Attached files

file filename
8-K - MACQUARIE INFRASTRUCTURE COMPANY LLC 8-K - Macquarie Infrastructure Corpa6631554.htm

Exhibit 99.1

MIC Reports Strong 2010 Financial Performance

  • Proportionately combined free cash flow increases 57.5% year on year
  • Dividend of $0.20 per share expected in 1Q’11
  • Net income from continuing operations moves to positive

NEW YORK--(BUSINESS WIRE)--February 23, 2011--Macquarie Infrastructure Company (NYSE: MIC) reported its financial results for 2010 including a 57.5% increase in proportionately combined free cash flow. Another solid year across the Company’s energy-related businesses and ongoing recovery in general aviation flight activity contributed to the increase.

Proportionately combined free cash flow (including MIC’s 50% interest in IMTT and 50.01% interest in District Energy) totaled $145.7 million or $3.19 per share in 2010.

The strong cash generation by the Company’s operating businesses provides MIC the opportunity to resume a regular cash distribution to shareholders. On February 16 the Company announced that its board of directors anticipates declaring a distribution of $0.20 per share for the first quarter in 2011. MIC expects to announce a record and payable date for the distribution along with its financial results for the first quarter in the first week of May.

“We’re pleased with the performance of our operating companies, particularly the sizable increase in the amount of cash they are producing,” said James Hooke, Chief Executive Officer of MIC. “Our energy-related businesses have been consistent performers throughout the economic downturn and now into the recovery. The performance of our aviation-related business is improving along with the level of business activity generally.”

MIC’s consolidated revenue increased 18.4% compared with 2009 to $840.8 million in 2010. The growth in revenue reflects both an increase in the volume and margins on products sold by MIC’s Atlantic Aviation and The Gas Company businesses, as well as higher energy costs, such as the cost of jet fuel, that are typically passed through to customers. Reported gross profit – defined as revenue less cost of goods sold - removes the volatility in revenue associated with fluctuations in energy costs. MIC’s consolidated gross profit totaled $370.4 million in 2010, an increase of 3.9% over 2009.

The increases in revenue and gross profit were partially offset by higher base management fees paid to MIC’s external manager. Base management fees are a function of the Company’s increased market capitalization in 2010 compared with 2009.

For the full year MIC reported net income from continuing operations of $10.0 million after tax, or $0.21 per share, compared with a net loss of $108.7 million, or $2.43 per share, in 2009. The turnaround in net income primarily reflects goodwill impairments and other non-cash write-downs taken in 2009 that did not recur in 2010.

“2010 involved executing on our plan at our operating companies,” said Hooke. “Having strengthened our balance sheet by repaying all of our holding company debt in 2009, as well as improving the financial condition of certain of our operating entities, we were able to focus on active operational management as a means of driving value in 2010,” he added.

The large amounts of intangible and high-value physical assets of its businesses generate substantial amounts of depreciation and amortization that serve to lower taxable and net income. These non-cash items may also contribute to a net operating loss (“NOL”) carryforward that serves to shelter taxable income that may be generated in the future. At year-end MIC’s federal NOL balance was $140.9 million. The Company does not expect to have a consolidated current federal income tax liability through the 2012 tax year.

“The accounting for our businesses and investment makes cash generation the key measure of overall performance,” noted Hooke. The primary drivers of the increase in cash generated by MIC’s energy-related businesses during 2010 include:

  • Margin expansion at The Gas Company;
  • Continued strong demand for the bulk liquid storage services of IMTT and an unusually large contribution from its environmental services subsidiary, Oil Mop, relating to the Gulf of Mexico oil spill; and,
  • Warmer weather in Chicago in 2010 that drove increased demand and a net increase in the number of ton-hours of cooling under contract.

MIC’s aviation-related business, Atlantic Aviation, benefited from a 9.8% increase in general aviation (GA) flight activity at the airports on which it operates. Excluding events which are unlikely to recur in any given year, such as the G-20 meeting in Pittsburgh in 2009 or the closure of the Rifle, Colorado airport for runway construction in 2010, underlying volume of GA fuel sold increased by 5.8%. Margin compression in GA fuel sales during the first half of the year was offset by margin increases in the second half. Atlantic Aviation generated $48.5 million of free cash flow in 2010, or an increase of 31.2% over 2009.


Cash Generation

MIC reports EBITDA excluding non-cash items on a consolidated and operating segment basis and reconciles each to the corresponding financial statements. EBITDA excluding non-cash items is a metric relied upon by management in evaluating the performance of its businesses and investments. EBITDA excluding non-cash items is defined as earnings before interest, taxes, depreciation and amortization and non-cash items, which include impairments, derivative gains and losses and adjustments for other non-cash items reflected in the statement of operations. MIC believes that EBITDA excluding non-cash items provides additional insight into the performance of its operating businesses, relative to each other and to similar businesses, without regard to capital structure, and their ability to service or reduce debt, fund capital expenditures and/or support distributions to the holding company.

MIC also reports free cash flow, as defined below, as a means of assessing the amount of cash generated by its businesses and as a supplement to other information provided in accordance with GAAP. MIC believes that reporting free cash flow will provide investors with additional insight into its ability to deploy cash, as GAAP metrics such as net income and cash from operating activities do not reflect all of the items that management considers in estimating the amount of cash generated by its operating entities.

MIC defines free cash flow as cash from operating activities, less maintenance capital expenditures and changes in working capital. Working capital movements are excluded on the basis that these are largely timing differences in payables and receivables, and are therefore not reflective of its ability to generate cash.

MIC notes that free cash flow does not fully reflect its ability to freely deploy generated cash, as it does not reflect required principal payments on indebtedness, payments of dividends, potential growth capital expenditures and other fixed obligations or the other cash items excluded when calculating free cash flow. Free cash flow may be calculated in a different manner by other companies, which limits its usefulness as a comparative measure. Free cash flow, as defined by MIC, should be used as a supplemental measure and not in lieu of financial results reported under GAAP.


 
 

For the Year Ended December 31, 2010

($ in Thousands) (Unaudited) IMTT 50%  

The Gas Company

 

District Energy 50.01%

 

Atlantic Aviation

 

MIC Corporate

 

Proportionately Combined(2)

  IMTT 100%
 
Gross profit 136,267 58,826 10,037 291,532 N/A 496,662 272,534
EBITDA excluding non-cash items 118,418 44,436 11,425 117,477 (11,270) 280,486 236,836
Free cash flow 73,328 25,135 7,274 48,484 (8,504) 145,717 146,656
 
 

For the Year Ended December 31, 2009(1)

   
($ in Thousands) (Unaudited) IMTT 50% The Gas Company District Energy 50.01% Atlantic Aviation MIC Corporate Proportionately Combined(2)   IMTT 100%
 
Gross profit 87,416 52,936 8,281 286,982 N/A 435,614 174,831
EBITDA excluding non-cash items 73,829 37,632 10,398 106,485 (9,723) 218,621 147,658
Free cash flow 38,561 20,294 6,536 36,943 (9,842) 92,492 77,121
 
Free cash flow variance 90.2% 23.9% 11.3% 31.2% 13.6% 57.5% 90.2%

_____________________

(1) Reclassified to conform to current period presentation.
(2) Proportionately combined free cash flow is equal to the sum of free cash flow attributable to MIC's ownership interest in each of its operating businesses and MIC Corporate.

