MIC Reports Third Quarter 2020 Financial And Operational Results, Announces Agreement To Sell IMTT

NEW YORK, Nov. 9, 2020 /PRNewswire/ -- Macquarie Infrastructure Corporation (NYSE: MIC) today announced its operational and financial results for the third quarter 2020 and its entry into an agreement to sell its International-Matex Tank Terminals (IMTT) business to an affiliate of Riverstone Holdings LLC.

On November 8, 2020, MIC entered into an agreement to sell its bulk liquid storage and handling business, IMTT, to an entity affiliated with Riverstone Holdings LLC for approximately $2.685 billion in cash and assumed debt. The transaction is expected to close in late 2020 or early 2021, subject to receipt of approvals and satisfaction of the conditions precedent set forth in the sales agreement.

MIC intends to use all net proceeds, after payment of capital gains taxes and additional transaction related expenses and fees, to pay a special dividend of approximately $10.75 per share and to repay or offset holding company level debt of approximately $400 million. Both the record date for the dividend and final amount remain subject to approval by the MIC board of directors, which is expected following the closing of the sale based on business and economic conditions at the time. Pro-forma for the completion of the sale and the payment of the special dividend, the Company expects its leverage ratio to be approximately 4.3x net debt to EBITDA.

On closing of the sale, MIC anticipates paying capital gains taxes of approximately $158 million, additional transaction expenses of approximately $25 million and a payment to the Company's external Manager of approximately $28 million pursuant to the Disposition Agreement entered into between the Company and the Manager on October 30, 2019.

"We are pleased with the result of our efforts to sell IMTT against the challenging backdrop created by the COVID-19 pandemic," said Christopher Frost, MIC's chief executive officer. "We have achieved a favorable outcome for MIC shareholders consistent with our strategy of unlocking value via sales of our operating businesses."

"We remain committed to our pursuit of strategic alternatives for our ongoing businesses and to maintaining our balance sheet strength and financial flexibility throughout the process," Frost added.

Lazard and Evercore acted as financial advisors to MIC, and White & Case provided legal support.

IMTT has been classified as a discontinued operation for financial reporting purposes as of September 30, 2020. All prior periods referenced in this press release and in the Company's filing with the SEC on Form 10-Q have been restated to reflect this classification. MIC's continuing operations comprise Atlantic Aviation, MIC Hawaii, and the Company's Corporate and Other segment.

MIC's results for the third quarter reflect strong sequential growth in cash generation by Atlantic Aviation based on stable domestic general aviation flight activity at levels consistent with the end of the second quarter together with effective expense management. The Company also reported performance by its MIC Hawaii businesses consistent with the second quarter of 2020 reflective of COVID-related restrictions on tourism in the state.

Commenting on the Company's results for the quarter, Frost said: "The continued stable performance of Atlantic Aviation and MIC Hawaii underpinned our decision to repay most of the funds previously drawn on our revolving credit facility. We are confident in the outlook for our ongoing operations and their ability to remain profitable as the economy recovers from the effects of the pandemic."

Third Quarter 2020 Financial Results of Continuing Operations

MIC generated a net loss from continuing operations of $(158) million for the quarter, compared with net income of $2 million in the third quarter of 2019. The net loss reflects reduced revenue from each of Atlantic Aviation and MIC Hawaii driven by the COVID-related decline in business activity versus the prior comparable period. In addition, given the probability that IMTT will be sold in a taxable transaction, the Company recorded a deferred tax liability on the difference between the book and tax basis in its investment in IMTT. The net loss was partially offset by reduced operating expenses and lower interest expense.

The Company reported Adjusted EBITDA excluding non-cash items of $60 million in the third quarter, down from $69 million in the prior comparable period. The decrease reflects primarily the reduced contributions from each of Atlantic Aviation and MIC Hawaii.

MIC generated cash from operating activities of $44 million in the third quarter, down from $101 million in the prior comparable period. The decrease primarily reflects the absence of a federal income tax liability in the prior comparable quarter related to the gain on sale of the Company's renewable power generation businesses that was paid in December of 2019. The decrease also reflects the reduced EBITDA excluding non-cash items generated by each of Atlantic Aviation and MIC Hawaii, partially offset by favorable movements in accounts receivable.

The Company reported Adjusted Free Cash Flow of $38 million for the third quarter, down from $50 million in the prior comparable period. The decrease reflects the reduced Adjusted EBITDA excluding non-cash items and a current income tax liability versus an income tax benefit in the prior comparable period. These were partially offset by lower interest expense and lower maintenance capital expenditures.

Third Quarter 2020 Financial Results of Discontinued Operations

MIC's discontinued operations comprise IMTT and its subsidiaries in the current period. In the prior periods reported, discontinued operations include IMTT, MIC's portfolio of wind and solar power generation businesses, and a solar power development company.

MIC generated a net loss from discontinued operations of $(735) million for the quarter versus net income of $59 million in the prior comparable period. The net loss reflects primarily an impairment of the IMTT disposal group of $750 million including a $725 million write-down of the value of the goodwill of IMTT and the absence of the gain on the sale of solar power generation businesses and the solar power development company, which were concluded in the third quarter of 2019.

Third Quarter 2020 Segment Results

Continuing Operations

"Domestic general aviation flight activity in the third quarter was stable and modestly improved relative to the end of the second quarter, although down approximately 14% industry wide and down 19% at the airports on which Atlantic Aviation operates, versus the prior comparable period. The stability in flight activity throughout the quarter and continued effective cost control resulted in substantially better cash generation by Atlantic Aviation versus the second quarter," said Frost.

    --  Atlantic Aviation recorded net income of $13 million and $14 million and
        cash from operations of $47 million and $49 million for the quarters
        ended September 30, 2020 and 2019, respectively.
    --  Atlantic Aviation generated EBITDA excluding non-cash items of $54
        million in the third quarter of 2020, down from $64 million in the prior
        comparable period but up from the $17 million generated in the second
        quarter of 2020. The sequential improvement reflected the higher average
        level of flight activity, stable tenant rental income, and effective
        cost control as well as the absence of a $7 million provision for
        remediation of certain environmental matters booked in the second
        quarter.
    --  The disproportionate decline in flight activity at airports on which
        Atlantic Aviation operates relative to the results for the broader
        industry reflects Atlantic's presence in  regions of the country with a
        higher proportion of business and international travel. Flight activity
        in these regions has not recovered at the same rate as primarily
        leisure-oriented regions.
    --  Free Cash Flow generated by Atlantic Aviation totaled $39 million for
        the quarter, down from $42 million in the prior comparable period
        primarily as result of the decline in EBITDA excluding non-cash items,
        partially offset by lower cash interest expense, taxes and maintenance
        capital expenditures.

"The performance of MIC Hawaii during the third quarter was consistent with the second quarter with the amount of gas sold declining by approximately 37% versus the third quarter in 2019," said Frost. "The number of visitors to Hawaii dropped by 94% in the third quarter versus the same period in 2019, although the easing of quarantine requirements on October 15, 2020 is expected to result in an increase in the number of visitors and to contribute to modest growth in gas sales by our Hawaii Gas business in the fourth quarter."

    --  MIC Hawaii recorded net income of $1 million in the quarter ended
        September 30 in both 2020 and 2019, and cash from operations of $5
        million and $11 million for the quarters ended September 30, 2020 and
        2019, respectively.
    --  MIC Hawaii generated EBITDA of $7 million for the quarter, down from $12
        million in the third quarter of 2019 reflecting the reduction in amount
        of gas sold and realized losses on commodity hedge contracts.
    --  Free Cash Flow produced by MIC Hawaii declined 50% to $4 million in the
        third quarter from $8 million in the prior comparable period but
        increased from $3 million in the second quarter. The decline versus the
        prior comparable period reflects the reduction in EBITDA excluding
        non-cash items partially offset by lower taxes.

