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      MIC Reports Third Quarter 2017 Financial Results, Increases Quarterly Cash Dividend

      - Authorizes cash dividend of $1.42 per share, up 10.1%

      - Completes acquisitions of Epic Midstream, Orion Jet Center


      News provided by

      Macquarie Infrastructure Corporation

      Nov 01, 2017, 17:00 ET

      Share this article

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      NEW YORK, Nov. 1, 2017 /PRNewswire/ -- Macquarie Infrastructure Corporation (NYSE: MIC) today reported its financial results for the third quarter of 2017.

      "MIC's performance in the third quarter was consistent with the first half of the year with continued strong performance at Atlantic Aviation tempered by modest headwinds at our Contracted Power business," said James Hooke, chief executive officer of MIC. "We successfully completed the acquisitions of Epic Midstream and Orion Jet Center, as anticipated, and we continue to find opportunities to put growth capital to work at a rate that should see the Company achieve full year deployments of at least $650.0 million."

      "MIC's financial results for the quarter supported an increase in our quarterly cash dividend to $1.42 per share — a 10.1% uptick versus the third quarter in 2016," Hooke added. The Company reaffirmed its guidance with respect to a 10% increase year over year in its cash dividend in 2017. Management's expectation for growth in cash generation and dividends assumes the continued improvement in operating results of existing businesses, together with anticipated contributions from investments and acquisitions.

      MIC reported a 14.8% decrease in net income to $36.2 million for the quarter ended September 30, 2017 compared with $42.5 million in the third quarter of 2016. The decrease reflects primarily unrealized non-cash losses on interest rate hedging contracts compared with unrealized gains on similar contracts in the prior period. The losses were partially offset by improved operating results. Through nine months of the year, MIC's net income increased 13.3% to $94.8 million.

      The Company reported cash generated by operating activities of $148.5 million and $397.7 million in the quarter and nine months ended September 30, 2017, respectively, compared with $159.1 million and $437.0 million reported in the prior comparable periods. The decrease in cash from operations in the quarter reflects primarily the timing of payment of insurance premiums, higher state taxes and changes in working capital related to higher inventory costs. The impact of these was partially offset by improved operating results and contributions from acquired businesses.

      MIC's businesses produced an aggregate $144.4 million and $432.4 million of Adjusted Free Cash Flow in the quarter and year to date periods ended September 30, 2017, respectively, up 9.5% and 10.4% from the amounts generated in the prior corresponding periods. The Company defines Adjusted Free Cash Flow as cash from operating activities (including from its proportionate interest in wind and solar facilities), less maintenance capital expenditures, less changes in working capital, adjusted for certain one-time items. (See Summary Financial Information below)

      "With the consistent performance of our existing businesses, we made a decision to spend approximately $5.0 million more on our business development platforms and insourcing of operations of our renewable power business," Hooke noted. "This decision will make it likely that the Company will now generate growth in Free Cash Flow of approximately 9% in 2017 compared with 2016."

      MIC has committed capital to various development platforms, including those involved in fuel storage, logistics and wind and solar power that are not expected to deliver cash flow generating projects over the near term. MIC also incurred costs in 2017 to insource aspects of the operations and oversight of the Company's renewable energy power generation projects that had previously been conducted by various third party providers. Management believes that insourcing will lead to improved performance from these projects. The combined cost of the two initiatives is expected to result in a reduction in Free Cash Flow generation of approximately $5.0 million, or $0.06 per share, for the full year. 

      Consistent with past practices, MIC is expected to provide the market with its views on 2018 performance in the context of its full year results release next February. 2018 guidance is likely to reflect the benefit of growth capital deployed in 2017, the impact of a fully functioning shared services capability and the expected uplift associated with the general rate filing by MIC's Hawaii Gas business.

      "We're excited about our prospects in 2018, given the pending completion of the buildout of BEC II and the benefits of the gas lateral completed this past year, as well as the full-year contribution from the several acquisitions we have been able to complete," said Hooke. "We also expect to see some initial economic benefits from our investment in development of renewable power projects."

      The MIC board of directors authorized a cash dividend of $1.42 per share, or $5.68 annualized, for the third quarter of 2017. The dividend will be payable November 16, 2017 to shareholders of record on November 13, 2017. The payment represents a 10.1% increase over the dividend paid for the third quarter of 2016 and is consistent with MIC's guidance for a 10% increase in its annual dividend in 2017 over 2016.

      The ongoing implementation of MIC's shared services initiative is resulting in reductions in general and administrative expenses consistent with the Company's guidance for savings of between $7.0 and $8.0 million in 2017. As anticipated, the savings have been offset by expenses including primarily severance payments and consulting fees. Those expenses totaled $1.4 million in the third quarter and $6.8 million in the year to date periods. The Company does not expect to incur implementation costs in 2018 and has excluded those incurred in 2017 from its presentation of both Adjusted EBITDA excluding non-cash items and Adjusted Free Cash Flow in an effort to provide clarity with respect to the recurring cash flows generated by its businesses.

      MIC expects to realize annual general and administrative cost savings of between $12.0 million and $15.0 million in 2018, compared with its 2016 baseline, as a result of the shared services initiative. The expected savings will not be spread evenly, or even proportionately, across MIC's businesses and some businesses may simply benefit from an improvement in service levels. Shared services provides business support functions including Accounting, Human Resources, Tax, Information Technology, Procurement and Risk Management support to each of MIC's operating entities.

      MIC incurred approximately $3.0 million of transaction related expenses during the third quarter as a result of a heightened level of activity associated with the evaluation of various investment and acquisition opportunities. Through nine months, transaction related costs have totaled $7.9 million. These costs have been recorded as an expense in the Corporate and Other segment of MIC's financial statements and have been excluded from the Company's presentation of both Adjusted EBITDA excluding non-cash items and Adjusted Free Cash Flow in an effort to provide clarity with respect to the recurring cash flows being generated by its businesses.

      Management Changes
      On September 11, 2017, James Hooke, MIC's chief executive officer notified the Company's board of directors of his intent to resign. Subsequently, Hooke and the board agreed that the effective date of his resignation would be December 31, 2017.

      On October 30, 2017, the MIC board appointed Christopher Frost as chief executive officer of the Company, effective January 1, 2018. Frost, age 48, was appointed president and chief operating officer of the Company effective October 26, 2017.

      Quarterly Segment Highlights
      Growth in revenue at IMTT reflected a partial quarter contribution from the recently acquired Epic Midstream terminalling business, partially offset by a decline in utilization and a reduced contribution from IMTT subsidiary OMI Environmental Solutions due to reduced spill response activity. Utilization rates at IMTT decreased to 92.7% and 94.3% for the quarter and nine month periods ended September 30, 2017, respectively, versus 96.7% and 96.4% in the prior comparable periods. The sequential decline from 94.0% in the second quarter of 2017 reflected primarily the impact of two large tanks in Louisiana being out of service for portions of the quarter. Both tanks were re-leased by the middle of October.

      Comparison of IMTT's results for the quarter to date period ended September 30, 2017 should be considered in light of the approximately $13.0 million of insurance proceeds related to dock damage recorded in Other Income, net and $13.9 million of related maintenance capital expenditures in the third quarter in 2016. Excluding these, IMTT's EBITDA excluding non-cash items would have increased by $4.9 million or 6.6% for the third quarter and by $14.2 million or 6.2% for the nine months ended September 30, 2017. Free Cash Flow generated by IMTT increased by 7.9% in the quarter ended September 30, 2017 and by 10.0% on a year to date basis in part as a result of improvement in operations and a reduction in maintenance capital expenditures.

      Strong growth in general aviation flight activity during the third quarter, together with contributions from acquisitions, drove improvement in the financial performance of Atlantic Aviation. Domestic general aviation flight activity increased by approximately 4.0%, based on data reported by the Federal Aviation Administration.