 
 

For the Quarter Ended December 31, 2010

 
($ in Thousands) (Unaudited) IMTT 50%   The Gas Company   District Energy 50.01%   Atlantic Aviation   MIC Corporate   Proportionately Combined(2)   IMTT 100%
 
 
Gross profit 29,052 15,927 2,772 73,468 N/A 121,219 58,104
EBITDA excluding non-cash items 25,574 12,505 2,080 29,066 (1,199) 68,026 51,147
Free cash flow 12,506 2,964 910 10,191 1,160 27,731 25,011
 

For the Quarter Ended December 31, 2009(1)

 
($ in Thousands) (Unaudited) IMTT 50% The Gas Company District Energy 50.01% Atlantic Aviation MIC Corporate Proportionately Combined(2)   IMTT 100%
 
Gross profit 23,611 14,741 1,729 71,772 N/A 111,853 47,222
EBITDA excluding non-cash items 19,618 10,185 2,377 26,655 (3,739) 55,096 39,236
Free cash flow 9,884 3,652 1,359 11,140 (3,330) 22,704 19,767
 
Free cash flow variance 26.5% (18.8)% (33.0)% (8.5)% 134.8% 22.1% 26.5%
_____________________
NM- Not meaningful
(1) Reclassified to conform to current period presentation.
(2) Proportionately combined free cash flow is equal to the sum of free cash flow attributable to MIC's ownership interest in each of its operating businesses and MIC Corporate.

Energy-Related Businesses

IMTT

MIC has a 50% equity interest in IMTT, the operator of one of the largest independent bulk liquid storage terminal businesses in the U.S. IMTT owns and operates 10 marine storage terminals in the U.S. and is the part owner and operator of two terminals in Canada. The terminals store and handle a wide variety of petroleum grades, chemicals and vegetable and animal oils. To aid in meaningful analysis of the performance of IMTT across periods, the table and discussion below refers to results for 100% of the business, not just MIC’s 50% interest.

In addition to liquid storage and related operations, IMTT also owns and operates an environmental spill response services business known as Oil Mop. The Deepwater Horizon oil rig explosion and related oil spill in the Gulf of Mexico in 2010 and the involvement of Oil Mop in the cleanup efforts contributed substantially to the year-on-year improvement in the EBITDA and Free Cash Flow noted below. Terminal Gross Profit excludes the environmental spill response operations. Contributions from Oil Mop to IMTT’s financial results in 2011 are not expected to be material.

($Millions)   2010   2009   %Change
Terminal Gross Profit 203.5 173.8 17.1
EBITDA ex. non-cash items* 236.8 147.7 60.4
Free Cash Flow* 146.7 77.1 90.2
($Millions)   4Q’10   4Q’09   %Change
Terminal Gross Profit 50.2 45.9 9.4
EBITDA ex. non-cash items* 51.1 39.2 30.4
Free Cash Flow* 25.0 19.8 26.5

* See attached tables for a reconciliation of net income to EBITDA excluding non-cash items and cash from operating activities to free cash flow

The primary drivers of growth in terminal gross profit in 2010 compared with 2009 were increases in average storage tank rental rates of 7.2% and the addition of 2.2 million barrels of new or refurbished tank storage capacity during the year.

Free cash flow generated by IMTT in 2010 was used to fund growth projects, reduce revolving debt facility balances and to pay a dividend of $10.0 million to each of the two shareholders in the business including MIC. For the year MIC received $15.0 million in distributions from IMTT, including $5.0 million paid in the first quarter based on the performance of the business in 2009.

Maintenance and environmental capital expenditures totaled $45.0 million for 2010. Total maintenance and environmental capital expenditures for 2011 are expected to be $55.0 million. The projected increase reflects ongoing tank cleaning and inspections necessary to extend the useful life of the tanks that are expected to keep maintenance capital expenditures at elevated levels through 2014.

IMTT anticipates spending an additional $100.2 million over 2011 and 2012 to complete growth projects currently underway. A total of approximately $24.8 million was spent on these projects in 2010. The projects are expected to produce $21.4 million of incremental gross profit and EBITDA on an annualized basis. IMTT expects to record $4.9 million of this amount in 2011.

IMTT had $656.0 million of debt outstanding at December 31, 2010. The weighted average cost of the debt, including the cost of interest rate hedges and letter of credit fees, was 4.8%. The business’ debt agreement (primary facility) contains a covenant that limits IMTT’s ratio of debt to EBITDA to not more than 4.75x. At December 31, 2010 the ratio was 2.36x and the business had undrawn capacity on its existing debt facility of $651.0 million. All but $75.0 million of the $1,100.0 million revolving credit facility matures in June 2014. The facility contains no restrictions on the payment of dividends provided that the borrower is not in default.


Distribution of Funds from IMTT

In resuming its dividend, MIC had expected to include funds from the cash flow of its 50% equity interest in International Matex-Tank Terminals (IMTT). MIC believes that distribution of certain of these funds to the Company is required under the Shareholders’ Agreement between MIC and its co-investor who also owns a 50% stake. The co-investor has refused to distribute these funds and the Company has initiated dispute resolution proceedings as a result.

MIC is confident that the dispute resolution process will result in its having access to additional cash flow, a substantial portion of which could be used to increase its quarterly cash distribution. In the event the dispute resolution process advances to arbitration, the Company has been advised that the process could last six to twelve months.

The Gas Company

The Gas Company is the owner and operator of the only regulated (“utility”) gas manufacturing and pipeline transmission and distribution network on the islands of Hawaii. The business is also the owner and operator of the largest unregulated (“non-utility”) gas distribution operation on the islands.

($Millions)   2010   2009   %Change
Gross Profit 58.8 52.9 11.1
EBITDA ex, non-cash items* 44.4 37.6 18.1
Free Cash Flow* 25.1 20.3 23.9
($Millions)   4Q’10   4Q’09   %Change
Gross Profit 15.9 14.7 8.0
EBITDA ex. non-cash items* 12.5 10.2 22.8
Free Cash Flow* 3.0 3.7 (18.8)

* See attached tables for a reconciliation of net income to EBITDA excluding non-cash items and cash from operating activities to free cash flow

The Gas Company’s financial results for 2010 reflect the full-year benefit of a utility rate increase implemented in early June 2009. The volume of utility gas products sold during the year was relatively flat compared with 2009.

The non-utility portion of the business benefited from effective margin management and a 1.7% increase in the volume of gas products sold in 2010 compared with 2009.

The Gas Company had $160.0 million of debt outstanding at December 31, 2010. A portion of the cash from operating activities produced during the year was used to repay the $19.0 million balance on the business’ revolving debt facility. The facility can be re-drawn at any time and used for general corporate purposes.

The weighted average cost of the debt, including the cost of interest rate hedges, was 5.3%. Per the business’ debt agreement, the ratio of 12-month forward looking and 12-month backward looking adjusted EBITDA to interest cannot be less than 3.5x. The ratios at December 31, 2010 were 7.7x forward and 7.4x backward. The Gas Company’s primary debt facilities mature in June 2013.