MIC's Corporate and Other segment includes primarily costs of managing the public company including fees payable to the Company's external manager, interest expense on holding company level debt facilities, and expenses related to the Company's pursuit of strategic alternatives.

    --  Corporate and Other recorded a net loss of $(172) million and $(13)
        million for the quarters ended September 30, 2020 and 2019,
        respectively, and cash used in operations of $(8) million in the quarter
        ended September 30, 2020 and from operations of $41 million in the
        quarter ended September 30, 2019.
    --  Third quarter EBITDA improved to $(4) million from $(5) million in the
        prior comparable period as income from a previously owned renewable
        power development business partially offset cost increases related to
        MIC's pursuit of strategic alternatives.
    --  Holding company level cash interest expense increased versus the prior
        comparable period due to the Company having $599 million drawn on its
        revolving credit facility for a portion of the period and lower interest
        income. MIC repaid $449 million of the drawn balance during the quarter.
        The increase in interest expense was partially offset by the repayment
        of a $350 million tranche of holding company convertible notes in July
        of 2019.

Discontinued Operations

"IMTT performed well in the third quarter as petroleum product prices remained constructive for storage," noted Frost. "The outlook for storage demand across petroleum, chemical and agricultural products remains favorable and overall utilization continues to be above historically normal levels causing some customers to seek renewal of contracts ahead of their scheduled maturity to ensure ongoing access to capacity."

    --  Utilization averaged 95.8% and 91.9% for the quarter and nine months
        ended September 30, 2020, respectively, compared with 85.2% and 83.6%
        for the quarter and nine months ended September 30, 2019, respectively.
        The increase in average utilization primarily reflects the effect of a
        contango in prices for refined petroleum products.
    --  Firm commitments had a revenue weighted average remaining contract life
        of 1.7 years at quarter end.

Balance Sheet Strength and Financial Flexibility

MIC's aggregate leverage ratio was 4.8x net debt/Adjusted EBITDA excluding non-cash items (trailing twelve-month basis) on September 30, 2020. Leverage across MIC's ongoing operations was 5.7x on September 30, 2020 and is expected to increase ahead of the expected closing of the sale of IMTT as the Company uses a portion of its current cash balance to fund growth projects to which it has previously committed. MIC had cash on hand of $429 million on September 30, 2020 including $150 million drawn on its revolving credit facility.

Guidance

MIC re-initiated financial guidance for 2020. For the full year, the Company expects to generate Adjusted EBITDA excluding non-cash items from continuing operations of between $200 million and $215 million. The buildup of the EBITDA guidance for 2020 on segment basis is as follows:


                        Segment                         EBITDA
                                                         Range
                                                         ($mm)



            Atlantic Aviation                          185 -195



            MIC Hawaii                                   35 -40


             Corporate and Other                            (20)



            
              Total                           200 -215

Through September 30, 2020, the Company had deployed $154 million of an anticipated $200 million to $225 million of investments in growth projects for the full year. Approximately $118 million of the capital deployed was invested in projects related to the discontinued operations of IMTT. Of the investment being made in 2020, between $50 million and $55 million is expected to be deployed into projects involving Atlantic Aviation and MIC Hawaii.

Strategic Alternatives

On October 31, 2019, MIC announced its intention to pursue strategic alternatives and unlock value for shareholders potentially through the sale of the Company or one or more of its operating businesses. Following the announcement of the agreement to sell IMTT, MIC expects to continue to pursue sales of the Company or its remaining operating businesses. Although MIC has not established a timeline for completion of any sale, the Company indicated that it would proceed at a point at which value could be expected to be maximized relative to any economic recovery.

Summary Financial Information


                                                                                                 Quarter Ended                                     Change                                                       Nine Months Ended                              Change
                                                                                      
         September 30,                          
           Favorable/                                                  
     September 30,                     
           Favorable/
                                                                                                                                  
           (Unfavorable)                                                                                  
           (Unfavorable)



                                                                                 2020                          2019            
         
           $                                                         %         2020                  2019                 
           
              $ %



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



           
                GAAP Metrics



           
                Continuing Operations



           Net (loss) income                                                              $
              (158)                                                 $
              2                                     (160)                         
          NM                                $
           (190)                    $
           20                    (210)     
       NM



           Net (loss) income per share attributable to MIC                    (1.82)                                    0.03                                                                    (1.85)                
              NM                                   (2.19)                   0.24     (2.43)                         
          NM



           Cash provided by operating activities                                  44                                      101                                                                      (57)                         (56)                                      114                     220      (106)                              (48)



           
                Discontinued Operations



           Net (loss) income                                                              $
              (735)                                                $
              59                                     (794)                         
          NM                                $
           (700)                   $
           119                    (819)     
       NM



           Net (loss) income per share attributable to MIC                    (8.44)                                    0.68                                                                    (9.12)                
              NM                                   (8.05)                   1.42     (9.47)                         
          NM



           Cash provided by operating activities                                  66                                        9                                                                        57                 
              NM                                      168                     139         29                                 21



           Weighted average number of shares outstanding:                 87,030,751                               86,276,237                                                                   754,514                             1                                86,864,951              86,075,394    789,557                                  1
      basic



           
                MIC Non-GAAP Metrics



           EBITDA excluding non-cash items - continuing                                      $
              57                                                 $
              71                                      (14)                              (20)                                  $
           138                    $
           237                     (99)       (42)
      operations



           Investment and acquisition/disposition costs                            3                                      (2)                                                                        5                 
              NM                                       16                       1         15                         
           NM




           Adjusted EBITDA excluding non - cash items-continuing                             $
              60                                                 $
              69                                       (9)                              (13)                                  $
           154                    $
           238                     (84)       (35)
      operations




           Cash interest                                                                   $
              (16)                                              $
              (18)                                        2                                 11                                  $
           (55)                  $
           (57)                       2           4



           Cash taxes                                                            (3)                                       3                                                                       (6)                
              NM                                      (2)                      6        (8)                             (133)



           Maintenance capital expenditures                                      (3)                                     (4)                                                                        1                            25                                      (12)                   (13)         1                                  8




           
                Adjusted Free Cash Flow - continuing operations                      $
              38                                                 $
              50                                      (12)                              (24)                                   $
           85                    $
           174                     (89)       (51)




           EBITDA excluding non-cash items - discontinued operations                         $
              67                                                 $
              61                                         6                                 10                                   $
           212                    $
           251                     (39)       (16)



           Cash interest                                                                               (10)                                                          (10)                                                                                                                     (30)                           (38)                       8          21



           Cash taxes                                                                                     1                                                           (59)                                       60                                102                                            (2)                           (71)                      69          97



           Maintenance capital expenditures                                                            (12)                                                          (14)                                        2                                 14                                           (31)                           (28)                     (3)       (11)




           
                Adjusted Free Cash Flow - Discontinued operations                    $
              46                                               $
              (22)                                       68                          
          NM                                  $
           149                    $
           114                       35          31




           
                Adjusted Free Cash Flow - consolidated                         $
       
                84                                    $
              
                28                                        56                          
          NM                           $
        
             234              $
       
             288                     (54)       (19)



               NM -Not meaningful

Conference Call and Webcast

When: MIC has scheduled a conference call for 8:00 a.m. Eastern Time on Monday, November 9, 2020 during which management will review and comment on the Company's third quarter and year to date 2020 results.