      The increase in flight activity, together with contributions from two additional sites added to the Atlantic Aviation network of fixed base operations (FBO) over the past twelve months, drove growth in EBITDA excluding non-cash items and Free Cash Flow of 12.8% and 15.4%, respectively, in the quarter. For the nine months ended September 30, 2017, EBITDA excluding non-cash items and Free Cash Flow generated by Atlantic increased 9.6% and 13.3%, respectively. At the end of the third quarter Atlantic Aviation completed its second FBO acquisition of the year, acquiring the Orion Jet Center at Opa Locka-Miami Executive Airport north of downtown Miami. The south Florida region is one of the fastest growing general aviation markets in the U.S.

      MIC's portfolio of wind and solar power facilities benefitted from contributions from acquisitions completed during the past year, although these were partially offset by a reduction in wind and solar resources versus the prior comparable quarter and year to date periods. MIC has entered into agreements with developers of both wind and solar projects and continues to make a portion of its capital available for the construction of additional renewable power facilities. One of those developers sold a number of solar projects in the third quarter and distributed of a portion of the profits to MIC, per the terms of the development agreement, during the period.

      MIC has elected to insource the operations oversight of its renewable power businesses. The insourcing was undertaken as a result of a lack of oversight on the part of third party service providers that led to lost power generation revenue and opportunities to optimize the performance of certain assets. With ten renewable facilities in its portfolio and additional facilities in development, MIC expects the insourced capability to facilitate creation of scale in the sector and to provide control benefits.

      MIC's Bayonne Energy Center (BEC) is a thermal power facility providing peaking power to parts of New York City from a plant located in Bayonne, NJ. 62.5% of the plant's capacity generates revenue pursuant to a tolling agreement independent of the power needs of the community. 37.5% of the capacity is available on a merchant basis and therefore exposed to demand for peak power. The merchant portion of the facility underperformed expectations in the third quarter as a result of lower than anticipated capacity prices during the summer of 2017 and a reduction in utilization and energy margins relative to prior years driven by milder weather in 2017 versus 2016. The reduced contribution was partially offset by lower natural gas costs as a result of connecting the plant to a second, less expensive source of gas during the summer of 2017 and by additional tariff revenue from the grid operator for new services provided.

      In aggregate, the businesses comprising MIC's Contracted Power segment generated $0.66 million, or 2.0%, less EBITDA excluding non-cash items and $0.75 million, or 2.8%, less Free Cash Flow in the third quarter of 2017 compared with the third quarter in 2016. For the nine months ended September 30, 2017, the segment produced an increase in EBITDA excluding non-cash items of $1.5 million and no change in Free Cash Flow.

      The Company's MIC Hawaii segment reported revenue growth driven by an increase in the volume of gas sold by Hawaii Gas and contributions from acquisitions compared with the third quarter of 2016. A portion of the increase was offset by higher state taxes in the quarter and lower prices achieved on gas sales in certain markets.

      For the quarter ended September 30, 2017, EBITDA excluding non-cash items and Free Cash Flow generated by MIC Hawaii decreased by $0.27 million, or 2.0%, and $0.56 million or 6.4%, respectively, versus the prior comparable period. For the nine months ended September 30, 2017, EBITDA excluding non-cash items was flat and Free Cash Flow increased by $1.9 million or 6.4%.

      Summary Financial Information












      Quarter Ended
      September 30,


      Change
      Favorable/(Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/(Unfavorable)



      2017


      2016


      $


      %


      2017


      2016


      $


      %



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

      GAAP Metrics

































      Net income


      $

      36,173



      $

      42,481




      (6,308)




      (14.8)



      $

      94,836



      $

      83,738




      11,098




      13.3


      Weighted average
      number of shares
      outstanding: basic



      83,644,806




      81,220,841




      2,423,965




      3.0




      82,743,285




      80,570,192




      2,173,093




      2.7


      Net income per
      share attributable
      to MIC


      $

      0.48



      $

      0.52




      (0.04)




      (7.7)



      $

      1.23



      $

      1.04




      0.19




      18.3


      Cash provided by
      operating activities



      148,465




      159,070




      (10,605)




      (6.7)




      397,669




      436,988




      (39,319)




      (9.0)


      MIC Non-GAAP
      Metrics

































      EBITDA excluding
      non-cash items(1)(2)


      $

      182,684



      $

      186,823




      (4,139)




      (2.2)



      $

      533,923



      $

      529,582




      4,341




      0.8


      Shared service
      implementation
      costs



      1,402




      —




      1,402




      NM




      6,847




      —




      6,847




      NM


      Investment and
      acquisition costs



      3,023




      —




      3,023




      NM




      7,873




      —




      7,873




      NM


      Adjusted EBITDA
      excluding non-cash
      items(2)


      $

      187,109



      $

      186,823




      286




      0.2



      $

      548,643



      $

      529,582




      19,061




      3.6


      Cash interest(3)


      $

      (27,151)



      $

      (27,389)




      238




      0.9



      $

      (79,435)



      $

      (82,008)




      2,573




      3.1


      Cash taxes



      (2,154)




      (1,115)




      (1,039)




      (93.2)




      (8,493)




      (5,283)




      (3,210)




      (60.8)


      Maintenance
      capital
      expenditures(4)



      (12,106)




      (24,472)




      12,366




      50.5




      (23,062)




      (44,725)




      21,663




      48.4


      Noncontrolling interest(5)



      (1,308)




      (1,947)




      639




      32.8




      (5,223)




      (5,954)




      731




      12.3


      Adjusted Free Cash Flow


      $

      144,390



      $

      131,900




      12,490




      9.5



      $

      432,430



      $

      391,612




      40,818




      10.4



      NM — Not meaningful


      (1) EBITDA excluding non-cash items is calculated as net income before interest expense, 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.


      (2) For the quarter and nine months ended September 30, 2016, EBITDA excluding non-cash items included $13.0 million and $15.5 million, respectively, of insurance recoveries related to damaged docks at IMTT.


      (3) Cash interest is calculated as interest expense 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.


      (4) For the quarter and nine months ended September 30, 2016, maintenance capital expenditures included $13.9 million associated with the rebuilding of damaged docks, the majority of which were insured losses, at IMTT.


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

      Adjusted EBITDA excluding non-cash items, on a proportionately combined basis, would have increased by 8.2% to $185.0 million in the quarter ended September 30, 2017 excluding the impact of the insurance recovery by IMTT in 2016 discussed above. Through the nine months ended September 30, 2017, the increase would have been 7.0% to $541.0 million.

      Conference Call and Webcast

      When:  MIC has scheduled a conference call for 8:00 a.m. Eastern Time on Thursday, November 2, 2017 during which management will review and comment on the third quarter 2017 results.

      How:  To listen to the conference call 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. Allow extra time prior to the call to visit the site and download the software needed to listen to the webcast.

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

      Replay:  For interested individuals unable to participate in the live conference call, a replay will be available after 2:00 p.m. on November 2, 2017 through midnight on November 8, 2017, at +1(404) 537-3406 or +1(855) 859-2056, Passcode: 98492892. 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 primarily 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 and certain proportionately combined financial metrics. Proportionately combined financial metrics, including Free Cash Flow, reflect the Company's proportionate interest in its wind and solar facilities.

      MIC measures EBITDA excluding non-cash items as a reflection of 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 to assess 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 expenses 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 its CP and MIC Hawaii segments, 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 proportionate interest in its wind and solar facilities. 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 and not in lieu of its financial results reported under GAAP.

      The Company's businesses are characteristically owners of high-value, long-lived assets capable of generating substantial 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; (vi) gains (losses) on disposal of assets; and (vii) pension expenses. Pension expenses primarily consist of interest expense, 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 Quarterly Report on Form 10-Q, 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 EBITDA excluding non-cash items and Free Cash Flow 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 does 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. Management notes that Free Cash Flow may be calculated differently by other companies thereby limiting its usefulness as a comparative measure. Free Cash Flow should be used as a supplemental measure and not in lieu of its financial results reported under GAAP.

      See also "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" below.