District Energy

MIC’s District Energy business produces chilled water that it distributes via underground pipelines to buildings in downtown Chicago for use in air conditioning and process cooling. The business also operates a site-specific facility in Las Vegas, Nevada that supplies both cooling and heating services to a resort/casino complex, a condominium and a shopping mall. District Energy is a component of MIC’s consolidated results and the table and discussion below refers to 100% of District Energy, rather than MIC’s 50.01% interest.

($Millions)   2010   2009   %Change
Gross Profit 20.1 16.6 21.2
EBITDA ex. non-cash items* 22.8 20.8 9.9
Free Cash Flow* 14.5 13.1 11.3
($Millions)   4Q’10   4Q’09   %Change
Gross Profit 5.5 3.5 60.3
EBITDA ex. non-cash items* 4.2 4.7 (12.5)
Free Cash Flow* 1.8 2.7 (33.0)

* See attached tables for a reconciliation of net income (loss) to EBITDA excluding non-cash items and cash from operating activities to free cash flow

The increase in gross profit produced by District Energy in 2010 reflects the higher average temperatures in Chicago during the second and third quarters of the year compared with same periods in 2009. The higher temperatures increased the demand for cooling services during those periods. The result also reflects a net increase in the number of ton-hours of cooling under contract.

The results for District Energy include an increase to finance lease revenue of $2.5 million. The increase reflects a re-class of previously booked lease principal to lease interest. Lease principal is recorded in the statement of cash flows while lease interest is recorded in the statement of operations. The $2.5 million is excluded in reconciliation from net income to EBITDA excluding non-cash items so as to maintain comparability with previously reported results. See attached financial statements and related reconciliations.

MIC consolidates the results of the business in its financial statements, including the reconciliation of EBITDA, excluding non-cash items, and free cash flow. Proportionately combined free cash flow includes only MIC’s 50.01% interest in the business. District Energy is not a part of MIC’s consolidated federal income tax group.

District Energy had $170.0 million of debt outstanding at December 31, 2010. The weighted average cost of the debt, including the cost of interest rate hedges and letter of credit fees, was 5.5%. Per the business’ debt agreement, the ratio of funds from operations less interest expense to net debt during the preceding 12 months cannot be less than 6.0%. At December 31, 2010 the ratio was 8.8%. The business’ $150.0 million term loan debt facility and $20.0 million capital expenditure loan facility both mature in September of 2014.

Aviation-Related Business

Atlantic Aviation

Atlantic Aviation owns and operates a network of fixed-base operations (FBOs) at 66 airports in the U.S. FBOs primarily provide fuel, terminal services, and aircraft hangar services to owners and operators of private (general aviation) jet aircraft. The network is the largest of its type in the U.S. air transportation industry.

($Millions)   2010   2009   %Change
Gross Profit 291.5 287.0 1.6
EBITDA ex. non-cash items* 117.5 106.5 10.3
Free Cash Flow* 48.5 36.9 31.2
($Millions)   4Q’10   4Q’09   %Change
Gross Profit 73.5 71.8 2.4
EBITDA ex. non-cash items* 29.1 26.7 9.0
Free Cash Flow* 10.2 11.1 (8.5)

* See attached tables for a reconciliation of net (loss) to EBITDA excluding non-cash items and cash from operating activities to free cash flow


Atlantic Aviation reported an increase in gross profit and free cash flow in 2010 compared with 2009. The increase was the result of overall growth in the number of general aviation flight movements in the U.S. which led to a higher volume of fuel sold and, in certain instances, higher margins on those sales. A decrease in non-fuel gross profit (hangar rental, deicing and other services) offset a portion of the increase.

Free cash flow in the fourth quarter was lower than the prior comparable period due to an increase in maintenance capital expenditures. Such expenditures were higher in an effort to take advantage of certain tax incentives authorized by the federal government.

Normalizing for events that are unlikely to recur in any given year, e.g., the G-20 meeting in Pittsburgh in 2009 and the closure of the Rifle, Colorado airport in 2010, the volume of general aviation jet fuel sold by Atlantic Aviation increased by 5.8% in 2010. On the same basis, fuel margins were largely flat during 2010 and non-fuel gross profit would have declined by 1.1%.

The increase in free cash flow generated by Atlantic Aviation in 2010 compared with 2009 resulted from the improvement in operations and a reduction in cash interest paid. The free cash flow was used to repay $55.0 million of term loan principal and $5.5 million in related swap breakage costs.

Per the business’ debt agreement, the ratio of debt to EBITDA (adjusted, as defined in the agreement) could not exceed 8.0x in 2010. At December 31, 2010, the ratio was 6.9x. The maximum allowable leverage ratio steps down to 7.5x at the end of March 2011. Including additional principal payments of $14.5 million made since January 1, 2011, the ratio at December 31, 2010 would have been 6.8x.

Atlantic Aviation had $808.9 million of debt outstanding at December 31, 2010. The weighted average cost of the debt, including the cost of interest rate hedges, was 6.5%. The business’ debt facilities mature in October 2014.

Conference Call and WEBCAST

When: Management has scheduled a conference call for 8:00 a.m. Eastern Time on Thursday, February 24, 2011 to review the Company’s results.

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

Slides: The Company will prepare materials in support of its conference call presentation. The materials will be available for downloading from the Company’s website the morning of February 24, 2011 prior to the conference call. A link to the materials will be located on the homepage of the MIC website.

Replay: For interested individuals unable to participate in the live conference call, a replay will be available after 2:00 p.m. on February 24, 2011 through March 10, 2011, at +1(706) 645-9291, Passcode: 40290016. An online archive of the webcast will be available on the Company’s website for one year following the call. MIC-G

About Macquarie Infrastructure Company

Macquarie Infrastructure Company owns, operates and invests in a diversified group of infrastructure businesses providing basic services to customers in the United States. Its businesses consist of three energy-related businesses including a gas production and distribution business in Hawaii, The Gas Company, a controlling interest in a District Energy business in Chicago, and a 50% indirect interest in a bulk liquid storage terminal business, International-Matex Tank Terminals. MIC also owns and operates an aviation-related airport services business, Atlantic Aviation. The Company is managed by a wholly-owned subsidiary of the Macquarie Group. For additional information, please visit the Macquarie Infrastructure Company website at www.macquarie.com/mic.

Forward-Looking Statements

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

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

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


MACQUARIE INFRASTRUCTURE COMPANY LLC
CONSOLIDATED BALANCE SHEETS
($ in Thousands, Except Share Data)
   
December 31,

2010

December 31,

2009

ASSETS
Current assets:
Cash and cash equivalents $ 24,563 $ 27,455

Accounts receivable, less allowance for doubtful accounts
of $613 and $1,629, respectively

47,845 47,256
Inventories 17,063 14,305
Prepaid expenses 6,321 6,688
Deferred income taxes 19,030 23,323
Other 10,605 10,839
Assets of discontinued operations held for sale   -   86,695
Total current assets 125,427 216,561
Property, equipment, land and leasehold improvements, net 563,451 580,087
Restricted cash 13,780 16,016
Equipment lease receivables 35,663 33,266
Investment in unconsolidated business 223,792 207,491
Goodwill 514,253 516,182
Intangible assets, net 705,862 751,081
Deferred financing costs, net of accumulated amortization 12,927 17,088
Other   1,587   1,449
Total assets $ 2,196,742 $ 2,339,221
 