How: To listen to the conference call dial +1(650) 521-5252 or +1(877) 852-2928 at least ten 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 9, 2020 through midnight on November 16, 2020, at +1(404) 537-3406 or +1(855) 859-2056, Passcode: 9356736. An online archive of the webcast will be available on the Company's website for one year following the call.

About MIC

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

Use of Non-GAAP Measures

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

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.

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 expense reflected in the statements of operations. Other non-cash expenses, net, excludes the adjustment to bad debt expense related to the specific reserve component, net of recoveries. EBITDA excluding non-cash items also excludes base management fees and performance fees, if any, whether paid in cash or stock.

The Company's businesses can be characterized as 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 fund acquisitions, invest in growth projects, reduce or repay indebtedness and/or return capital to shareholders. GAAP metrics such as net income (loss) do not provide MIC management with the same level of visibility to 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 mark-to-market adjustment of the value of derivative instruments; (v) gains (losses) related to the write-off or disposal of assets or liabilities, (vi) non-cash compensation expense incurred in relation to the incentive plans for senior management of our operating businesses, and (vii) pension expense. 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 in Free Cash Flow and are not included in pension expense. 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 and Other. 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 to help understand MIC's financial performance and not in lieu of its financial results reported under GAAP.

See the tables below for a reconciliation of Net Income (loss) to EBITDA excluding non-cash items from continuing operations and a reconciliation of cash provided by operating activities from continuing operations to Free Cash Flow from continuing operations.

With respect to the Company's guidance for EBITDA and Free Cash Flow in 2020, a reconciliation of EBITDA to net income (loss), the most comparable GAAP measure and a reconciliation of Free Cash Flow to cash from operating activities, the most comparable GAAP measure, are not available without unreasonable effort due to the Company's limited visibility into and an inability to make accurate projections and estimates of items including management fees, hedging agreements, depreciation and any (benefit) provision for income taxes. These items may vary greatly from year to year and could significantly impact MIC's results as reported in accordance with GAAP.

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 various factors in determining whether a specific capital expenditure will be classified as maintenance or growth.

MIC does not bifurcate specific capital expenditures into growth and maintenance components. Each discrete capital expenditure is considered within the above framework and the entire capital expenditure is classified as either maintenance or growth.

Forward-Looking Statements

This press release contains forward-looking statements. MIC may, in some cases, use words such as "project", "believe", "anticipate", "plan", "expect", "estimate", "intend", "should", "would", "could", "potentially", or "may" or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. Such statements include, among others, those concerning our expected financial performance and strategic and operational plans, statements regarding the anticipated specific and overall impacts of the COVID-19 pandemic, as well as all assumptions, expectations, predictions, intentions or beliefs about future events. 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; the short and long term impact of the COVID-19 pandemic; its ability to service, comply with the terms of and refinance debt, successfully integrate and manage acquired businesses, retain or replace qualified employees, complete growth projects, deploy growth capital and manage growth, make and finance future acquisitions, and implement its strategy; the regulatory environment; 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 associated with acquisitions or dispositions, litigation risks; risks related to its shared services initiative and its ability to achieve cost savings; 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.

MIC is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia). The obligations of MIC 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 MIC.






                                                      
              
                MACQUARIE INFRASTRUCTURE CORPORATION




                                                     
              
                CONSOLIDATED CONDENSED BALANCE SHEETS


                                                       
              
                ($ in Millions, Except Share Data)




                                                                    September 30,                                  December 31,
                                                                             2020                                           2019

                                                                                                                            ---

                                                               (Unaudited)


                      
              
                ASSETS



     Current assets:


      Cash and cash equivalents                                                       $
              429                                    $
         260



     Restricted cash                                                          14                                                    1


      Accounts receivable, net of
       allowance for doubtful
       accounts                                                                40                                                   66



     Inventories                                                              17                                                   22



     Prepaid expenses                                                          9                                                    9


      Income tax receivable                                                    12                                                   11


      Other current assets                                                      9                                                   10


      Current assets held for
       sale(1)                                                              3,400                                                4,172



      Total current assets                                                  3,930                                                4,551


      Property, equipment, land and
       leasehold improvements, net                                            859                                                  879


      Operating lease assets, net                                             319                                                  317



     Goodwill                                                                616                                                  615


      Intangible assets, net                                                  462                                                  488


      Other noncurrent assets                                                   7                                                   11




     Total assets                                                                  $
              6,193                                  $
         6,861



                               LIABILITIES AND STOCKHOLDERS' EQUITY



     Current liabilities:


      Due to Manager-related party                                                      $
              2                                      $
         3



     Accounts payable                                                         22                                                   38



     Accrued expenses                                                         45                                                   43


      Current portion of long-term
       debt                                                                    11                                                   12


      Operating lease liabilities -
       current                                                                 18                                                   18


      Other current liabilities                                                24                                                   23


      Current liabilities held for
       sale(1)                                                              1,856                                                1,872



      Total current liabilities                                             1,978                                                2,009


      Long-term debt, net of
       current portion                                                      1,705                                                1,554


      Deferred income taxes                                                   279                                                  120


      Operating lease liabilities -
       noncurrent                                                             307                                                  303


      Other noncurrent liabilities                                             68                                                   64




     Total liabilities                                                     4,337                                                4,050



      Commitments and contingencies                                             -



     Stockholders' equity(2):


      Additional paid in capital                                            1,133                                                1,198


      Accumulated other
       comprehensive loss                                                    (37)                                                (37)



     Retained earnings                                                       751                                                1,641



      Total stockholders' equity                                            1,847                                                2,802


      Noncontrolling interests                                                  9                                                    9




     Total equity                                                          1,856                                                2,811



      Total liabilities and equity                                                  $
              6,193                                  $
         6,861




              (1)              See Note 4, "Discontinued Operations
                                  and Dispositions", in our Notes to
                                  Consolidated Condensed Financial
                                  Statements in Part I of Form 10-Q
                                  for the quarter ended September 30,
                                  2020, for discussions on businesses
                                  classified as held for sale.





              (2)              The Company is authorized to issue
                                  the following classes of stock: (i)
                                  500,000,000 shares of common stock,
                                  par value $0.001 per share. On
                                  September 30, 2020 and December 31,
                                  2019, the Company had 87,134,627
                                  shares and 86,600,302 shares of
                                  common stock issued and
                                  outstanding, respectively; (ii)
                                  100,000,000 shares of preferred
                                  stock, par value $0.001 per share
                                  authorized. On September 30, 2020
                                  and December 31, 2019, no preferred
                                  stocks were issued or outstanding;
                                  and (iii) 100 shares of special
                                  stock, par value $0.001 per share,
                                  issued and outstanding to its
                                  Manager as on September 30, 2020
                                  and December 31, 2019.