      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 maintenance and growth 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 CONDENSED BALANCE SHEETS
      ($ in Thousands, Except Share Data)








      September 30,
      2017


      December 31,
      2016



      (Unaudited)




      ASSETS







      Current assets:







      Cash and cash equivalents


      $

      35,737


      $

      44,767

      Restricted cash



      22,809



      16,420

      Accounts receivable, less allowance for doubtful accounts of $1,037 and $1,434,
      respectively



      145,506



      124,846

      Inventories



      35,960



      31,461

      Prepaid expenses



      13,799



      14,561

      Fair value of derivative instruments



      8,675



      5,514

      Other current assets



      16,742



      7,099

      Total current assets



      279,228



      244,668

      Property, equipment, land and leasehold improvements, net



      4,611,633



      4,346,536

      Investment in unconsolidated business



      9,526



      8,835

      Goodwill



      2,075,965



      2,024,409

      Intangible assets, net



      931,433



      888,971

      Fair value of derivative instruments



      18,743



      30,781

      Other noncurrent assets



      28,835



      15,053

      Total assets


      $

      7,955,363


      $

      7,559,253

      LIABILITIES AND STOCKHOLDERS' EQUITY







      Current liabilities:







      Due to Manager-related party


      $

      6,098


      $

      6,594

      Accounts payable



      59,078



      69,566

      Accrued expenses



      101,766



      83,734

      Current portion of long-term debt



      48,335



      40,016

      Fair value of derivative instruments



      3,992



      9,297

      Other current liabilities



      40,932



      41,802

      Total current liabilities



      260,201



      251,009

      Long-term debt, net of current portion



      3,424,776



      3,039,966

      Deferred income taxes



      955,542



      896,116

      Fair value of derivative instruments



      5,807



      5,966

      Tolling agreements – noncurrent



      54,540



      60,373

      Other noncurrent liabilities



      158,308



      158,289

      Total liabilities



      4,859,174



      4,411,719

      Commitments and contingencies



      —



      —

      Stockholders' equity(1):







      Common stock ($0.001 par value; 500,000,000 authorized; 84,481,865 shares issued
      and outstanding at September 30, 2017 and 82,047,526 shares issued and outstanding
      at December 31, 2016)


      $

      84


      $

      82

      Additional paid in capital



      1,942,417



      2,089,407

      Accumulated other comprehensive loss



      (26,222)



      (28,960)

      Retained earnings



      994,495



      892,365

      Total stockholders' equity



      2,910,774



      2,952,894

      Noncontrolling interests



      185,415



      194,640

      Total equity



      3,096,189



      3,147,534

      Total liabilities and equity


      $

      7,955,363


      $

      7,559,253


      (1) The Company is authorized to issue 100,000,000 shares of preferred stock, par value $0.001 per share. At September 30, 2017 and December 31, 2016, no preferred stock were issued or outstanding. The Company has 100 shares of special stock issued and outstanding to its Manager at September 30, 2017 and December 31, 2016.


       

       

      MACQUARIE INFRASTRUCTURE CORPORATION


      CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
      (Unaudited)
      ($ in Thousands, Except Share and Per Share Data)



      Quarter Ended September 30,

      Nine Months Ended September 30,



      2017



      2016



      2017



      2016

      Revenue












      Service revenue

      $

      358,220


      $

      323,975


      $

      1,067,069


      $

      942,437

      Product revenue


      94,841



      96,549



      276,439



      272,053

      Total revenue


      453,061



      420,524



      1,343,508



      1,214,490

      Costs and expenses












      Cost of services


      153,218



      134,512



      455,038



      371,832

      Cost of product sales


      35,669



      39,845



      123,143



      107,923

      Selling, general and administrative


      84,898



      77,468



      244,817



      222,182

      Fees to Manager – related party


      17,954



      18,382



      54,610



      49,570

      Depreciation


      58,009



      59,242



      172,753



      172,125

      Amortization of intangibles


      17,329



      15,417



      50,920



      49,917

      Total operating expenses


      367,077



      344,866



      1,101,281



      973,549

      Operating income


      85,984



      75,658



      242,227



      240,941

      Other income (expense)












      Interest income


      54



      27



      129



      85

      Interest expense(1)


      (29,291)



      (20,871)



      (90,129)



      (117,268)

      Other income, net


      4,973



      16,689



      7,893



      20,389

      Net income before income taxes


      61,720



      71,503



      160,120



      144,147

      Provision for income taxes


      (25,547)



      (29,022)



      (65,284)



      (60,409)

      Net income

      $

      36,173


      $

      42,481


      $

      94,836


      $

      83,738

      Less: net (loss) income attributable to noncontrolling
      interests


      (3,922)



      455



      (7,294)



      165

      Net income attributable to MIC

      $

      40,095


      $

      42,026


      $

      102,130


      $

      83,573

      Basic income per share attributable to MIC

      $

      0.48


      $

      0.52


      $

      1.23


      $

      1.04

      Weighted average number of shares
      outstanding: basic


      83,644,806



      81,220,841



      82,743,285



      80,570,192

      Diluted income per share attributable to MIC

      $

      0.48


      $

      0.51


      $

      1.23


      $

      1.03

      Weighted average number of shares
      outstanding: diluted


      87,916,538



      85,750,096



      82,752,800



      81,313,767

      Cash dividends declared per share

      $

      1.42


      $

      1.29


      $

      4.12


      $

      3.74


      (1) Interest expense includes losses on derivative instruments of $162,000 and $6.9 million for the quarter and nine months ended September 30, 2017, respectively. For the quarter and nine months ended September 30, 2016, interest expense includes gains on derivative instruments of $3.7 million and losses on derivative instruments of $43.0 million, respectively.


      MACQUARIE INFRASTRUCTURE CORPORATION


      CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
      (Unaudited)
      ($ in Thousands)



      Nine Months Ended
      September 30,


      2017


      2016

      Operating activities






      Net income

      $

      94,836


      $

      83,738

      Adjustments to reconcile net income to net cash provided by operating activities:






      Depreciation and amortization of property and equipment


      172,753



      172,125

      Amortization of intangible assets


      50,920



      49,917

      Amortization of debt financing costs


      6,464



      7,536

      Amortization of debt discount


      2,377



      —

      Adjustments to derivative instruments


      3,414



      20,022

      Fees to Manager- related party


      54,610



      49,570

      Deferred taxes


      56,791



      55,126

      Pension expense


      6,481



      6,512

      Other non-cash income, net


      (2,651)



      (2,255)

      Changes in other assets and liabilities, net of acquisitions:







      Restricted cash


      (691)



      727

      Accounts receivable


      (18,938)



      (10,094)

      Inventories


      (4,563)



      (1,047)

      Prepaid expenses and other current assets


      (7,040)



      5,967

      Due to Manager-related party


      (178)



      21

      Accounts payable and accrued expenses


      (4,444)



      (3,365)

      Income taxes payable


      (1,223)



      3,848

      Other, net


      (11,249)



      (1,360)

      Net cash provided by operating activities


      397,669



      436,988

      Investing activities







      Acquisitions of businesses and investments, net of cash acquired


      (208,377)



      (38,989)

      Purchases of property and equipment


      (234,833)



      (198,151)

      Proceeds from insurance claim


      —



      10,002

      Loan to project developer


      (18,675)



      —

      Loan repayment from project developer


      6,604



      —

      Change in restricted cash


      (6,154)



      —

      Other, net


      178



      861

      Net cash used in investing activities


      (461,257)



      (226,277)

      MACQUARIE INFRASTRUCTURE CORPORATION


      CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS – (continued)
      (Unaudited)
      ($ in Thousands)








      Nine Months Ended
      September 30,



      2017


      2016

      Financing activities









      Proceeds from long-term debt


      $

      585,500



      $

      370,000


      Payment of long-term debt



      (200,722)




      (295,950)


      Proceeds from the issuance of shares



      5,699




      7,651


      Dividends paid to common stockholders



      (332,867)




      (290,527)


      Contributions received from noncontrolling interests



      102




      15,431


      Purchase of noncontrolling interest



      —




      (9,909)


      Distributions paid to noncontrolling interests



      (2,962)