LIABILITIES AND MEMBERS' EQUITY
Current liabilities:
Due to manager - related party $ 3,282 $ 1,977
Accounts payable 39,768 44,575
Accrued expenses 19,315 17,432
Current portion of notes payable and capital leases 1,075 235
Current portion of long-term debt 49,325 45,900
Fair value of derivative instruments 43,496 49,573
Customer deposits 4,635 5,617
Other 10,390 9,338
Liabilities of discontinued operations held for sale   -   220,549
Total current liabilities 171,286 395,196
Notes payable and capital leases, net of current portion 420 1,498
Long-term debt, net of current portion 1,089,559 1,166,379
Deferred income taxes 156,328 107,840
Fair value of derivative instruments 51,729 54,794
Other   40,725   38,746
Total liabilities   1,510,047   1,764,453
Commitments and contingencies - -
Members’ equity:
LLC interests, no par value; 500,000,000 authorized; 45,715,448 LLC

interests issued and outstanding at December 31, 2010 and 45,292,913 LLC
interests issued and outstanding at December 31, 2009

964,430 959,897
Additional paid in capital 21,956 21,956
Accumulated other comprehensive loss (25,812) (43,232)
Accumulated deficit   (269,425)   (360,095)
Total members’ equity 691,149 578,526
Noncontrolling interests   (4,454)   (3,758)
Total equity   686,695   574,768
Total liabilities and equity $ 2,196,742 $ 2,339,221

MACQUARIE INFRASTRUCTURE COMPANY LLC
CONSOLIDATED STATEMENTS OF OPERATIONS
($ in Thousands, Except Share and Per Share Data)
 
 
Year Ended

December 31,

2010

  Year Ended

December 31,

2009(1)

  Year Ended

December 31,

2008(1)

             
Revenue
Revenue from product sales $ 514,344 $ 394,200 $ 586,054
Revenue from product sales - utility 113,752 95,769 121,770
Service revenue 204,852 215,349 264,851
Financing and equipment lease income   7,843   4,758   4,686
Total revenue   840,791   710,076   977,361
Costs and expenses
Cost of product sales 326,734 233,376 408,690
Cost of product sales - utility 90,542 73,907 105,329
Cost of services 53,088 46,317 63,850
Selling, general and administrative 201,787 209,783 227,288
Fees to manager - related party 10,051 4,846 12,568
Goodwill impairment - 71,200 52,000
Depreciation 29,721 36,813 40,140
Amortization of intangibles 34,898 60,892 61,874
Loss on disposal of assets   17,869   -   -
Total operating expenses   764,690   737,134   971,739
Operating income (loss) 76,101 (27,058) 5,622
Other income (expense)
Interest income 29 119 1,090
Interest expense(2) (106,834) (95,456) (88,652)
Equity in earnings and amortization charges of investee 31,301 22,561 1,324
Loss on derivative instruments - (25,238) (2,843)
Other income (expense), net   712   570   (198)

Net income (loss) from continuing operations before income taxes

1,309 (124,502) (83,657)
Benefit for income taxes   8,697   15,818   14,061
Net income (loss) from continuing operations $ 10,006 $ (108,684) $ (69,596)
Net income (loss) from discontinued operations, net of taxes   81,323   (21,860)   (110,045)
Net income (loss) $ 91,329 $ (130,544) $ (179,641)
Less: net income (loss) attributable to noncontrolling interests   659   (1,377)   (1,168)
Net income (loss) attributable to MIC LLC $ 90,670 $ (129,167) $ (178,473)
Basic income (loss) per share from continuing operations attributable
to MIC LLC interest holders $ 0.21 $ (2.43) $ (1.56)
Basic income (loss) per share from discontinued operations attributable
to MIC LLC interest holders   1.78   (0.44)   (2.41)
Basic income (loss) per share attributable to MIC LLC
interest holders $ 1.99 $ (2.87) $ (3.97)
Weighted average number of shares outstanding: basic   45,549,803   45,020,085   44,944,326
Diluted income (loss) per share from continuing operations attributable
to MIC LLC interest holders $ 0.21 $ (2.43) $ (1.56)
Diluted income (loss) per share from discontinued operations
attributable to MIC LLC interest holders   1.78   (0.44)   (2.41)
Diluted income (loss) per share attributable to MIC LLC interest holders $ 1.99 $ (2.87) $ (3.97)
Weighted average number of shares outstanding: diluted   45,631,610   45,020,085   44,944,326
Cash distributions declared per share $ - $ - $ 2.125

 

(1) Reclassified to conform to current period presentation.

(2) Interest expense includes non-cash losses on derivative instruments of $23.4 million and $4.3 million for the years ended December 31, 2010 and 2009, respectively.


MACQUARIE INFRASTRUCTURE COMPANY LLC
CONSOLIDATED STATEMENTS OF CASH FLOWS
($ in Thousands)
   
Year Ended

December 31,

2010

Year Ended

December 31,

2009(1)

Year Ended

December 31,

2008(1)

           
 
Operating activities
Net income (loss) $ 91,329 $ (130,544) $ (179,641)

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

 

Net (income) loss from discontinued operations before noncontrolling
interests

(81,323) 21,860 110,045
Non-cash goodwill impairment - 71,200 52,000
Depreciation and amortization of property and equipment 36,276 42,899 45,953
Amortization of intangible assets 34,898 60,892 61,874
Loss on disposal of assets 17,869 - -
Equity in earnings and amortization charges of investees (31,301) (22,561) (1,324)
Equity distributions from investees 15,000 7,000 1,324
Amortization of debt financing costs 4,347 5,121 4,762
Non-cash derivative loss 23,410 29,540 2,843
Base management fees settled in LLC interests 5,403 4,384 -
Equipment lease receivable, net 2,761 2,752 2,460
Deferred rent 413 183 183
Deferred taxes (11,729) (17,923) (16,037)
Other non-cash expenses, net 1,817 2,115 4,115
Changes in other assets and liabilities, net of acquisitions:
Restricted cash 50 - -
Accounts receivable (2,424) 13,020 16,392
Inventories (2,833) 1,233 2,698
Prepaid expenses and other current assets 453 2,944 6,840
Due to manager - related party (15) (3,438) (2,216)
Accounts payable and accrued expenses (4,821) (4,670) (17,132)
Income taxes payable 1,051 535 (1,108)
Other, net   (2,076)   (3,566)   1,548
Net cash provided by operating activities from continuing operations 98,555 82,976 95,579
 
Investing activities
Acquisitions of businesses and investments, net of cash acquired - - (41,804)
Proceeds from sale of investment - 29,500 7,557
Purchases of property and equipment (22,690) (30,320) (49,560)
Investment in capital leased assets (2,976) - -
Return of investment in unconsolidated business - - 26,676
Other   892   304   415
Net cash used in investing activities from continuing operations (24,774) (516) (56,716)
 
Financing activities
Proceeds from long-term debt 141 10,000 5,000
Net proceeds (payments) on line of credit facilities 500 (45,400) 96,150
Offering and equity raise costs paid - - (65)
Distributions paid to holders of LLC interests - - (95,509)
Contributions received from noncontrolling interests 300 - -
Distributions paid to noncontrolling interests (5,346) (583) (481)
Payment of long-term debt (74,036) (81,621) -
Debt financing costs paid (186) - (1,879)
Change in restricted cash 2,236 (33) (865)
Payment of notes and capital lease obligations   (137)   (181)   (653)
Net cash (used in) provided by financing activities from continuing operations