                                                                                            
       
            MACQUARIE INFRASTRUCTURE CORPORATION




                                                                                          
       
        CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS


                                                                                                 
          
                (Unaudited)


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




                                                                                                                             Quarter Ended September 30,                       Nine Months Ended September 30,



                                                                                                             2020                               2019              2020                      2019

                                                                                                                                                                                          ---


         
                Revenue



         Service revenue                                                                                               $
              163                                  $
       229                                     $
           491     $
        722



         Product revenue                                                                                      39                                              58                           136                                 183




         Total revenue                                                                                       202                                             287                           627                                 905




         
                Costs and expenses



         Cost of services                                                                                     54                                             104                           178                                 335



         Cost of product sales                                                                                25                                              43                            85                                 128



         Selling, general and administrative                                                                  69                                              72                           229                                 219



         Fees to Manager-related party                                                                         5                                               8                            16                                  23



         Depreciation                                                                                         20                                              20                            59                                  58



         Amortization of intangibles                                                                           8                                              11                            29                                  33




         Total operating expenses                                                                            181                                             258                           596                                 796




         
                Operating income                                                                        21                                              29                            31                                 109



         
                Other income (expense)



         Interest income                                                                                       -                                              1                                                                5



         Interest expense(1)                                                                                (19)                                           (25)                         (69)                               (85)



         Other (expense) income, net                                                                         (1)                                                                         (1)                                  2




         Net income (loss) from continuing operations before income taxes                                      1                                               5                          (39)                                 31



         Provision for income taxes                                                                        (159)                                            (3)                        (151)                               (11)




         
                Net (loss) income from continuing operations                                         (158)                                              2                         (190)                                 20




         
                Discontinued Operations(2)



         Net (loss) income from discontinued operations before income taxes                                (731)                                             95                         (684)                                173



         Provision for income taxes                                                                          (4)                                           (36)                         (16)                               (54)




         
                Net (loss) income from discontinued operations                                       (735)                                             59                         (700)                                119




         
                Net (loss) income                                                                    (893)                                             61                         (890)                                139




         Net (loss) income from continuing operations                                                      (158)                                              2                         (190)                                 20




         
                Net (loss) income from continuing operations attributable to MIC                     (158)                                              2                         (190)                                 20




         Net (loss) income from discontinued operations                                                    (735)                                             59                         (700)                                119



         Less: net loss attributable to noncontrolling interests                                               -                                                                                                            (3)




         
                Net (loss) income from discontinued operations attributable to MIC                   (735)                                             59                         (700)                                122




         
                Net (loss) income attributable to MIC                                                          $
              (893)                                  $
       61                                   $
           (890)    $
        142




         Basic (loss) income per share from continuing operations attributable to                                   $
              (1.82)                                $
       0.03                                  $
           (2.19)   $
        0.24
      MIC



         Basic (loss) income per share from discontinued operations attributable to                       (8.44)                                           0.68                        (8.05)                               1.42
      MIC




         Basic (loss) income per share attributable to                                                             $
              (10.26)                                $
       0.71                                 $
           (10.24)   $
        1.66
      MIC




         Weighted average number of shares outstanding: basic                                         87,030,751                                      86,276,237                    86,864,951                          86,075,394




         Diluted (loss) income per share from continuing operations attributable to                                 $
              (1.82)                                $
       0.03                                  $
           (2.19)   $
        0.24
      MIC



         Diluted (loss) income per share from discontinued operations attributable to                     (8.44)                                           0.68                        (8.05)                               1.42
      MIC




         Diluted (loss) income per share attributable to                                                           $
              (10.26)                                $
       0.71                                 $
           (10.24)   $
        1.66
      MIC




         Weighted average number of shares outstanding: diluted                                       87,030,751                                      86,303,694                    86,864,951                          86,101,022




         Cash dividends declared per share                                                          
              $                                                      $
       1.00                             
     $                    $
        3.00




              (1)              Interest expense includes non-cash
                                  losses on derivative instruments of
                                  an insignificant amount  for the
                                  quarter ended September 30, 2020
                                  and $4 million for the nine months
                                  ended September 30, 2020, compared
                                  with non-cash losses of $1 million
                                  and $8 million for the quarter and
                                  nine months ended September 30,
                                  2019, respectively.





              (2)              See Note 4, "Discontinued Operations
                                  and Dispositions", in our Notes to
                                  Consolidated Condensed Financial
                                  Statements in Part I of Form 10-Q
                                  for the quarter ended September 30,
                                  2020, for discussions on businesses
                                  classified as held for sale.







                              
              
                MACQUARIE INFRASTRUCTURE CORPORATION




                        
              
                CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS


                                          
              
                (Unaudited)


                                        
              
                ($ in Millions)




                                                                   Nine Months Ended September 30,


                                                 2020                             2019

                                                                                  ---

                            Operating activities


               Net (loss) income
                from continuing
                operations                              $
              (190)                          $
     20


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


               Depreciation and
                amortization of
                property and
                equipment                          59                                           58


               Amortization of
                intangible assets                  29                                           33


               Amortization of debt
                discount and
                financing costs                     9                                            9


               Adjustments to
                derivative
                instruments                         -                                          21


               Fees to Manager -
                related party                      16                                           23


               Deferred taxes                     149                                           17


               Other non-cash
                expense, net                       10                                            5


               Changes in other assets and
                liabilities, net of acquisitions:


               Accounts receivable                 25                                            4


               Inventories                          5


               Prepaid expenses and
                other current
                assets                            (1)                                         (6)


               Accounts payable and
                accrued expenses                  (9)                                         (7)


               Income taxes payable                 -                                          45


               Other, net                          12                                          (2)



               Net cash provided by
                operating
                activities from
                continuing
                operations                        114                                          220



                            Investing activities


               Acquisitions of
                businesses and
                investments, net of
                cash, cash
                equivalents and
                restricted cash
                acquired                         (13)


               Purchases of
                property and
                equipment                        (40)                                        (61)


               Loan to project
                developer                           -                                         (1)


               Loan repayment from
                project developer                   -                                          16


               Net cash used in
                investing
                activities from
                continuing
                operations                       (53)                                        (46)



                            Financing activities


               Proceeds from long-
                term debt                         874


               Payment of long-
                term debt                       (733)                                       (358)


               Dividends paid to
                common stockholders              (87)                                       (258)


               Debt financing costs
                paid                                -                                         (1)



               Net cash provided by
                (used in) financing
                activities from
                continuing
                operations                         54                                        (617)



               Net change in cash,
                cash equivalents
                and restricted cash
                from continuing
                operations                        115                                        (443)







                   
              
                MACQUARIE INFRASTRUCTURE CORPORATION




      
              
                CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - (continued)


                                
              
                (Unaudited)


                              
              
                ($ in Millions)




                                                          Nine Months Ended September 30,



                                        2020                           2019

                                                                       ---

                  Cash flows provided by (used in)
                   discontinued operations:


     Net cash provided by
      operating activities                     $
              168                              $
       139


     Net cash (used in)
      provided by
      investing activities             (150)                                       125


     Net cash provided by
      financing activities                                                          24



     Net cash provided by
      discontinued
      operations                          18                                        288


     Net change in cash,
      cash equivalents and
      restricted cash                    133                                      (155)


     Cash, cash
      equivalents and
      restricted cash,
      beginning of period                358                                        629



     Cash, cash
      equivalents and
      restricted cash, end
      of period                                $
              491                              $
       474



                  Supplemental disclosures of cash
                   flow information:


     Non-cash investing and financing
      activities:


     Accrued purchases of
      property and
      equipment from
      continuing
      operations                                 $
              3                                $
       9


     Accrued purchases of
      property and
      equipment from
      discontinued
      operations                          12                                         11


     Leased assets
      obtained in exchange
      for new operating
      lease liabilities
      from continuing
      operations                           9                                         13


     Leased assets
      obtained in exchange
      for new operating
      lease liabilities
      from discontinued
      operations                           1


     Taxes paid, net, from
      continuing
      operations                           1                                          3


     Taxes paid, net, from
      discontinued
      operations                           4                                          6


     Interest paid, net,
      from continuing
      operations                          55                                         71


     Interest paid, net,
      from discontinued
      operations                          24                                         32

The following table provides a reconciliation of cash, cash equivalents and restricted cash from both continuing and discontinued operations reported within the consolidated condensed balance sheets that is presented in the consolidated condensed statements of cash flows:


                                            As of September 30,



                                    2020              2019



      Cash and cash equivalents          $
     429                     $
     356



     Restricted cash                 14                          1


      Cash, cash equivalents and
       restricted cash included
       in assets held for
       sale(1)                        48                        117



      Total of cash, cash
       equivalents and
       restricted cash shown in
       the                               $
     491                     $
     474

          consolidated statement of
           cash flows




              (1)              Represents cash, cash equivalents
                                  and restricted cash related to
                                  businesses classified as held for
                                  sale. See Note 4, "Discontinued
                                  Operations and Dispositions", in
                                  our Notes to Consolidated Condensed
                                  Financial Statements in Part I of
                                  Form 10-Q for the quarter ended
                                  September 30, 2020, for further
                                  discussion.