      (3,682)


      Offering and equity raise costs paid



      (355)




      (678)


      Debt financing costs paid



      (447)




      (1,784)


      Change in restricted cash



      527




      5,379


      Payment of capital lease obligations



      (366)




      (1,151)


      Net cash provided by (used in) financing activities



      54,109




      (205,220)


      Effect of exchange rate changes on cash and cash equivalents



      449




      494


      Net change in cash and cash equivalents



      (9,030)




      5,985


      Cash and cash equivalents, beginning of period



      44,767




      22,394


      Cash and cash equivalents, end of period


      $

      35,737



      $

      28,379


      Supplemental disclosures of cash flow information









      Non-cash investing and financing activities:









      Accrued equity offering costs


      $

      97



      $

      90


      Accrued financing costs


      $

      21



      $

      548


      Accrued purchases of property and equipment


      $

      33,184



      $

      31,728


      Issuance of shares to Manager


      $

      54,927



      $

      116,373


      Issuance of shares to independent directors


      $

      681



      $

      750


      Issuance of shares for acquisition of business


      $

      125,000



      $

      —


      Conversion of convertible senior notes to shares


      $

      17



      $

      4


      Distributions payable to noncontrolling interests


      $

      32



      $

      10


      Taxes paid, net


      $

      9,810



      $

      1,426


      Interest paid


      $

      82,108



      $

      81,998


      MACQUARIE INFRASTRUCTURE CORPORATION
      CONSOLIDATED STATEMENTS OF OPERATIONS – MD&A




      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      $


      %


      2017


      2016


      $


      %



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





      Revenue

































      Service revenue


      $

      358,220



      $

      323,975




      34,245




      10.6



      $

      1,067,069



      $

      942,437




      124,632




      13.2


      Product revenue



      94,841




      96,549




      (1,708)




      (1.8)




      276,439




      272,053




      4,386




      1.6


      Total revenue



      453,061




      420,524




      32,537




      7.7




      1,343,508




      1,214,490




      129,018




      10.6


      Costs and expenses

































      Cost of services



      153,218




      134,512




      (18,706)




      (13.9)




      455,038




      371,832




      (83,206)




      (22.4)


      Cost of product sales



      35,669




      39,845




      4,176




      10.5




      123,143




      107,923




      (15,220)




      (14.1)


      Selling, general and administrative



      84,898




      77,468




      (7,430)




      (9.6)




      244,817




      222,182




      (22,635)




      (10.2)


      Fees to Manager – related party



      17,954




      18,382




      428




      2.3




      54,610




      49,570




      (5,040)




      (10.2)


      Depreciation



      58,009




      59,242




      1,233




      2.1




      172,753




      172,125




      (628)




      (0.4)


      Amortization of intangibles



      17,329




      15,417




      (1,912)




      (12.4)




      50,920




      49,917




      (1,003)




      (2.0)


      Total operating expenses



      367,077




      344,866




      (22,211)




      (6.4)




      1,101,281




      973,549




      (127,732)




      (13.1)


      Operating income



      85,984




      75,658




      10,326




      13.6




      242,227




      240,941




      1,286




      0.5


      Other income (expense)

































      Interest income



      54




      27




      27




      100.0




      129




      85




      44




      51.8


      Interest expense(1)



      (29,291)




      (20,871)




      (8,420)




      (40.3)




      (90,129)




      (117,268)




      27,139




      23.1


      Other income, net



      4,973




      16,689




      (11,716)




      (70.2)




      7,893




      20,389




      (12,496)




      (61.3)


      Net income before income taxes



      61,720




      71,503




      (9,783)




      (13.7)




      160,120




      144,147




      15,973




      11.1


      Provision for income taxes



      (25,547)




      (29,022)




      3,475




      12.0




      (65,284)




      (60,409)




      (4,875)




      (8.1)


      Net income


      $

      36,173



      $

      42,481




      (6,308)




      (14.8)



      $

      94,836



      $

      83,738




      11,098




      13.3


      Less: net (loss) income attributable to
      noncontrolling interests



      (3,922)




      455




      4,377




      NM




      (7,294)




      165




      7,459




      NM


      Net income attributable to MIC


      $

      40,095



      $

      42,026




      (1,931)




      (4.6)



      $

      102,130



      $

      83,573




      18,557




      22.2


      Basic income per share attributable to
      MIC


      $

      0.48



      $

      0.52




      (0.04)




      (7.7)



      $

      1.23



      $

      1.04




      0.19




      18.3


      Weighted average number of shares
      outstanding: basic



      83,644,806




      81,220,841




      2,423,965




      3.0




      82,743,285




      80,570,192




      2,173,093




      2.7



      NM — Not meaningful


      (1) Interest expense includes losses on derivative instruments of $162,000 and $6.9 million for the quarter and nine months ended September 30, 2017, respectively. For the quarter and nine months ended September 30, 2016, interest expense includes gains on derivative instruments of $3.7 million and losses on derivative instruments of $43.0 million, respectively.

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




















      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      $


      %


      2017


      2016


      $


      %



      ($ In Thousands) (Unaudited)

      Net income


      $

      36,173



      $

      42,481











      $

      94,836



      $

      83,738










      Interest expense, net(1)



      29,237




      20,844












      90,000




      117,183










      Provision for income taxes



      25,547




      29,022












      65,284




      60,409










      Depreciation



      58,009




      59,242












      172,753




      172,125










      Amortization of intangibles



      17,329




      15,417












      50,920




      49,917










      Fees to Manager-related party



      17,954




      18,382












      54,610




      49,570










      Pension expense(2)



      2,160




      2,117












      6,481




      6,512










      Other non-cash income, net(3)



      (3,725)




      (682)












      (961)




      (9,872)










      EBITDA excluding non-cash items(4)


      $

      182,684



      $

      186,823




      (4,139)




      (2.2)



      $

      533,923



      $

      529,582




      4,341




      0.8


      EBITDA excluding non-cash items(4)


      $

      182,684



      $

      186,823











      $

      533,923



      $

      529,582










      Interest expense, net(1)



      (29,237)




      (20,844)












      (90,000)




      (117,183)










      Adjustments to derivative instruments recorded
      in interest expense(1)



      (959)




      (8,832)












      1,724




      27,639










      Amortization of debt financing costs(1)



      2,163




      2,287












      6,464




      7,536










      Amortization of debt discount(1)



      882




      —












      2,377




      —










      Provision for income taxes, net of changes in deferred taxes



      (2,154)




      (1,115)












      (8,493)




      (5,283)










      Changes in working capital



      (4,914)




      751












      (48,326)




      (5,303)










      Cash provided by operating activities



      148,465




      159,070












      397,669




      436,988










      Changes in working capital



      4,914




      (751)












      48,326




      5,303










      Maintenance capital
      expenditures(5)



      (12,106)




      (24,472)












      (23,062)




      (44,725)










      Free cash flow


      $

      141,273



      $

      133,847




      7,426




      5.5



      $

      422,933



      $

      397,566




      25,367




      6.4




      (1) Interest expense, net, includes adjustments to derivative instruments, non-cash amortization of deferred financing fees and non-cash amortization of debt discount related to the 2.00% Convertible Senior Notes due October 2023. For the nine months ended September 30, 2016, interest expense also included a non-cash write-off of deferred financing fees related to the February 2016 refinancing at Hawaii Gas.


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


      (3) Other non-cash income, net, primarily includes non-cash amortization of tolling liabilities, unrealized gains (losses) on commodity hedges 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.


      (4) For the quarter and nine months ended September 30, 2016, EBITDA excluding non-cash items included $13.0 million and $15.5 million, respectively, of insurance recoveries related to damaged docks at IMTT.


      (5) For the quarter and nine months ended September 30, 2016, maintenance capital expenditures included $13.9 million associated with the rebuilding of damaged docks, the majority of which were insured losses, at IMTT.