 

(76,528)

 

(117,818)

 

1,698

           
Net change in cash and cash equivalents from continuing operations   (2,747)   (35,358)   40,561
 
Cash flows (used in) provided by discontinued operations:
Net cash used in operating activities (12,703) (4,732) (1,904)
Net cash provided by (used in) investing activities 134,356 (445) (26,684)
Net cash (used in) provided by financing activities   (124,183)   2,144   (1,215)
Cash used in discontinued operations(2) (2,530) (3,033) (29,803)
Change in cash of discontinued operations held for sale(2) 2,385 (208) 2,459
Net change in cash and cash equivalent (2,892) (38,599) 13,217
Cash and cash equivalents, beginning of period   27,455   66,054   52,837
Cash and cash equivalents, end of period- continuing operations $ 24,563 $ 27,455 $ 66,054
 

Supplemental disclosures of cash flow information for continuing operations:

 
Non-cash investing and financing activities:
Accrued purchases of property and equipment $ 431 $ 1,277 $ 883
Acquisition of equipment through capital leases $ 139 $ - $ -
Issuance of LLC interests to manager for base management fees $ 4,083 $ 2,490 $ -
Issuance of LLC interests to independent directors $ 450 $ 450 $ 450
Taxes paid $ 1,655 $ 1,231 $ 3,048
Interest paid $ 78,718 $ 87,308 $ 84,235

(1)  Reclassified to conform to current period presentation.

(2)  Cash of discontinued operations held for sale is reported in assets of discontinued operations held for sale in the accompanying consolidated balance sheets. The cash used in discontinued operations is different than the change in cash of discontinued operations held for sale due to intercompany transactions that are eliminated in consolidation.


CONSOLIDATED STATEMENT OF OPERATIONS – MD&A

 
             
  Quarter Ended

December 31,

Change

Favorable/(Unfavorable)

Year Ended

December 31,

Change

Favorable/(Unfavorable)

  2010   2009(1) $ % 2010 2009(1) $ %
($ In Thousands) (Unaudited)
Revenue
Revenue from product sales $ 139,932 $ 112,561 27,371 24.3 $ 514,344 $ 394,200 120,144 30.5
Revenue from product sales - utility 30,235 28,132 2,103 7.5 113,752 95,769 17,983 18.8
Service revenue 47,254 51,746 (4,492) (8.7) 204,852 215,349 (10,497) (4.9)
Financing and equipment lease income   4,076   1,171 2,905 NM   7,843   4,758 3,085 64.8
Total revenue   221,497   193,610 27,887 14.4   840,791   710,076 130,715 18.4
Costs and expenses
Cost of product sales 90,950 71,042 (19,908) (28.0) 326,734 233,376 (93,358) (40.0)
Cost of product sales - utility 23,611 21,883 (1,728) (7.9) 90,542 73,907 (16,635) (22.5)
Cost of services   12,000   10,717 (1,283) (12.0)   53,088   46,317 (6,771) (14.6)
Gross profit 94,936 89,968 4,968 5.5 370,427 356,476 13,951 3.9
Selling, general and administrative 51,045 54,861 3,816 7.0 201,787 209,783 7,996 3.8
Fees to manager - related party 3,214 1,894 (1,320) (69.7) 10,051 4,846 (5,205) (107.4)
Goodwill impairment - - - - - 71,200 71,200 NM
Depreciation 7,824 7,216 (608) (8.4) 29,721 36,813 7,092 19.3
Amortization of intangibles 8,744 8,969 225 2.5 34,898 60,892 25,994 42.7
Loss on disposal of assets   17,869   - (17,869) NM   17,869   - (17,869) NM
Total operating expenses   88,696   72,940 (15,756) (21.6)   294,326   383,534 89,208 23.3
Operating income (loss) 6,240 17,028 (10,788) (63.4) 76,101 (27,058) 103,159 NM
Other income (expense)
Interest income 7 11 (4) (36.4) 29 119 (90) (75.6)
Interest expense(2) (8,329) (20,479) 12,150 59.3 (106,834) (95,456) (11,378) (11.9)
Equity in earnings and amortization charges of
investees 12,130 5,906 6,224 105.4 31,301 22,561 8,740 38.7
Loss on derivative instruments - - - - - (25,238) 25,238 NM
Other (expense) income, net   (109)   (576) 467 81.1   712   570 142 24.9

Net income (loss) from continuing operations
before income taxes

9,939 1,890 8,049 NM 1,309 (124,502) 125,811 101.1
(Provision) benefit for income taxes   (3,844)   (20,585) 16,741 81.3   8,697   15,818 (7,121) (45.0)
Net income (loss) income from continuing operations $ 6,095 $ (18,695) 24,790 132.6 $ 10,006 $ (108,684) 118,690 109.2

Net income (loss) from discontinued operations,
net of taxes

  124   (10,597) 10,721 101.2   81,323   (21,860) 103,183 NM
Net income (loss) $ 6,219 $ (29,292) 35,511 121.2 $ 91,329 $ (130,544) 221,873 170.0

Less: net income (loss) attributable to noncontrolling
interests

  1,976   (457) (2,433) NM   659   (1,377) (2,036) (147.9)
Net income (loss) attributable to MIC LLC $ 4,243 $ (28,835) 33,078 114.7 $ 90,670 $ (129,167) 219,837 170.2

NM - Not meaningful

(1)  Reclassified to conform to current period presentation.

(2)  Interest expense includes non-cash gains on derivative instruments of $12.1 million and non-cash losses of $23.4 million for the quarter and year ended December 31, 2010, respectively, and non-cash gains of $495,000 and non-cash losses of $4.3 million for the quarter and year ended December 31, 2009, respectively.


MACQUARIE INFRASTRUCTURE COMPANY LLC
RECONCILIATION OF CONSOLIDATED NET INCOME (LOSS) FROM CONTINUING OPERATIONS
TO EBITDA EXCLUDING NON-CASH ITEMS AND CASH FROM OPERATING ACTIVITIES TO FREE
CASH FLOW

 

  Quarter Ended

December 31,

Change

Favorable/(Unfavorable)

Year Ended

December 31,

  Change

Favorable/(Unfavorable)

  2010     2009(1) $   %   2010   2009(1) $   %
($ In Thousands) (Unaudited)

Net income (loss) attributable to MIC LLC from continuing
operations(2)

$ 4,119 $ (18,666) $ 9,483 $ (109,170)
Interest expense, net(3) 8,322 20,468 106,805 95,337
Provision (benefit) for income taxes 3,844 20,585 (8,697) (15,818)
Depreciation(4) 7,824 7,216 29,721 36,813
Depreciation - cost of services(4) 1,645 1,580 6,555 6,086
Amortization of intangibles(5) 8,744 8,969 34,898 60,892
Goodwill impairment - - - 71,200
Loss on disposal of assets 17,869 - 17,869 -
Loss on derivative instruments - - - 25,238
Equity in earnings and amortization charges of investees(6) (12,130) (5,906) (16,301) (15,561)
Base management fees settled in LLC interests 3,214 1,894 5,403 4,384
Other non-cash expense, net   1,081   1,715     2,753   2,784  
EBITDA excluding non-cash items from continuing operations $ 44,532 $ 37,855 6,677 17.6 $ 188,489 $ 162,185 26,304 16.2
EBITDA excluding non-cash items from continuing operations $ 44,532 $ 37,855 $ 188,489 $ 162,185
Interest expense, net(3) (8,322) (20,468) (106,805) (95,337)
Interest rate swap breakage fees(3) (839) (914) (5,528) (8,776)

