1,654

      14,195

      1,434

      948

      2,755

      20,986


      1,489

      948


          Amortization of debt discount(3)


      -

      -

      -

      -

      1,007

      1,007


      -

      -


      Interest rate swap breakage fees


      -

      (17,770)

      -

      -

      -

      (17,770)


      -

      -


      Interest rate cap premium


      -

      (8,629)

      -

      -

      -

      (8,629)


      -

      -


      Provision/benefit for income taxes, net of changes in deferred taxes


      (5,438)

      (2,137)

      (7)

      (8,353)

      8,624

      (7,311)


      (6)

      (8,353)


      Pension contribution


      -

      -

      -

      (3,500)

      -

      (3,500)


      -

      (3,500)


      Changes in working capital


      (3,734)

      11,164

      (1,148)

      9,335

      (5,772)

      9,845


      (1,129)

      9,342


      Cash provided by (used in) operating activities


      273,452

      181,797

      63,846

      53,582

      (21,035)

      551,642


      72,514

      53,592


      Changes in working capital


      3,734

      (11,164)

      1,148

      (9,335)

      5,772

      (9,845)


      1,129

      (9,342)


      Maintenance capital expenditures


      (38,620)

      (10,632)

      (760)

      (7,939)

      -

      (57,951)


      (1,012)

      (7,939)


      Adjusted Free cash flow


      238,566

      160,001

      64,234

      36,308

      (15,263)

      483,846


      72,631

      36,311




















































      For the Year Ended December 31, 2015





      IMTT(7)

       Atlantic
      Aviation

      Contracted
      Power(1)

      MIC
       Hawaii

      MIC
       Corporate

      Proportionately
      Combined(2)


      Contracted
      Power
       100%















      Net income (loss)


      74,726

      22,805

      (5,503)

      23,993

      (228,179)

      (112,158)


      (7,152)



      Interest expense, net(3)


      37,378

      35,735

      24,562

      7,279

      14,242

      119,196


      28,390



      Provision (benefit) for income taxes


      51,520

      16,081

      4,887

      14,261

      (151,910)

      (65,161)


      4,887



      Depreciation and amortization of intangibles


      132,002

      126,351

      41,503

      9,335

      -

      309,191


      48,990



      Fees to Manager-related party(9)


      -

      -

      -

      -

      354,959

      354,959


      -



      Pension expense(4)


      6,063

      112

      -

      1,125

      -

      7,300


      -



      Other non-cash expense (income), net(5)


      378

      2,533

      (6,942)

      4,090

      750

      809


      (6,959)



      EBITDA excluding non-cash items


      302,067

      203,617

      58,507

      60,083

      (10,138)

      614,136


      68,156















      EBITDA excluding non-cash items


      302,067

      203,617

      58,507

      60,083

      (10,138)

      614,136


      68,156



      Interest expense, net(3)


      (37,378)

      (35,735)

      (24,562)

      (7,279)

      (14,242)

      (119,196)


      (28,390)



      Adjustments to derivative instruments recorded in interest expense, net(3)


      (2,912)

      3,617

      693

      (15)

      -

      1,383


      819



      Amortization of deferred finance charges(3)


      2,344

      3,221

      649

      483

      2,341

      9,038


      686



      Interest rate swap breakage fees


      (31,385)

      -

      (19,171)

      -

      -

      (50,556)


      (19,171)



      Provision/benefit for income taxes, net of changes in deferred taxes(8)


      (470)

      (242)

      (4)

      184

      6,959

      6,427


      (4)



      Changes in working capital(9)


      (11,260)

      (2,635)

      (2,286)

      (1,570)

      (68,264)

      (86,015)


      (2,331)



      Cash provided by (used in) operating activities


      221,006

      171,843

      13,826

      51,886

      (83,344)

      375,217


      19,765



      Changes in working capital(9)


      11,260

      2,635

      2,286

      1,570

      68,264

      86,015


      2,331



      Maintenance capital expenditures


      (37,696)

      (21,455)

      (107)

      (9,338)

      -

      (68,596)


      (107)



      Adjusted Free cash flow


      194,570

      153,023

      16,005

      44,118

      (15,080)

      392,636


      21,989















      ___________________________

      (1)

      Represents MIC's proportionately combined interests in the businesses comprising this reportable segment.

      (2)

      The sum of the amounts attributable to MIC proportion to its ownership.

      (3)

      Interest expense (income), net, includes adjustments to derivative instruments, non-cash amortization of deferred financing charges and non-cash amortization of debt discount related to convertible senior notes issued in October 2016. Interest expense (income), net, also includes a non-cash write-off of deferred financing fees related to the February 2016 refinancing at Hawaii Gas, the October 2016 refinancing at Atlantic Aviation and the May 2015 refinancing at IMTT.

      (4)

      Pension expense primarily consists of interest cost, expected return on plan assets and amortization of actuarial and performance gains and losses. Any cash contributions to pension plans are not included in pension expense, but rather reflected as a reduction to Adjusted Free Cash Flow, as noted in the table above.

      (5)

      Other non-cash expense (income), net, primarily includes non-cash amortization of tolling liabilities, unrealized gains (losses) on commodity hedges, adjustments to asset retirement obligations and non-cash gains (losses) related to disposal of assets. See"Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) excluding non-cash items, Free Cash Flow and Proportionately Combined Metrics" above for further discussion.

      (6)

      Represents the cash interest expense reclassed from MIC Corporate to Atlantic Aviation for the October 2016 convertible senior notes of which proceeds were used

      to pay down a portion of Atlantic Aviation's credit facility.

      (7)

      On March 31, 2016, IMTT acquired the remaining 33.3% interest in its Quebec terminal that it did not previously own. IMTT was previously providing management services to this terminal and no operational changes are expected. Prior to the acquisition, IMTT consolidated the results of the Quebec terminal in its financial statements and adjusted for the portion that it did not own through noncontrolling interests. Since the IMTT Acquisition in July 2014 and prior to the acquisition of the noncontrolling interest, MIC reported IMTT's EBITDA excluding non-cash items and Free Cash Flow including the 33.3% portion of the Quebec terminal. The contribution from the minority interest was not significant. Therefore, there were no changes to our historical EBITDA excluding non-cash items, Free Cash Flow or results generally as a function of acquiring this noncontrolling interest.

      (8)

      Includes $6.9 million of tax refund received in the fourth quarter of 2015 relating to the election of bonus depreciation for 2014.

      (9)

      Fees to Manager-related party includes base management fees and performance fees, if any. In July 2015, our Board requested, and our Manager agreed, that $67.8 million of the performance fee for the quarter ended June 30, 2015 be settled in cash in July 2015 to minimize dilution. The remaining $67.8 million obligation was settled and reinvested in shares by our Manager on August 1, 2016.

      SOURCE Macquarie Infrastructure Corporation

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