      MACQUARIE INFRASTRUCTURE CORPORATION
      RECONCILIATION FROM CONSOLIDATED FREE CASH FLOW TO PROPORTIONATELY
      COMBINED FREE CASH FLOW




















      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      $


      %


      2017


      2016


      $


      %



      ($ In Thousands) (Unaudited)

      Free Cash Flow – Consolidated basis


      $

      141,273



      $

      133,847




      7,426




      5.5



      $

      422,933



      $

      397,566




      25,367




      6.4


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



      (25,970)




      (26,718)












      (56,513)




      (56,532)










      MIC's share of CP Free Cash Flow



      24,667




      24,773












      51,300




      50,580










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



      (8,137)




      (8,696)












      (32,368)




      (30,432)










      MIC's share of MIC Hawaii Free Cash Flow



      8,132




      8,694












      32,358




      30,430










      Free Cash Flow – Proportionately Combined
      basis


      $

      139,965



      $

      131,900




      8,065




      6.1



      $

      417,710



      $

      391,612




      26,098




      6.7


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


      IMTT




















      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      2017


      2016



      $


      $


      $


      %


      $


      $


      $


      %



      ($ In Thousands) (Unaudited)

      Revenue



      134,167




      133,143




      1,024




      0.8




      410,128




      396,786




      13,342




      3.4


      Cost of services



      48,982




      53,085




      4,103




      7.7




      148,052




      149,845




      1,793




      1.2


      Selling, general and administrative expenses



      9,104




      8,358




      (746)




      (8.9)




      25,627




      24,322




      (1,305)




      (5.4)


      Depreciation and amortization



      31,511




      35,709




      4,198




      11.8




      93,826




      103,612




      9,786




      9.4


      Operating income



      44,570




      35,991




      8,579




      23.8




      142,623




      119,007




      23,616




      19.8


      Interest expense, net(1)



      (10,187)




      (7,827)




      (2,360)




      (30.2)




      (30,707)




      (41,462)




      10,755




      25.9


      Other income, net



      794




      13,495




      (12,701)




      (94.1)




      1,954




      16,947




      (14,993)




      (88.5)


      Provision for income taxes



      (14,422)




      (17,079)




      2,657




      15.6




      (46,686)




      (38,717)




      (7,969)




      (20.6)


      Net income



      20,755




      24,580




      (3,825)




      (15.6)




      67,184




      55,775




      11,409




      20.5


      Less: net income attributable to noncontrolling interests



      —




      —




      —




      —




      —




      59




      59




      100.0


      Net income attributable to MIC



      20,755




      24,580




      (3,825)




      (15.6)




      67,184




      55,716




      11,468




      20.6



































      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



      20,755




      24,580












      67,184




      55,775










      Interest expense, net(1)



      10,187




      7,827












      30,707




      41,462










      Provision for income taxes



      14,422




      17,079












      46,686




      38,717










      Depreciation and amortization



      31,511




      35,709












      93,826




      103,612










      Pension expense(2)



      1,883




      1,752












      5,649




      5,414










      Other non-cash expense, net



      178




      73












      315




      631










      EBITDA excluding non-cash items(3)



      78,936




      87,020




      (8,084)




      (9.3)




      244,367




      245,611




      (1,244)




      (0.5)


      EBITDA excluding non-cash items(3)



      78,936




      87,020












      244,367




      245,611










      Interest expense, net(1)



      (10,187)




      (7,827)












      (30,707)




      (41,462)










      Adjustments to derivative instruments recorded in interest expense(1)



      (524)




      (2,433)












      (257)




      10,723










      Amortization of debt financing costs(1)



      413




      411












      1,236




      1,242










      Provision for income taxes, net of changes in deferred taxes



      344




      (904)












      (3,069)




      (3,071)










      Changes in working capital



      3,732




      (1,243)












      (12,413)




      (11,726)










      Cash provided by operating activities



      72,714




      75,024












      199,157




      201,317










      Changes in working capital



      (3,732)




      1,243












      12,413




      11,726










      Maintenance capital expenditures(4)



      (8,116)




      (19,860)












      (13,563)




      (33,099)










      Free cash flow



      60,866




      56,407




      4,459




      7.9




      198,007




      179,944




      18,063




      10.0




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


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


      (3) For the quarter and nine months ended September 30, 2016, EBITDA excluding non-cash items included $13.0 million and $15.5 million, respectively, of insurance recoveries related to damaged docks. These insurance recoveries were used to repair damaged docks and were recorded in Other Income, net. The cost of those repairs were recorded in Maintenance Capital Expenditures. Excluding insurance proceeds, EBITDA excluding non-cash items would have been $74.0 million and $230.1 million for the quarter and nine months ended September 30, 2016, respectively. On that basis, EBITDA excluding non-cash items would have increased by $4.9 million, or 6.6%, for the quarter ended September 30, 2017, and increased by $14.2 million, or 6.2%, for the nine months ended September 30, 2017, compared with the prior comparable periods.


      (4) For the quarter and nine months ended September 30, 2016, maintenance capital expenditures included $13.9 million associated with the rebuilding of damaged docks, the majority of which were insured losses. Excluding these costs, maintenance capital expenditures would have been $6.0 million and $19.2 million for the quarter and nine months ended September 30, 2016, respectively. On that basis, maintenance capital expenditures would have increased by $2.1 million, or 35.2%, for the quarter ended September 30, 2017, and decreased by $5.7 million, or 29.5%, for the nine months ended September 30, 2017, compared with the prior comparable periods.

      Atlantic Aviation




















      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      2017


      2016



      $


      $


      $


      %


      $


      $


      $


      %



      ($ In Thousands) (Unaudited)

      Revenue



      211,457




      186,823




      24,634




      13.2




      621,149




      544,029




      77,120




      14.2


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



      92,106




      77,524




      (14,582)




      (18.8)




      272,985




      218,126




      (54,859)




      (25.2)


      Gross margin



      119,351




      109,299




      10,052




      9.2




      348,164




      325,903




      22,261




      6.8


      Selling, general and administrative expenses



      57,026




      53,027




      (3,999)




      (7.5)




      163,512




      157,019




      (6,493)




      (4.1)


      Depreciation and amortization



      25,286




      22,148




      (3,138)




      (14.2)




      73,894




      69,041




      (4,853)




      (7.0)


      Operating income



      37,039




      34,124




      2,915




      8.5




      110,758




      99,843




      10,915




      10.9


      Interest expense, net(1)



      (4,295)




      (5,199)




      904




      17.4




      (13,648)




      (27,437)




      13,789




      50.3


      Other (expense) income, net



      (14)




      (150)




      136




      90.7




      (119)




      191




      (310)




      (162.3)


      Provision for income taxes



      (11,139)




      (11,543)




      404




      3.5




      (36,766)




      (29,258)




      (7,508)




      (25.7)


      Net income



      21,591




      17,232




      4,359




      25.3




      60,225




      43,339




      16,886




      39.0



































      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



      21,591




      17,232












      60,225




      43,339










      Interest expense, net(1)



      4,295




      5,199












      13,648




      27,437










      Provision for income taxes



      11,139




      11,543












      36,766




      29,258










      Depreciation and amortization



      25,286




      22,148












      73,894




      69,041










      Pension expense(2)



      5




      16












      15




      50










      Other non-cash expense, net



      1,212




      200












      1,252




      448










      EBITDA excluding non-cash
      items



      63,528




      56,338




      7,190




      12.8




      185,800




      169,573




      16,227




      9.6


      EBITDA excluding non-cash
      items



      63,528




      56,338












      185,800




      169,573










      Interest expense, net(1)



      (4,295)




      (5,199)












      (13,648)




      (27,437)










      Convertible senior notes interest(3)



      (2,012)




      —












      (5,769)




      —










      Adjustments to derivative instruments
      recorded in interest expense(1)



      464




      (2,371)












      3,150




      4,416










      Amortization of debt financing costs(1)



      284




      791












      819




      2,496










      Provision for income taxes, net of changes in
      deferred taxes



      (1,208)




      (159)












      (5,810)




      (2,521)










      Changes in working capital



      (1,335)




      5,142












      (6,667)




      11,412










      Cash provided by operating activities



      55,426




      54,542












      157,875




      157,939










      Changes in working capital



      1,335




      (5,142)












      6,667




      (11,412)










      Maintenance capital expenditures



      (2,165)




      (2,075)












      (5,071)




      (5,816)










      Free cash flow



      54,596




      47,325




      7,271




      15.4




      159,471




      140,711




      18,760




      13.3




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


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


      (3) Represents the cash interest expense reclassified from MIC Corporate related to the 2.00% Convertible Senior Notes due October 2023, proceeds of which were used to pay down a portion of Atlantic Aviation's credit facility in October 2016.