Non-cash derivative (gains) losses recorded in interest
expense(3)

(11,248) 419 28,938 13,078
Amortization of debt financing costs(3) 1,048 1,297 4,347 5,121
Equipment lease receivables, net 559 694 2,761 2,752
Provision for income taxes, net of changes in deferred taxes (1,888) (1,235) (3,032) (2,105)
Changes in working capital   (5,269)   1,184   (10,615)   6,058
Cash provided by operating activities 18,573 18,832 98,555 82,976
Changes in working capital 5,269 (1,184) 10,615 (6,058)
Maintenance capital expenditures   (7,707)   (3,469)     (14,509)   (9,453)  
Free cash flow from continuing operations $ 16,135 $ 14,179 1,956 13.8 $ 94,661 $ 67,465 27,196 40.3
 

 

(1) Reclassified to conform to current period presentation.

(2) Net income (loss) attributable to MIC LLC from continuing operations excludes net income attributable to noncontrolling interests of $2.0 million and $523,000 for the quarter and year ended December 31, 2010, respectively, and net loss attributable to noncontrolling interests of $29,000 and net income attributable to noncontrolling interests of $486,000 for quarter and year ended December 31, 2009, respectively.

(3) Interest expense, net, includes non-cash (gains) losses on derivative instruments, non-cash amortization of deferred financing fees and interest rate swap breakage fees.

(4) Depreciation - cost of services includes depreciation expense for District Energy, which is reported in cost of services in our consolidated statements of operations. Depreciation and Depreciation - cost of services does not include acquisition-related step-up depreciation expense of $1.7 million for each quarter and $6.9 million for each year in connection with our investment in IMTT, which is reported in equity in earnings and amortization charges of investees in our consolidated statements of operations.

(5) Amortization of intangibles does not include acquisition-related step-up amortization expense of $283,000 for each quarter and $1.1 million for each year related to intangible assets in connection with our investment in IMTT, which is reported in equity in earnings and amortization charges of investees in our consolidated statements of operations.

(6) Equity in earnings and amortization charges of investees in the above table includes our 50% share of IMTT's earnings, offset by distributions we received only up to our share of the earnings recorded.


MACQUARIE INFRASTRUCTURE COMPANY LLC
RECONCILIATION OF SEGMENT NET INCOME (LOSS) TO EBITDA EXCLUDING NON-CASH ITEMS
AND CASH FROM OPERATING ACTIVITIES TO FREE CASH FLOW

 

IMTT
 
Quarter Ended

December 31,

  Change

Favorable/(Unfavorable)

Year Ended

December 31,

 

Change

Favorable/(Unfavorable)

2010   2009(1)         2010   2009(1)      
$ $ $   % $ $ $   %
($ In Thousands) (Unaudited)
Revenue
Terminal revenue 94,083 87,856 6,227 7.1 372,205 330,380 41,825 12.7
Environmental response revenue 15,626 4,374 11,252 NM 184,979 15,795 169,184 NM
Total revenue 109,709 92,230 17,479 19.0 557,184 346,175 211,009 61.0
Costs and expenses
Terminal operating costs 43,867 41,975 (1,892) (4.5) 168,713 156,552 (12,161) (7.8)
Environmental response operating costs 7,738 3,033 (4,705) (155.1) 115,937 14,792 (101,145) NM
Total operating costs 51,605 45,008 (6,597) (14.7) 284,650 171,344 (113,306) (66.1)
Terminal gross profit 50,216 45,881 4,335 9.4 203,492 173,828 29,664 17.1
Environmental response gross profit 7,888 1,341 6,547 NM 69,042 1,003 68,039 NM
Gross profit 58,104 47,222 10,882 23.0 272,534 174,831 97,703 55.9
General and administrative expenses 7,323 8,217 894 10.9 37,125 27,437 (9,688) (35.3)
Depreciation and amortization 15,141 16,263 1,122 6.9 61,277 55,998 (5,279) (9.4)
Operating income 35,640 22,742 12,898 56.7 174,132 91,396 82,736 90.5
Interest income (expense), net(2) 8,150 2,712 5,438 NM (50,335) (2,130) (48,205) NM
Other income 372 350 22 6.3 1,953 522 1,431 NM
Unrealized gains on derivative instruments - - - - - 3,306 (3,306) NM
Provision for income taxes (17,619) (11,807) (5,812) (49.2) (53,521) (38,842) (14,679) (37.8)
Noncontrolling interests 82 180 (98) (54.4) (165) 332 (497) (149.7)
Net income 26,625 14,177 12,448 87.8 72,064 54,584 17,480 32.0
 

Reconciliation of net income to EBITDA excluding non-cash items:

Net income 26,625 14,177 72,064 54,584
Interest (income) expense, net(2) (8,150) (2,712) 50,335 2,130
Provision for income taxes 17,619 11,807 53,521 38,842
Depreciation and amortization 15,141 16,263 61,277 55,998
Unrealized gains on derivative instruments - - - (3,306)
Other non-cash income (88) (299)   (361) (590)  
EBITDA excluding non-cash items 51,147 39,236 11,911 30.4 236,836 147,658 89,178 60.4
 
EBITDA excluding non-cash items 51,147 39,236 236,836 147,658
Interest income (expense), net(2) 8,150 2,712 (50,335) (2,130)
Non-cash derivative (gains) losses recorded in interest expense(2) (17,441) (10,232) 15,653 (27,380)
Amortization of debt financing costs(2) 683 190 2,011 543
(Provision) benefit for income taxes, net of changes in deferred taxes (1,702) 974 (12,514) (1,593)
Changes in working capital 24,229 7,831 4,536 16,284
Cash provided by operating activities 65,066 40,711 196,187 133,382
Changes in working capital (24,229) (7,831) (4,536) (16,284)
Maintenance capital expenditures (15,826) (13,113)   (44,995) (39,977)  
Free cash flow 25,011 19,767 5,244 26.5 146,656 77,121 69,535 90.2

 

NM - Not meaningful

(1) Reclassified to conform to current period presentation.

(2) Interest expense, net, includes non-cash gains (losses) on derivative instruments and non-cash amortization of deferred financing fees.