                                                                                                                                                   
              
                MACQUARIE INFRASTRUCTURE CORPORATION




                                                                                                                                               
              
                CONSOLIDATED STATEMENTS OF OPERATIONS - MD&A




                                                                                                              Quarter Ended                                 Change                                                            Nine Months Ended                                   Change
                                                                                             
              September 30,                         Favorable/(Unfavorable)                                     
               September 30,                         Favorable/(Unfavorable)

                                                                                                                                                                                                                                                                                      ---

                                                                                            2020                            2019            
      
                $                                              %                   2020                  2019             
              
                $     %

                                                                                                                                                                                                                                                                                                ---

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



     
                Revenue



     Service revenue                                                                                $
              163                                            $
              229                                                (66)                          (29)                                         $
          491                    $
        722                         (231)       (32)



     Product revenue                                                                         39                                         58                                                             (19)                                   (33)                                       136                      183            (47)                          (26)




     Total revenue                                                                          202                                        287                                                             (85)                                   (30)                                       627                      905           (278)                          (31)




     
                Costs and expenses



     Cost of services                                                                        54                                        104                                                               50                                      48                                        178                      335             157                             47



     Cost of product sales                                                                   25                                         43                                                               18                                      42                                         85                      128              43                             34



     Selling, general and administrative                                                     69                                         72                                                                3                                       4                                        229                      219            (10)                           (5)



     Fees to Manager - related party                                                          5                                          8                                                                3                                      38                                         16                       23               7                             30



     Depreciation and amortization                                                           28                                         31                                                                3                                      10                                         88                       91               3                              3




     Total operating expenses                                                               181                                        258                                                               77                                      30                                        596                      796             200                             25




     
                Operating income                                                           21                                         29                                                              (8)                                   (28)                                        31                      109            (78)                          (72)



     
                Other income (expense)



     Interest income                                                                          -                                         1                                                              (1)                                  (100)                                                                 5             (5)                         (100)



     Interest expense(1)                                                                   (19)                                      (25)                                                               6                                      24                                       (69)                    (85)             16                             19



     Other (expense) income, net                                                            (1)                                                                                                       (1)                          
              NM                                       (1)                       2             (3)                         (150)




     Net income (loss) from continuing operations before income taxes                         1                                          5                                                              (4)                                   (80)                                      (39)                      31            (70)                     
          NM



     Provision for income taxes                                                           (159)                                       (3)                                                           (156)                          
              NM                                     (151)                    (11)          (140)                     
          NM




     
                Net (loss) income from continuing operations                            (158)                                         2                                                            (160)                          
              NM                                     (190)                      20           (210)                     
          NM




     
                Discontinued Operations



     Net (loss) income from discontinued operations before income taxes                   (731)                                        95                                                            (826)                          
              NM                                     (684)                     173           (857)                     
          NM



     Provision for income taxes                                                             (4)                                      (36)                                                              32                                      89                                       (16)                    (54)             38                             70




     
                Net (loss) income from discontinued operations                          (735)                                        59                                                            (794)                          
              NM                                     (700)                     119           (819)                     
          NM




     
                Net (loss) income                                                       (893)                                        61                                                            (954)                          
              NM                                     (890)                     139         (1,029)                     
          NM






     Net (loss) income from continuing operations                                         (158)                                         2                                                            (160)                          
              NM                                     (190)                      20           (210)                     
          NM




     
                Net (loss) income from continuing operations attributable to MIC        (158)                                         2                                                            (160)                          
              NM                                     (190)                      20           (210)                     
          NM




     Net (loss) income from discontinued operations                                       (735)                                        59                                                            (794)                          
              NM                                     (700)                     119           (819)                     
          NM



     Less: net loss attributable to noncontrolling interests                                  -                                                                                                                                                                                                                         (3)                       (3)                         (100)




     
                Net (loss) income from discontinued operations attributable to MIC      (735)                                        59                                                            (794)                          
              NM                                     (700)                     122           (822)                     
          NM




     
                Net (loss) income attributable to MIC                                           $
              (893)                                            $
              61                                               (954)                        
       NM                                       $
          (890)                   $
        142                       (1,032)       
     NM




     Basic (loss) income per share from continuing operations attributable to MIC                $
              (1.82)                                          $
              0.03                                              (1.85)                        
       NM                                      $
          (2.19)                  $
        0.24                        (2.43)       
     NM



     Basic (loss) income per share from discontinued operations attributable to MIC      (8.44)                                      0.68                                                           (9.12)                          
              NM                                    (8.05)                    1.42          (9.47)                     
          NM




     Basic (loss) income per share attributable to MIC                                          $
              (10.26)                                          $
              0.71                                             (10.97)                        
       NM                                     $
          (10.24)                  $
        1.66                       (11.90)       
     NM




     Weighted average number of shares outstanding: basic                            87,030,751                                 86,276,237                                                          754,514                                       1                                 86,864,951               86,075,394         789,557                              1




              NM - Not meaningful





              (1)              Interest expense includes non-
                                  cash losses on derivative
                                  instruments of an insignificant
                                  amount  for the quarter ended
                                  September 30, 2020 and $4
                                  million for the nine months
                                  ended September 30, 2020,
                                  compared with non-cash losses
                                  of $1 million and $8 million
                                  for the quarter and nine months
                                  ended September 30, 2019,
                                  respectively.







                                                                                                                                            
              
                MACQUARIE INFRASTRUCTURE CORPORATION




                                                                                                                            
              
                RECONCILIATION OF CONSOLIDATED NET (LOSS) INCOME TO EBITDA EXCLUDING


                                                                                                                     
       
                NON-CASH ITEMS AND A RECONCILIATION FROM CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW




                                                                                          Quarter Ended                         Change                                                            Nine Months Ended                                        Change
                                                                               September 30,                             Favorable/
                                                                                                                            (Unfavorable)                                     
                September 30,                            Favorable/(Unfavorable)

                                                                                                                                                                                                                                                ---

                                                                          2020                          2019       
       
             $                                            %                 2020                     2019             
              
                $                  %

                                                                                                                                                                                                                                                                                 ---

                                                                                                                                 
              ($ In Millions) (Unaudited)



           Net (loss) income from continuing operations                       $
              (158)                                    $
              2                                                                                                                  $
        (190)                 $
      20



           Interest expense, net(1)                                        19                                  24                                                                                                        69                                                  80



           Provision for income taxes                                     159                                   3                                                                                                       151                                                  11



           Depreciation and amortization                                   28                                  31                                                                                                        88                                                  91



           Fees to Manager - related party                                  5                                   8                                                                                                        16                                                  23



           Other non-cash expense, net(2)                                   4                                   3                                                                                                         4                                                  12




           EBITDA excluding non-cash items -                                     $
              57                                    $
              71                                              (14)                             (20)                                                  $
      138          $
     237  (99) (42)
      continuing operations






           EBITDA excluding non-cash items -                                     $
              57                                    $
              71                                                                                                                    $
        138                 $
      237


                continuing operations



           Interest expense, net(1)                                      (19)                               (24)                                                                                                     (69)                                               (80)



           Non-cash interest expense, net(1)                                3                                   6                                                                                                        14                                                  23



           (Provision) benefit for current income taxes                   (3)                                  3                                                                                                       (2)                                                  6



           Changes in working capital(3)                                    6                                  45                                                                                                        33                                                  34




           Cash provided by operating activities - continuing operations   44                                 101                                                                                                       114                                                 220



           Changes in working capital(3)                                  (6)                               (45)                                                                                                     (33)                                               (34)



           Maintenance capital expenditures                               (3)                                (4)                                                                                                     (12)                                               (13)




           Free cash flow - continuing operations                                $
              35                                    $
              52                                              (17)                             (33)                                                   $
      69          $
     173 (104) (60)




              (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.