      Contracted Power




















      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      2017


      2016



      $


      $


      $


      %


      $


      $


      $


      %



      ($ In Thousands) (Unaudited)

      Product revenue



      42,445




      45,538




      (3,093)




      (6.8)




      110,681




      114,017




      (3,336)




      (2.9)


      Cost of product sales



      5,171




      7,344




      2,173




      29.6




      15,528




      17,495




      1,967




      11.2


      Selling, general and administrative expenses



      6,909




      6,824




      (85)




      (1.2)




      18,318




      19,331




      1,013




      5.2


      Depreciation and amortization



      14,830




      14,000




      (830)




      (5.9)




      45,031




      41,693




      (3,338)




      (8.0)


      Operating income



      15,535




      17,370




      (1,835)




      (10.6)




      31,804




      35,498




      (3,694)




      (10.4)


      Interest expense, net(1)



      (6,281)




      (2,764)




      (3,517)




      (127.2)




      (20,431)




      (31,614)




      11,183




      35.4


      Other income, net



      4,334




      3,531




      803




      22.7




      6,440




      3,839




      2,601




      67.8


      Provision for income taxes



      (6,337)




      (8,013)




      1,676




      20.9




      (8,209)




      (7,626)




      (583)




      (7.6)


      Net income



      7,251




      10,124




      (2,873)




      (28.4)




      9,604




      97




      9,507




      NM


      Less: net (loss) income attributable to noncontrolling interest



      (3,890)




      566




      4,456




      NM




      (7,223)




      217




      7,440




      NM


      Net income (loss) attributable to MIC



      11,141




      9,558




      1,583




      16.6




      16,827




      (120)




      16,947




      NM



































      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



      7,251




      10,124












      9,604




      97










      Interest expense, net(1)



      6,281




      2,764












      20,431




      31,614










      Provision for income taxes



      6,337




      8,013












      8,209




      7,626










      Depreciation and amortization



      14,830




      14,000












      45,031




      41,693










      Other non-cash income, net(2)



      (1,914)




      (1,459)












      (6,170)




      (5,424)










      EBITDA excluding non-cash items



      32,785




      33,442




      (657)




      (2.0)




      77,105




      75,606




      1,499




      2.0


      EBITDA excluding non-cash items



      32,785




      33,442












      77,105




      75,606










      Interest expense, net(1)



      (6,281)




      (2,764)












      (20,431)




      (31,614)










      Adjustments to derivative instruments recorded
      in interest expense(1)



      (922)




      (3,778)












      (1,282)




      11,994










      Amortization of debt financing costs(1)



      379




      376












      1,137




      1,113










      Provision for income taxes, net of changes in deferred taxes



      9




      1












      6




      (8)










      Changes in working capital



      (1,842)




      949












      (9,703)




      (1,909)










      Cash provided by operating activities



      24,128




      28,226












      46,832




      55,182










      Changes in working capital



      1,842




      (949)












      9,703




      1,909










      Maintenance capital expenditures



      —




      (559)












      (22)




      (559)










      Free cash flow



      25,970




      26,718




      (748)




      (2.8)




      56,513




      56,532




      (19)




      (0.0)




      NM — Not meaningful


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


      (2) Other non-cash income, net, primarily includes amortization of tolling liabilities. See "Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) excluding non-cash items, Free Cash Flow and Proportionately Combined Metrics" above for further discussion.

      MIC Hawaii




















      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      2017


      2016



      $


      $


      $


      %


      $


      $


      $


      %



      ($ In Thousands) (Unaudited)

      Product revenue



      52,396




      51,011




      1,385




      2.7




      165,758




      158,036




      7,722




      4.9


      Service revenue



      13,826




      5,258




      8,568




      163.0




      39,476




      5,258




      34,218




      NM


      Total revenue



      66,222




      56,269




      9,953




      17.7




      205,234




      163,294




      41,940




      25.7


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



      30,498




      32,501




      2,003




      6.2




      107,615




      90,428




      (17,187)




      (19.0)


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



      12,131




      3,946




      (8,185)




      NM




      34,015




      3,946




      (30,069)




      NM


      Cost of revenue – total



      42,629




      36,447




      (6,182)




      (17.0)




      141,630




      94,374




      (47,256)




      (50.1)


      Gross margin



      23,593




      19,822




      3,771




      19.0




      63,604




      68,920




      (5,316)




      (7.7)


      Selling, general and administrative expenses



      6,874




      6,540




      (334)




      (5.1)




      19,729




      16,230




      (3,499)




      (21.6)


      Depreciation and amortization



      3,711




      2,802




      (909)




      (32.4)




      10,922




      7,696




      (3,226)




      (41.9)


      Operating income



      13,008




      10,480




      2,528




      24.1




      32,953




      44,994




      (12,041)




      (26.8)


      Interest expense, net(1)



      (1,877)




      (1,571)




      (306)




      (19.5)




      (5,795)




      (6,224)




      429




      6.9


      Other expense, net



      (141)




      (187)




      46




      24.6




      (382)




      (588)




      206




      35.0


      Provision for income taxes



      (4,830)




      (3,246)




      (1,584)




      (48.8)




      (10,772)




      (14,863)




      4,091




      27.5


      Net income



      6,160




      5,476




      684




      12.5




      16,004




      23,319




      (7,315)




      (31.4)


      Less: net loss attributable to noncontrolling interests



      (32)




      (111)




      (79)




      (71.2)




      (71)




      (111)




      (40)




      (36.0)


      Net income attributable to MIC



      6,192




      5,587




      605




      10.8




      16,075




      23,430




      (7,355)




      (31.4)



































      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



      6,160




      5,476












      16,004




      23,319










      Interest expense, net(1)



      1,877




      1,571












      5,795




      6,224










      Provision for income taxes



      4,830




      3,246












      10,772




      14,863










      Depreciation and amortization



      3,711




      2,802












      10,922




      7,696










      Pension expense(2)



      272




      349












      817




      1,048










      Other non-cash (income) expense,
      net(3)



      (3,360)




      316












      3,108




      (6,090)










      EBITDA excluding non-cash items



      13,490




      13,760




      (270)




      (2.0)




      47,418




      47,060




      358




      0.8


      EBITDA excluding non-cash items



      13,490




      13,760












      47,418




      47,060










      Interest expense, net(1)



      (1,877)




      (1,571)












      (5,795)




      (6,224)










      Adjustments to derivative instruments recorded in interest expense(1)



      23




      (250)












      113




      506










      Amortization of debt financing
      costs(1)



      99




      96












      303




      848










      Provision for income taxes, net of changes in deferred taxes



      (1,773)




      (1,361)












      (5,265)




      (6,507)










      Changes in working capital



      (2,535)




      (1,394)












      (12,852)




      5,554










      Cash provided by operating activities



      7,427




      9,280












      23,922




      41,237










      Changes in working capital



      2,535




      1,394












      12,852




      (5,554)










      Maintenance capital expenditures



      (1,825)




      (1,978)












      (4,406)




      (5,251)










      Free cash flow



      8,137




      8,696




      (559)




      (6.4)




      32,368




      30,432




      1,936




      6.4




      NM — Not meaningful


      (1) Interest expense, net, includes adjustments to derivative instruments related to interest rate swaps and non-cash amortization of deferred financing fees. For the nine months ended September 30, 2016, interest expense also included a non-cash write-off of deferred financing fees related to the February 2016 refinancing at Hawaii Gas.