THE GAS COMPANY

 

Quarter Ended

December 31,

Change

Favorable/(Unfavorable)

Year Ended

December 31,

Change

Favorable/(Unfavorable)

2010   2009(1)       2010   2009(1)      
$ $ $   % $ $ $   %
($ In Thousands) (Unaudited)
Contribution margin
Revenue - utility 30,235 28,132 2,103 7.5 113,752 95,769 17,983 18.8
Cost of revenue - utility 20,713 18,362 (2,351) (12.8) 76,891 60,227 (16,664) (27.7)
Contribution margin - utility 9,522 9,770 (248) (2.5) 36,861 35,542 1,319 3.7
Revenue - non-utility 24,095 21,452 2,643 12.3 96,855 79,597 17,258 21.7
Cost of revenue - non-utility 11,872 10,011 (1,861) (18.6) 48,896 36,580 (12,316) (33.7)
Contribution margin - non-utility 12,223 11,441 782 6.8 47,959 43,017 4,942 11.5
Total contribution margin 21,745 21,211 534 2.5 84,820 78,559 6,261 8.0
Production 1,599 1,693 94 5.6 6,725 6,471 (254) (3.9)
Transmission and distribution 4,219 4,777 558 11.7 19,269 19,152 (117) (0.6)
Gross profit 15,927 14,741 1,186 8.0 58,826 52,936 5,890 11.1
Selling, general and administrative expenses 4,127 4,663 536 11.5 16,684 16,720 36 0.2
Depreciation and amortization 1,723 1,694 (29) (1.7) 6,649 6,829 180 2.6
Operating income 10,077 8,384 1,693 20.2 35,493 29,387 6,106 20.8
Interest expense, net(2) (725) (2,476) 1,751 70.7 (16,505) (9,250) (7,255) (78.4)
Other expense (80) (139) 59 42.4 (90) (355) 265 74.6
Unrealized losses on derivative instruments - - - - - (327) 327 NM
Provision for income taxes (3,631) (2,260) (1,371) (60.7) (7,400) (7,619) 219 2.9
Net income(3) 5,641 3,509 2,132 60.8 11,498 11,836 (338) (2.9)
 

Reconciliation of net income to EBITDA excluding non-cash items:

Net income(3) 5,641 3,509 11,498 11,836
Interest expense, net(2) 725 2,476 16,505 9,250
Provision for income taxes 3,631 2,260 7,400 7,619
Depreciation and amortization 1,723 1,694 6,649 6,829
Unrealized losses on derivative instruments - - - 327
Other non-cash expenses 785 246   2,384 1,771  
EBITDA excluding non-cash items 12,505 10,185 2,320 22.8 44,436 37,632 6,804 18.1
 
EBITDA excluding non-cash items 12,505 10,185 44,436 37,632
Interest expense, net(2) (725) (2,476) (16,505) (9,250)
Non-cash derivative (gains) losses recorded in interest expense(2) (1,611) 244 7,334 309
Amortization of debt financing costs(2) 119 120 478 478
Provision for income taxes, net of changes in deferred taxes (3,057) (2,239) (4,333) (4,936)
Changes in working capital (759) 3,249 (2,079) 1,327
Cash provided by operating activities 6,472 9,083 29,331 25,560
Changes in working capital 759 (3,249) 2,079 (1,327)
Maintenance capital expenditures (4,267) (2,182)   (6,275) (3,939)  
Free cash flow 2,964 3,652 (688) (18.8) 25,135 20,294 4,841 23.9

 

 

NM - Not meaningful

(1) Reclassified to conform to current period presentation. For the quarter and year ended December 31, 2010, payroll taxes and certain employee welfare and benefit costs that were previously recorded in selling, general and administrative costs were reclassified to production, transmission and distribution and other expense where the costs were incurred. Accordingly, the quarter and year ended December 31, 2009 were restated to reflect this change.

(2) Interest expense, net, includes non-cash gains (losses) on derivative instruments and non-cash amortization of deferred financing fees.

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


DISTRICT ENERGY

       
Quarter Ended

December 31,

Change

Favorable/(Unfavorable)

Year Ended

December 31,

Change

Favorable/(Unfavorable)

2010 2009(1)       2010 2009(1)      
$ $ $ % $ $ $ %
($ In Thousands) (Unaudited)
 
Cooling capacity revenue 5,327 5,199 128 2.5 21,162 20,430 732 3.6
Cooling consumption revenue 2,883 3,106 (223) (7.2) 24,386 20,236 4,150 20.5
Other revenue 881 806 75 9.3 3,371 3,137 234 7.5
Finance lease revenue 4,076 1,171 2,905 NM 7,843 4,758 3,085 64.8
Total revenue 13,167 10,282 2,885 28.1 56,762 48,561 8,201 16.9
Direct expenses — electricity 2,154 2,253 99 4.4 16,343 13,356 (2,987) (22.4)
Direct expenses — other(2) 5,471 4,572 (899) (19.7) 20,349 18,647 (1,702) (9.1)
Direct expenses — total 7,625 6,825 (800) (11.7) 36,692 32,003 (4,689) (14.7)
Gross profit 5,542 3,457 2,085 60.3 20,070 16,558 3,512 21.2
Selling, general and administrative expenses 867 1,356 489 36.1 3,217 3,407 190 5.6
Amortization of intangibles 345 345 - - 1,368 1,368 - -
Operating income 4,330 1,756 2,574 146.6 15,485 11,783 3,702 31.4
Interest income (expense), net(3) 195 (2,145) 2,340 109.1 (20,671) (8,995) (11,676) (129.8)
Other income 268 694 (426) (61.4) 1,804 1,235 569 46.1
Unrealized losses on derivative instruments - - - - - (1,378) 1,378 NM
(Provision) benefit for income taxes (1,620) (52) (1,568) NM 1,844 (773) 2,617 NM
Noncontrolling interests (694) (175) (519) NM (1,284) (690) (594) (86.1)
Net income (loss)(4) 2,479 78 2,401 NM (2,822) 1,182 (4,004) NM
 

Reconciliation of net income (loss) to EBITDA excluding non-cash items:

Net income (loss)(4) 2,479 78 (2,822) 1,182
Interest (income) expense, net(3) (195) 2,145 20,671 8,995
Provision (benefit) for income taxes 1,620 52 (1,844) 773
Depreciation(2) 1,645 1,580 6,555 6,086
Amortization of intangibles 345 345 1,368 1,368
Unrealized losses on derivative instruments - - - 1,378
Other non-cash (income) expenses (1,734) 554   (1,082) 1,009  
EBITDA excluding non-cash items 4,160 4,754 (594) (12.5) 22,846 20,791 2,055 9.9
 
EBITDA excluding non-cash items 4,160 4,754 22,846 20,791
Interest income (expense), net(3) 195 (2,145) (20,671) (8,995)

Non-cash derivative (gains)
losses recorded in interest expense(3)

(2,870) (419) 10,136 (1,158)
Amortization of debt financing costs(3) 170 170 681 681
Equipment lease receivable, net 559 694 2,761 2,752
Changes in working capital 2,867 1,831 (794) 377
Cash provided by operating activities 5,081 4,885 14,959 14,448
Changes in working capital (2,867) (1,831) 794 (377)
Maintenance capital expenditures (394) (337)   (1,207) (1,001)  
Free cash flow 1,820 2,717 (897) (33.0) 14,546 13,070 1,476 11.3

 

NM - Not meaningful

(1) Reclassified to conform to current period presentation.

(2) Includes depreciation expense of $1.6 million and $6.6 million for the quarter and year ended December 31, 2010, respectively, and $1.6 million and $6.1 million for the quarter and year ended December 31, 2009, respectively.

(3) Interest expense, net, includes non-cash gains (losses) on derivative instruments and non-cash amortization of deferred financing fees.

(4) Corporate allocation expense and the federal tax effect have been excluded from the above table as they are eliminated on consolidation at the MIC Inc. level.