              (2)              Other non-cash expense, net,
                                  includes pension expense, non-
                                  cash mark to market adjustment of
                                  the value of the commodity hedge
                                  contracts, non-cash compensation
                                  expense incurred in relation to
                                  the incentive plans for senior
                                  management of our operating
                                  businesses, and non-cash gains
                                  (losses) related to the write-off
                                  or disposal of assets or
                                  liabilities. Pension expense
                                  consists primarily of interest
                                  cost, expected return on plan
                                  assets and amortization of
                                  actuarial and performance gains
                                  and losses. Other non-cash
                                  expense, net, excludes the
                                  adjustment to bad debt expense
                                  related to the specific reserve
                                  component, net of recoveries, for
                                  which this adjustment is reported
                                  in working capital in the above
                                  table. See "Earnings Before
                                  Interest, Taxes, Depreciation and
                                  Amortization (EBITDA) excluding
                                  non-cash items and Free Cash
                                  Flow" above for further
                                  discussion.





              (3)              For the quarter and nine months
                                  ended September 30, 2019, the
                                  change in working capital includes
                                  the current federal income tax
                                  liability of $42 million related
                                  to the gain on sale of the
                                  renewable businesses reported in
                                  the results from discontinued
                                  operations.







                                                                                                                               
              
                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



              
                
                  Atlantic Aviation

    ---



                                                                                            Quarter Ended                                Change                                        Nine Months Ended                               Change
                                                                                      September 30,                             Favorable/                                     September 30,                            Favorable/
                                                                                                                                 (Unfavorable)                                                                             (Unfavorable)

                                                                                                                                                                                                                                   ---

                                                                                         2020                 2019                                          2020                                     2019



                                                                                  
     
           $             
     
       $          
            
                $                                       %               
     
     $        
             
                $     
     
       $               %

                                                                                                                                                                                                                                                                       ---

                                                                                                                                               
              ($ In Millions) (Unaudited)



              Revenue                                                                    163                         230                                                               (67)                     (29)                                    491                   724    (233)    (32)



              Cost of services (exclusive of depreciation and                             54                         104                                                                 50                        48                                     178                   335      157       47
       amortization shown separately below)




              Gross margin                                                               109                         126                                                               (17)                     (13)                                    313                   389     (76)    (20)



              Selling, general and administrative expenses                                55                          62                                                                  7                        11                                     178                   185        7        4



              Depreciation and amortization                                               24                          27                                                                  3                        11                                      76                    79        3        4




              Operating income                                                            30                          37                                                                (7)                     (19)                                     59                   125     (66)    (53)



              Interest expense, net(1)                                                  (11)                       (18)                                                                 7                        39                                    (44)                 (59)      15       25



              Provision for income taxes                                                 (6)                        (5)                                                               (1)                     (20)                                    (5)                 (18)      13       72




              Net income                                                                  13                          14                                                                (1)                      (7)                                     10                    48     (38)    (79)




              
                
                  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                                                                  13                          14                                                                                                                     10                    48



              Interest expense, net(1)                                                    11                          18                                                                                                                     44                    59



              Provision for income taxes                                                   6                           5                                                                                                                      5                    18



              Depreciation and amortization                                               24                          27                                                                                                                     76                    79



              Other non-cash expense, net(2)                                                         -                                                                                                                                          2                      1




              EBITDA excluding non-cash items                                             54                          64                                                               (10)                     (16)                                    137                   205     (68)    (33)




              EBITDA excluding non-cash items                                             54                          64                                                                                                                    137                   205



              Interest expense, net(1)                                                  (11)                       (18)                                                                                                                  (44)                 (59)



              Non-cash interest expense, net(1)                                            1                           3                                                                                                                      8                    15



              Provision for current income taxes                                         (3)                        (4)                                                                                                                   (3)                 (14)



              Changes in working capital                                                   6                           4                                                                                                                     31                     6




              Cash provided by operating activities                                       47                          49                                                                                                                    129                   153



              Changes in working capital                                                 (6)                        (4)                                                                                                                  (31)                  (6)



              Maintenance capital expenditures                                           (2)                        (3)                                                                                                                   (7)                  (8)




              Free cash flow                                                              39                          42                                                                (3)                      (7)                                     91                   139     (48)    (35)




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





              (2)              Other non-cash expense, net,
                                  includes primarily non-cash
                                  compensation expense incurred in
                                  relation to incentive plans and
                                  non-cash gains (losses) related
                                  to the write-off or disposal of
                                  assets or liabilities. Other non-
                                  cash expense, net, excludes the
                                  adjustment to bad debt expense
                                  related to the specific reserve
                                  component, net of recoveries, for
                                  which this adjustment is reported
                                  in working capital in the above
                                  table. See "Earnings Before
                                  Interest, Taxes, Depreciation and
                                  Amortization (EBITDA) excluding
                                  non-cash items and Free Cash
                                  Flow" above for further
                                  discussion.








       
                
                  MIC Hawaii

    ---



                                                                                                                                                      Quarter Ended                            Change                                              Nine Months Ended                          Change
                                                                                                                                                September 30,                        Favorable/                                            September 30,                      Favorable/
                                                                                                                                                                                      (Unfavorable)                                                                              (Unfavorable)

                                                                                                                                                                                                                                                                                           ---

                                                                                                                                                   2020                 2019                          2020                             2019



                                                                                                                                            
     
           $             
     
       $       
     
                $                                 %       
              
                $        
     
                $         
     
       $              %

                                                                                                                                                                                                                                                                                                                        ---

                                                                                                                                                                                                   
        ($ In Millions) (Unaudited)



       Revenue                                                                                                                                      39                        58                                                 (19)                                 (33)                                136                 183    (47)    (26)



       Cost of product sales (exclusive of depreciation and amortization shown separately below)                                                    25                        43                                                   18                                    42                                  85                 128      43       34




       Gross margin                                                                                                                                 14                        15                                                  (1)                                  (7)                                 51                  55     (4)     (7)



       Selling, general and administrative expenses                                                                                                  6                         6                                                                                                                           18                  17     (1)     (6)



       Depreciation and amortization                                                                                                                 4                         4                                                                                                                           12                  12




       Operating income                                                                                                                              4                         5                                                  (1)                                 (20)                                 21                  26     (5)    (19)



       Interest expense, net(1)                                                                                                                    (2)                      (3)                                                   1                                    33                                 (7)                (8)      1       13



       Other expense, net                                                                                                                          (1)                                                                          (1)                                 
     NM                                (1)                (2)      1       50