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


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

      Corporate and Other




















      Quarter Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)


      Nine Months Ended
      September 30,


      Change
      Favorable/
      (Unfavorable)



      2017


      2016


      2017


      2016



      $


      $


      $


      %


      $


      $


      $


      %



      ($ In Thousands) (Unaudited)

      Fees to Manager-related party



      17,954




      18,382




      428




      2.3




      54,610




      49,570




      (5,040)




      (10.2)


      Selling, general and administrative
      expenses(1)



      6,214




      3,925




      (2,289)




      (58.3)




      21,301




      8,831




      (12,470)




      (141.2)


      Operating loss



      (24,168)




      (22,307)




      (1,861)




      (8.3)




      (75,911)




      (58,401)




      (17,510)




      (30.0)


      Interest expense, net(2)



      (6,597)




      (3,483)




      (3,114)




      (89.4)




      (19,419)




      (10,446)




      (8,973)




      (85.9)


      Benefit for income taxes



      11,181




      10,859




      322




      3.0




      37,149




      30,055




      7,094




      23.6


      Net loss



      (19,584)




      (14,931)




      (4,653)




      (31.2)




      (58,181)




      (38,792)




      (19,389)




      (50.0)



































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

































      Net loss



      (19,584)




      (14,931)












      (58,181)




      (38,792)










      Interest expense, net(2)



      6,597




      3,483












      19,419




      10,446










      Benefit for income taxes



      (11,181)




      (10,859)












      (37,149)




      (30,055)










      Fees to Manager-related party



      17,954




      18,382












      54,610




      49,570










      Other non-cash expense



      159




      188












      534




      563










      EBITDA excluding non-cash items



      (6,055)




      (3,737)




      (2,318)




      (62.0)




      (20,767)




      (8,268)




      (12,499)




      (151.2)


      EBITDA excluding non-cash items



      (6,055)




      (3,737)












      (20,767)




      (8,268)










      Interest expense, net(2)



      (6,597)




      (3,483)












      (19,419)




      (10,446)










      Convertible senior notes interest(3)



      2,012




      —












      5,769




      —










      Amortization of debt financing costs(2)



      988




      613












      2,969




      1,837










      Amortization of debt discount(2)



      882




      —












      2,377




      —










      Benefit for income taxes, net of changes in deferred taxes



      474




      1,308












      5,645




      6,824










      Changes in working capital



      (2,934)




      (2,703)












      (6,691)




      (8,634)










      Cash used in operating activities



      (11,230)




      (8,002)












      (30,117)




      (18,687)










      Changes in working capital



      2,934




      2,703












      6,691




      8,634










      Free cash flow



      (8,296)




      (5,299)




      (2,997)




      (56.6)




      (23,426)




      (10,053)




      (13,373)




      (133.0)




      (1) For the quarter and nine months ended September 30, 2017, selling, general and administrative expenses included $1.4 million and $6.8 million, respectively, of costs related to the implementation of a shared service initiative. Selling, general and administrative expenses for the quarter and nine months ended September 30, 2017 also includes $3.0 million and $7.9 million, respectively, of costs incurred in connection with the evaluation of various investment and acquisition opportunities.


      (2) Interest expense, net, included non-cash amortization of deferred financing fees and non-cash amortization of debt discount related to the 2.00% Convertible Senior Notes due October 2023.


      (3) Represents the cash interest expense reclassified to Atlantic Aviation related to the 2.00% Convertible Senior Notes due October 2023, proceeds of which were used to pay down a portion of Atlantic Aviation's credit facility in October 2016.

        

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






















      For the Quarter Ended September 30, 2017









      IMTT


      Atlantic Aviation


      Contracted Power(1)


      MIC Hawaii(1)


      MIC Corporate


      Proportionately Combined(2)




      Contracted Power 100%


      MIC
      Hawaii
      100%

      ($ in Thousands) (Unaudited)

      Net income (loss)



      20,755




      21,591




      7,705




      6,161




      (19,584)




      36,628








      7,251




      6,160


      Interest expense, net(3)



      10,187




      4,295




      5,598




      1,875




      6,597




      28,552








      6,281




      1,877


      Provision (benefit) for income taxes



      14,422




      11,139




      6,337




      4,830




      (11,181)




      25,547








      6,337




      4,830


      Depreciation and
      amortization
      of intangibles



      31,511




      25,286




      12,949




      3,706




      —




      73,452








      14,830




      3,711


      Fees to Manager-related
      party



      —




      —




      —




      —




      17,954




      17,954








      —




      —


      Pension expense(4)



      1,883




      5




      —




      272




      —




      2,160








      —




      272


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



      178




      1,212




      (1,913)




      (3,361)




      159




      (3,725)








      (1,914)




      (3,360)


      EBITDA excluding non-cash items



      78,936




      63,528




      30,676




      13,483




      (6,055)




      180,568








      32,785




      13,490


      EBITDA excluding non-cash items



      78,936




      63,528




      30,676




      13,483




      (6,055)




      180,568








      32,785




      13,490


      Interest expense, net(3)



      (10,187)




      (4,295)




      (5,598)




      (1,875)




      (6,597)




      (28,552)








      (6,281)




      (1,877)


      Convertible senior notes interest(6)



      —




      (2,012)




      —




      —




      2,012




      —








      —




      —


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



      (524)




      464




      (786)




      23




      —




      (823)








      (922)




      23


      Amortization of debt financing charges(3)



      413




      284




      365




      99




      988




      2,149








      379




      99


      Amortization of debt discount(3)



      —




      —




      —




      —




      882




      882








      —




      —


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



      344




      (1,208)




      10




      (1,773)




      474




      (2,153)








      9




      (1,773)


      Changes in working capital



      3,732




      (1,335)




      (2,284)




      (2,534)




      (2,934)




      (5,355)








      (1,842)




      (2,535)


      Cash provided by (used in) operating activities



      72,714




      55,426




      22,383




      7,423




      (11,230)




      146,716








      24,128




      7,427


      Changes in working capital



      (3,732)




      1,335




      2,284




      2,534




      2,934




      5,355








      1,842




      2,535


      Maintenance capital expenditures



      (8,116)




      (2,165)




      —




      (1,825)




      —




      (12,106)








      —




      (1,825)


      Proportionately Combined Free Cash flow



      60,866




      54,596




      24,667




      8,132




      (8,296)




      139,965








      25,970




      8,137




      For the Quarter Ended September 30, 2016









      IMTT


      Atlantic Aviation


      Contracted Power(1)


      MIC
      Hawaii(1)


      MIC
      Corporate


      Proportionately Combined(2)




      Contracted
      Power 100%


      MIC
      Hawaii
      100%

      ($ in Thousands) (Unaudited)

      Net income (loss)



      24,580




      17,232




      9,489




      5,479




      (14,931)




      41,849








      10,124




      5,476


      Interest expense, net(3)



      7,827




      5,199




      2,352




      1,568




      3,483




      20,429








      2,764




      1,571


      Provision (benefit) for
      income taxes



      17,079




      11,543




      8,014




      3,246




      (10,859)




      29,023








      8,013




      3,246


      Depreciation and
      amortization of
      intangibles



      35,709




      22,148




      12,122




      2,800




      —




      72,779








      14,000




      2,802


      Fees to Manager-related
      party



      —




      —




      —




      —




      18,382




      18,382








      —




      —


      Pension expense(4)



      1,752




      16




      —




      349




      —




      2,117








      —




      349


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



      73




      200




      (1,459)




      316




      188




      (682)








      (1,459)




      316


      EBITDA excluding non-
      cash items(7)



      87,020




      56,338




      30,518




      13,758




      (3,737)




      183,897








      33,442




      13,760


      EBITDA excluding non-
      cash items(7)



      87,020




      56,338




      30,518




      13,758




      (3,737)




      183,897








      33,442




      13,760


      Interest expense, net(3)



      (7,827)




      (5,199)




      (2,352)




      (1,568)




      (3,483)




      (20,429)








      (2,764)




      (1,571)


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



      (2,433)