       Provision for income taxes                                                                                                                    -                      (1)                                                   1                                   100                                 (4)                (5)      1       20




       Net income                                                                                                                                    1                         1                                                                                                                            9                  11     (2)    (18)




       
                
                  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                                                                                                                                    1                         1                                                                                                            9                       11



       Interest expense, net(1)                                                                                                                      2                         3                                                                                                            7                        8



       Provision for income taxes                                                                                                                    -                        1                                                                                                            4                        5



       Depreciation and amortization                                                                                                                 4                         4                                                                                                           12                       12



       Other non-cash expense (income), net(2)                                                                                                       -                        3                                                                                                          (3)                      10




       EBITDA excluding non-cash items                                                                                                               7                        12                                                  (5)                                 (42)                                 29                  46    (17)    (37)




       EBITDA excluding non-cash items                                                                                                               7                        12                                                                                                           29                       46



       Interest expense, net(1)                                                                                                                    (2)                      (3)                                                                                                         (7)                     (8)



       Non-cash interest expense, net(1)                                                                                                             -                        1                                                                                                            1                        2



       Provision for current income taxes                                                                                                            -                      (1)                                                                                                         (3)                     (4)



       Changes in working capital                                                                                                                    -                        2                                                                                                            4                        3




       Cash provided by operating                                                                                                                    5                        11                                                                                                           24                       39


         activities



       Changes in working capital                                                                                                                    -                      (2)                                                                                                         (4)                     (3)



       Maintenance capital expenditures                                                                                                            (1)                      (1)                                                                                                         (5)                     (5)




       Free cash flow                                                                                                                                4                         8                                                  (4)                                 (50)                                 15                  31    (16)    (52)




              NM - Not meaningful





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





              (2)              Other non-cash expense (income),
                                  net, includes primarily non-cash
                                  mark-to-market adjustment of the
                                  value of the commodity hedge
                                  contracts, pension expense, non-
                                  cash compensation expense incurred
                                  in relation to incentive plans,
                                  and non-cash gains (losses)
                                  related to the write-off or
                                  disposal of assets or liabilities.
                                  Pension expense consists primarily
                                  of interest cost, expected return
                                  on plan assets and amortization of
                                  actuarial and performance gains
                                  and losses. Other non-cash
                                  expense (income), net, excludes
                                  the adjustment to bad debt expense
                                  related to the specific reserve
                                  component, net of recoveries, for
                                  which this adjustment is reported
                                  in working capital in the above
                                  table. See "Earnings Before
                                  Interest, Taxes, Depreciation and
                                  Amortization (EBITDA) excluding
                                  non-cash items and Free Cash
                                  Flow" above for further
                                  discussion.








             
                
                  Corporate and Other

    ---



                                                                                         Quarter Ended                                  Change                                               Nine Months Ended                                    Change
                                                                                   September 30,                        Favorable/(Unfavorable)                                      September 30,                          Favorable/(Unfavorable)

                                                                                                                                                                                                                                               ---

                                                                                      2020                 2019                                 2020                             2019



                                                                               
     
           $             
     
       $        
           
                $                                 %       
              
                $            
           
                $            
     
         $                 %

                                                                                                                                                                                                                                                                                    ---

                                                                                                                                            
        ($ In Millions) (Unaudited)



             Selling, general and administrative expenses                               8                          5                                                        (3)                                     (60)                                            33                      19        (14)           (74)



             Fees to Manager-related party                                              5                          8                                                          3                                        38                                             16                      23           7              30




             Operating loss                                                          (13)                      (13)                                                                                                                                             (49)                   (42)        (7)           (17)



             Interest expense, net(1)                                                 (6)                       (3)                                                       (3)                                    (100)                                          (18)                   (13)        (5)           (38)



             Other income, net                                                                                                                                                                                                                                                            4         (4)          (100)



             (Provision) benefit for income taxes                                   (153)                         3                                                      (156)                                 
         NM                                         (142)                     12       (154)       
         NM




             Net loss                                                               (172)                      (13)                                                     (159)                                 
         NM                                         (209)                   (39)      (170)       
         NM




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



             Net loss                                                               (172)                      (13)                                                                                                                       (209)                          (39)



             Interest expense, net(1)                                                   6                          3                                                                                                                           18                             13



             Provision (benefit) for income taxes                                     153                        (3)                                                                                                                         142                           (12)



             Fees to Manager-related party                                              5                          8                                                                                                                           16                             23



             Other non-cash expense, net(2)                                             4                                                                                                                                                      5                              1




             EBITDA excluding non-cash items                                          (4)                       (5)                                                         1                                        20                                           (28)                   (14)       (14)          (100)




             EBITDA excluding non-cash items                                          (4)                       (5)                                                                                                                        (28)                          (14)



             Interest expense, net(1)                                                 (6)                       (3)                                                                                                                        (18)                          (13)



             Non-cash interest expense, net(1)                                          2                          2                                                                                                                            5                              6



             Benefit for current income taxes                                                     -                                     8                                                                                                                4                          24



             Changes in working capital(3)                                                        -                                    39                                                                                                              (2)                         25




             Cash (used in) provided by operating                                     (8)                        41                                                                                                                         (39)                            28
        activities



             Changes in working capital(3)                                                        -                                  (39)                                                                                                               2                        (25)




             Free cash flow                                                           (8)                         2                                                       (10)                                 
         NM                                          (37)                      3        (40)       
         NM




              NM - Not meaningful





              (1)              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.





              (2)              Other non-cash expense, net,
                                  includes primarily non-cash
                                  adjustments related to non-cash
                                  compensation expense incurred in
                                  relation to incentive plans and
                                  non-cash gains (losses) related
                                  to the write-off or disposal of
                                  assets or liabilities. See
                                  "Earnings Before Interest, Taxes,
                                  Depreciation and Amortization
                                  (EBITDA) excluding non-cash items
                                  and Free Cash Flow" above for
                                  further discussion.





              (3)              For the quarter and nine months
                                  ended September 30, 2019, the
                                  change in working capital includes
                                  the current federal income tax
                                  liability of $42 million related
                                  to the gain on sale of the
                                  renewable businesses reported in
                                  the results from discontinued
                                  operations.





                                                                                          
              
                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 FREE CASH FLOW




                                                      
        
                For the Quarter Ended September 30, 2020



                                                        Atlantic Aviation                                       MIC Hawaii                                      Corporate   
     
              Total Continuing         Discontinued Operations     Total
                                                                                                                                                     and Other                  Operations



                                                             
              ($ in Millions) (Unaudited)



     Net income (loss)                                                13                                                 1                                           (172)                                (158)                      (735)     (893)



     Interest expense, net(1)                                         11                                                 2                                               6                                    19                           9         28



     Provision for income taxes                                        6                                                                                              153                                   159                           4        163



     Impairment(2)                                                                                                                                                                                                                   750        750



     Depreciation and amortization                                    24                                                 4                                                                                   28                          34         62



     Fees to Manager-related party                                                                                                                                     5                                     5                                     5



     Other non-cash expense, net(3)                                                                                                                                    4                                     4                           5          9




     EBITDA excluding non-cash items                                  54                                                 7                                             (4)                                   57                          67        124




     EBITDA excluding non-cash items                                  54                                                 7                                             (4)                                   57                          67        124



     Interest expense, net(1)                                       (11)                                              (2)                                            (6)                                 (19)                        (9)      (28)



     Non-cash interest expense (income), net(1)                        1                                                                                                2                                     3                         (1)         2



     (Provision) benefit for current income taxes                    (3)                                                                                                                                  (3)                          1        (2)