      (2,371)




      (3,334)




      (253)




      —




      (8,391)








      (3,778)




      (250)


      Amortization of debt financing charges(3)



      411




      791




      362




      96




      613




      2,273








      376




      96


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



      (904)




      (159)




      —




      (1,361)




      1,308




      (1,116)








      1




      (1,361)


      Changes in working capital



      (1,243)




      5,142




      875




      (1,390)




      (2,703)




      681








      949




      (1,394)


      Cash provided by (used
      in) operating activities



      75,024




      54,542




      26,069




      9,282




      (8,002)




      156,915








      28,226




      9,280


      Changes in working capital



      1,243




      (5,142)




      (875)




      1,390




      2,703




      (681)








      (949)




      1,394


      Maintenance capital
      expenditures(8)



      (19,860)




      (2,075)




      (421)




      (1,978)




      —




      (24,334)








      (559)




      (1,978)


      Proportionately
      Combined Free Cash
      Flow



      56,407




      47,325




      24,773




      8,694




      (5,299)




      131,900








      26,718




      8,696




      For the Nine Months Ended September 30, 2017









      IMTT


      Atlantic Aviation


      Contracted Power(1)


      MIC
      Hawaii(1)


      MIC
      Corporate


      Proportionately Combined(2)




      Contracted Power 100%


      MIC
      Hawaii
      100%

      ($ in Thousands) (Unaudited)

      Net income (loss)



      67,184




      60,225




      9,858




      16,009




      (58,181)




      95,095








      9,604




      16,004


      Interest expense, net(3)



      30,707




      13,648




      18,177




      5,789




      19,419




      87,740








      20,431




      5,795


      Provision (benefit) for
      income taxes



      46,686




      36,766




      8,209




      10,772




      (37,149)




      65,284








      8,209




      10,772


      Depreciation and amortization of intangibles



      93,826




      73,894




      39,390




      10,908




      —




      218,018








      45,031




      10,922


      Fees to Manager-related
      party



      —




      —




      —




      —




      54,610




      54,610








      —




      —


      Pension expense(4)



      5,649




      15




      —




      817




      —




      6,481








      —




      817


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



      315




      1,252




      (6,148)




      3,108




      534




      (939)








      (6,170)




      3,108


      EBITDA excluding non-cash items



      244,367




      185,800




      69,486




      47,403




      (20,767)




      526,289








      77,105




      47,418


      EBITDA excluding non-cash items



      244,367




      185,800




      69,486




      47,403




      (20,767)




      526,289








      77,105




      47,418


      Interest expense, net(3)



      (30,707)




      (13,648)




      (18,177)




      (5,789)




      (19,419)




      (87,740)








      (20,431)




      (5,795)


      Convertible senior notes interest(6)



      —




      (5,769)




      —




      —




      5,769




      —








      —




      —


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



      (257)




      3,150




      (1,088)




      112




      —




      1,917








      (1,282)




      113


      Amortization of debt financing charges(3)



      1,236




      819




      1,094




      303




      2,969




      6,421








      1,137




      303


      Amortization of debt discount(3)



      —




      —




      —




      —




      2,377




      2,377








      —




      —


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



      (3,069)




      (5,810)




      7




      (5,265)




      5,645




      (8,492)








      6




      (5,265)


      Changes in working capital



      (12,413)




      (6,667)




      (9,824)




      (12,833)




      (6,691)




      (48,428)








      (9,703)




      (12,852)


      Cash provided by (used in) operating activities



      199,157




      157,875




      41,498




      23,931




      (30,117)




      392,344








      46,832




      23,922


      Changes in working capital



      12,413




      6,667




      9,824




      12,833




      6,691




      48,428








      9,703




      12,852


      Maintenance capital expenditures



      (13,563)




      (5,071)




      (22)




      (4,406)




      —




      (23,062)








      (22)




      (4,406)


      Proportionately Combined Free Cash Flow



      198,007




      159,471




      51,300




      32,358




      (23,426)




      417,710








      56,513




      32,368




      For the Nine Months Ended September 30, 2016









      IMTT(9)


      Atlantic Aviation


      Contracted Power(1)


      MIC
      Hawaii(1)


      MIC
      Corporate


      Proportionately Combined(2)




      Contracted Power 100%


      MIC
      Hawaii
      100%

      ($ in Thousands) (Unaudited)

      Net income (loss)



      55,775




      43,339




      896




      23,322




      (38,792)




      84,540








      97




      23,319


      Interest expense, net(3)



      41,462




      27,437




      27,801




      6,221




      10,446




      113,367








      31,614




      6,224


      Provision (benefit) for income taxes



      38,717




      29,258




      7,625




      14,863




      (30,055)




      60,408








      7,626




      14,863


      Depreciation and
      amortization of
      intangibles



      103,612




      69,041




      36,067




      7,694




      —




      216,414








      41,693




      7,696


      Fees to Manager-related
      party



      —




      —




      —




      —




      49,570




      49,570








      —




      —


      Pension expense(4)



      5,414




      50




      —




      1,048




      —




      6,512








      —




      1,048


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



      631




      448




      (5,405)




      (6,090)




      563




      (9,853)








      (5,424)




      (6,090)


      EBITDA excluding non-cash items(7)



      245,611




      169,573




      66,984




      47,058




      (8,268)




      520,958








      75,606




      47,060


      EBITDA excluding non-cash items(7)



      245,611




      169,573




      66,984




      47,058




      (8,268)




      520,958








      75,606




      47,060


      Interest expense, net(3)



      (41,462)




      (27,437)




      (27,801)




      (6,221)




      (10,446)




      (113,367)








      (31,614)




      (6,224)


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



      10,723




      4,416




      10,756




      503




      —




      26,398








      11,994




      506


      Amortization of debt financing charges(3)



      1,242




      2,496




      1,071




      848




      1,837




      7,494








      1,113




      848


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



      (3,071)




      (2,521)




      (9)




      (6,507)




      6,824




      (5,284)








      (8)




      (6,507)


      Changes in working capital



      (11,726)




      11,412




      (2,187)




      5,558




      (8,634)




      (5,577)








      (1,909)




      5,554


      Cash provided by (used in) operating activities



      201,317




      157,939




      48,814




      41,239




      (18,687)




      430,622








      55,182




      41,237


      Changes in working capital



      11,726




      (11,412)




      2,187




      (5,558)




      8,634




      5,577








      1,909




      (5,554)


      Maintenance capital expenditures(8)



      (33,099)




      (5,816)




      (421)




      (5,251)




      —




      (44,587)








      (559)




      (5,251)


      Proportionately Combined Free Cash Flow



      179,944




      140,711




      50,580




      30,430




      (10,053)




      391,612








      56,532




      30,432




      (1) Represents MIC's proportionately combined interests in the businesses comprising these reportable segments.


      (2) The sum of the amounts attributable to MIC in proportion to its ownership.


      (3)Interest expense, net, includes adjustments to derivative instruments, non-cash amortization of deferred financing charges and non-cash amortization of debt discount related to the 2.00% Convertible Senior Notes due October 2023. For the nine months ended September 30, 2016, interest expense, net, also included a non-cash write-off of deferred financing fees related to the February 2016 refinancing at Hawaii Gas.


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


      (5) Other non-cash expense (income), net, primarily includes non-cash amortization of tolling liabilities, unrealized gains (losses) on commodity hedges 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 reclassified from MIC Corporate to Atlantic Aviation related to the 2.00% Convertible Senior Notes due October 2023, proceeds of which were used to pay down a portion of Atlantic Aviation's credit facility in October 2016.


      (7) For the quarter and nine months ended September 30, 2016, EBITDA excluding non-cash items included $13.0 million and $15.5 million, respectively, of insurance recoveries related to damaged docks at IMTT.


      (8) For the quarter and nine months ended September 30, 2016, maintenance capital expenditures included $13.9 million associated with the rebuilding of damaged docks, the majority of which were insured losses, at IMTT.


      (9) 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.

      SOURCE Macquarie Infrastructure Corporation

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