     Changes in working capital                                        6                                                                                                                                     6                           8         14




     Cash provided by (used in) operating activities                  47                                                 5                                             (8)                                   44                          66        110



     Changes in working capital                                      (6)                                                                                                                                  (6)                        (8)      (14)



     Maintenance capital expenditures                                (2)                                              (1)                                                                                 (3)                       (12)      (15)




          Free Cash Flow                                              39                                                 4                                             (8)                                   35                          46         81





                                                      
        
                For the Quarter Ended September 30, 2019



                                                        Atlantic Aviation                                       MIC Hawaii                                      Corporate          Total Continuing Operations    Discontinued Operations     Total
                                                                                                                                                     and Other



                                                             
              ($ in Millions) (Unaudited)



     Net income (loss)                                                14                                                 1                                            (13)                                    2                          59         61



     Interest expense, net(1)                                         18                                                 3                                               3                                    24                          11         35



     Provision (benefit) for income taxes                              5                                                 1                                             (3)                                    3                          36         39



     Depreciation and amortization                                    27                                                 4                                                                                   31                          32         63



     Fees to Manager-related party                                                                                                                                     8                                     8                                     8



     Other non-cash expense, net(3)                                                                                     3                                                                                    3                        (77)      (74)




     EBITDA excluding non-cash items                                  64                                                12                                             (5)                                   71                          61        132




     EBITDA excluding non-cash items                                  64                                                12                                             (5)                                   71                          61        132



     Interest expense, net(1)                                       (18)                                              (3)                                            (3)                                 (24)                       (11)      (35)



     Non-cash interest expense, net(1)                                 3                                                 1                                               2                                     6                           1          7



     (Provision) benefit for current income taxes                    (4)                                              (1)                                              8                                     3                        (59)      (56)



     Changes in working capital(4)                                     4                                                 2                                              39                                    45                          17         62




     Cash provided by operating activities                            49                                                11                                              41                                   101                           9        110



     Changes in working capital(4)                                   (4)                                              (2)                                           (39)                                 (45)                       (17)      (62)



     Maintenance capital expenditures                                (3)                                              (1)                                                                                 (4)                       (14)      (18)




          Free Cash Flow                                              42                                                 8                                               2                                    52                        (22)        30




                                                      
     
              For the Nine Months Ended September 30, 2020



                                                            Atlantic Aviation                                   MIC Hawaii               Corporate   
       
               Total Continuing     Discontinued Operations     Total
                                                                                                                               and Other
                                                                                                                                                       
       
                Operations



                                                          
              ($ in Millions) (Unaudited)



     Net income (loss)                                                    10                                             9                    (209)                               (190)                      (700)     (890)



     Interest expense, net(1)                                             44                                             7                       18                                   69                          34        103



     Provision for income taxes                                            5                                             4                      142                                  151                          16        167



     Impairment(2)                                                                                                                                                                                           750        750



     Depreciation and amortization                                        76                                            12                                                           88                         102        190



     Fees to Manager-related party                                                                                                             16                                   16                                    16



     Other non-cash expense (income), net(3)                               2                                           (3)                       5                                    4                          10         14




     EBITDA excluding non-cash items                                     137                                            29                     (28)                                 138                         212        350




     EBITDA excluding non-cash items                                     137                                            29                     (28)                                 138                         212        350



     Interest expense, net(1)                                           (44)                                          (7)                    (18)                                (69)                       (34)     (103)



     Non-cash interest expense, net(1)                                     8                                             1                        5                                   14                           4         18



     (Provision) benefit for current income taxes                        (3)                                          (3)                       4                                  (2)                        (2)       (4)



     Changes in working capital                                           31                                             4                      (2)                                  33                        (12)        21




     Cash provided by (used in) operating activities                     129                                            24                     (39)                                 114                         168        282



     Changes in working capital                                         (31)                                          (4)                       2                                 (33)                         12       (21)



     Maintenance capital expenditures                                    (7)                                          (5)                                                        (12)                       (31)      (43)




          Free Cash Flow                                                  91                                            15                     (37)                                  69                         149        218





                                                      
     
              For the Nine Months Ended September 30, 2019

                                                                                                                           ---

                                                            Atlantic Aviation                                   MIC Hawaii               Corporate   
       
               Total Continuing     Discontinued Operations     Total
                                                                                                                               and Other                    Operations



                                                          
              ($ in Millions) (Unaudited)



     Net income (loss)                                                    48                                            11                     (39)                                  20                         119        139



     Interest expense, net(1)                                             59                                             8                       13                                   80                          51        131



     Provision (benefit) for income taxes                                 18                                             5                     (12)                                  11                          54         65



     Depreciation and amortization                                        79                                            12                                                           91                          98        189



     Fees to Manager-related party                                                                                                             23                                   23                                    23



     Other non-cash expense (income), net(3)                               1                                            10                        1                                   12                        (71)      (59)




     EBITDA excluding non-cash items                                     205                                            46                     (14)                                 237                         251        488




     EBITDA excluding non-cash items                                     205                                            46                     (14)                                 237                         251        488



     Interest expense, net(1)                                           (59)                                          (8)                    (13)                                (80)                       (51)     (131)



     Non-cash interest expense, net(1)                                    15                                             2                        6                                   23                          13         36



     (Provision) benefit for current income taxes                       (14)                                          (4)                      24                                    6                        (71)      (65)



     Changes in working capital(4)                                         6                                             3                       25                                   34                         (3)        31




     Cash provided by operating activities                               153                                            39                       28                                  220                         139        359



     Changes in working capital(4)                                       (6)                                          (3)                    (25)                                (34)                          3       (31)



     Maintenance capital expenditures                                    (8)                                          (5)                                                        (13)                       (28)      (41)




          Free Cash Flow                                                 139                                            31                        3                                  173                         114        287



              (1)              Interest expense, net, includes
                                  non-cash 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.





              (2)              As part of classifying IMTT as held
                                  for sale, the Company recognized
                                  an impairment of the IMTT disposal
                                  group of $750 million, which
                                  includes a goodwill impairment of
                                  $725 million reported in
                                  discontinued operations for the
                                  quarter ended September 30, 2020.





              (3)              Other non-cash expense (income),
                                  net, includes pension expense,
                                  non-cash mark-to-market
                                  adjustment of the value of the
                                  commodity hedge contracts, non-
                                  cash compensation expense incurred
                                  in relation to the incentive plans
                                  for senior management of our
                                  operating businesses, and non-
                                  cash gains (losses) related to the
                                  write-off or disposal of assets
                                  or liabilities. Pension expense
                                  consists primarily of interest
                                  cost, expected return on plan
                                  assets, and amortization of
                                  actuarial and performance gains
                                  and losses. Other non-cash
                                  expense, net, excludes the
                                  adjustment to bad debt expense
                                  related to the specific reserve
                                  component, net of recoveries, for
                                  which this adjustment is reported
                                  in working capital in the above
                                  table. See "Earnings Before
                                  Interest, Taxes, Depreciation and
                                  Amortization (EBITDA) excluding
                                  non-cash items and Free Cash
                                  Flow" above for further
                                  discussion.





              (4)              For the quarter and nine months
                                  ended September 30, 2019, the
                                  change in working capital includes
                                  the current federal income tax
                                  liability of $42 million related
                                  to the gain on sale of the
                                  renewable businesses reported in
                                  the results from discontinued
                                  operations.

View original content:http://www.prnewswire.com/news-releases/mic-reports-third-quarter-2020-financial-and-operational-results-announces-agreement-to-sell-imtt-301168432.html

SOURCE Macquarie Infrastructure Corporation