ATLANTIC AVIATION

       
 
Quarter Ended

December 31,

Change

Favorable/(Unfavorable)

Year Ended

December 31,

Change

Favorable/(Unfavorable)

2010 2009(1)       2010 2009(1)      
$ $ $ % $ $ $ %
($ In Thousands) (Unaudited)
Revenue
Fuel revenue 115,837 91,109 24,728 27.1 417,489 314,603 102,886 32.7
Non-fuel revenue 38,163 42,635 (4,472) (10.5) 155,933 171,546 (15,613) (9.1)
Total revenue 154,000 133,744 20,256 15.1 573,422 486,149 87,273 18.0
Cost of revenue
Cost of revenue-fuel 76,156 58,081 (18,075) (31.1) 265,493 184,853 (80,640) (43.6)
Cost of revenue-non-fuel 4,376 3,891 (485) (12.5) 16,397 14,314 (2,083) (14.6)
Total cost of revenue 80,532 61,972 (18,560) (29.9) 281,890 199,167 (82,723) (41.5)
Fuel gross profit 39,681 33,028 6,653 20.1 151,996 129,750 22,246 17.1
Non-fuel gross profit 33,787 38,744 (4,957) (12.8) 139,536 157,232 (17,696) (11.3)
Gross profit 73,468 71,772 1,696 2.4 291,532 286,982 4,550 1.6
Selling, general and administrative expenses(2) 44,764 45,215 451 1.0 174,526 179,949 5,423 3.0
Goodwill impairment - - - - - 71,200 71,200 NM
Depreciation and amortization 14,500 14,146 (354) (2.5) 56,602 89,508 32,906 36.8
Loss on disposal of assets 17,869 - (17,869) NM 17,869 - (17,869) NM
Operating (loss) income (3,665) 12,411 (16,076) (129.5) 42,535 (53,675) 96,210 179.2
Interest expense, net(3) (7,797) (15,107) 7,310 48.4 (69,409) (72,929) 3,520 4.8
Other expense (272) (1,129) 857 75.9 (917) (1,451) 534 36.8
Unrealized losses on derivative instruments - - - - - (23,331) 23,331 NM
Benefit for income taxes 3,026 1,542 1,484 96.2 9,497 61,009 (51,512) (84.4)
Net loss(4) (8,708) (2,283) (6,425) NM (18,294) (90,377) 72,083 79.8
 

Reconciliation of net loss to EBITDA excluding non-cash items:

Net loss(4) (8,708) (2,283) (18,294) (90,377)
Interest expense, net(3) 7,797 15,107 69,409 72,929
Benefit for income taxes (3,026) (1,542) (9,497) (61,009)
Depreciation and amortization 14,500 14,146 56,602 89,508
Goodwill impairment - - - 71,200
Loss on disposal of assets 17,869 - 17,869 -
Unrealized losses on derivative instruments - - - 23,331
Other non-cash expenses 634 1,227   1,388

903

 
EBITDA excluding non-cash items 29,066 26,655 2,411 9.0 117,477 106,485 10,992 10.3
 
EBITDA excluding non-cash items 29,066 26,655 117,477 106,485
Interest expense, net(3) (7,797) (15,107) (69,409) (72,929)
Interest rate swap breakage fees(3) (839) (914) (5,528) (8,776)

Non-cash derivative (gains)
losses recorded in interest expense(3)

(6,764) 590 11,473 13,722
Amortization of debt financing costs(3) 759 803 2,984 3,144

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

(1,188) 63 (1,486) (190)
Changes in working capital (1,612) (5,185) (1,476) 9,474
Cash provided by operating activities 11,625 6,905 54,035 50,930
Changes in working capital 1,612 5,185 1,476 (9,474)
Maintenance capital expenditures (3,046) (950)   (7,027) (4,513)  
Free cash flow 10,191 11,140 (949) (8.5) 48,484 36,943 11,541 31.2

 

NM - Not meaningful

(1) Reclassified to conform to current period presentation.

(2) Includes a $2.4 million increase in the bad debt reserve in the first quarter of 2009 due to the deterioration of accounts receivable aging.

(3) Interest expense, net, includes non-cash gains (losses) on derivative instruments, non-cash amortization of deferred financing fees and interest rate swap breakage fees.

(4) Corporate allocation expense and the federal tax effect have been excluded from the above table as they are eliminated on consolidation at the MIC Inc. level.


MACQUARIE INFRASTRUCTURE COMPANY LLC
RECONCILIATION OF PROPORTIONATELY COMBINED NET INCOME (LOSS) TO EBITDA
EXCLUDING NON-CASH ITEMS AND CASH FROM OPERATING ACTIVITIES TO FREE CASH FLOW

 

For the Year Ended December 31, 2010

($ in Thousands) (Unaudited) IMTT 50%   The Gas Company   District Energy 50.01%   Atlantic Aviation   MIC Corporate   Proportionately Combined(2)   IMTT 100%   District Energy 100%
 

Net income (loss) attributable to MIC LLC from continuing operations

36,032 11,498 (1,411) (18,294) (12,200) 15,625 72,064 (2,822)
Interest expense, net(3) 25,168 16,505 10,338 69,409 220 121,639 50,335 20,671
Provision (benefit) for income taxes 26,761 7,400 (922) (9,497) (4,756) 18,985 53,521 (1,844)
Depreciation 29,746 5,826 3,278 23,895 - 62,745 59,492 6,555
Amortization of intangibles 893 823 684 32,707 - 35,107 1,785 1,368
Loss on disposal of assets - - - 17,869 - 17,869 - -
Base management fee paid in LLC interests - - - - 5,403 5,403 - -
Other non-cash (income) expense (181) 2,384 (541) 1,388 63 3,113 (361) (1,082)
EBITDA excluding non-cash items 118,418 44,436 11,425 117,477 (11,270) 280,486 236,836 22,846
 
EBITDA excluding non-cash items 118,418 44,436 11,425 117,477 (11,270) 280,486 236,836 22,846
Interest expense, net(3) (25,168) (16,505) (10,338) (69,409) (220) (121,639) (50,335) (20,671)
Interest rate swap breakage fees(3) - - - (5,528) - (5,528) - -
Non-cash derivative losses (gains) recorded in interest expense, net(3) 7,827 7,334 5,069 11,473 (5) 31,698 15,653 10,136
Amortization of deferred finance charges(3) 1,006 478 341 2,984 204 5,012 2,011 681
Equipment lease receivables, net - - 1,381 - - 1,381 - 2,761
(Provision) benefit for income taxes, net of changes in deferred taxes (6,257) (4,333) - (1,486) 2,787 (9,289) (12,514) -
Changes in working capital 2,268 (2,079) (397) (1,476) (6,266) (7,950) 4,536 (794)
Cash provided by (used in) operating activities 98,094 29,331 7,481 54,035 (14,770) 174,170 196,187 14,959
Changes in working capital (2,268) 2,079 397 1,476 6,266 7,950 (4,536) 794
Maintenance capital expenditures (22,498) (6,275) (604) (7,027) - (36,403) (44,995) (1,207)
 
Free cash flow 73,328 25,135 7,274 48,484 (8,504) 145,717 146,656 14,546
 

For the Year Ended December 31, 2009(1)

($ in Thousands) (Unaudited) IMTT 50% The Gas Company District Energy 50.01% Atlantic Aviation MIC Corporate Proportionately Combined(2)   IMTT 100% District Energy 100%
 
Net income (loss) attributable to MIC LLC from continuing operations 27,292 11,836 591 (90,377) (54,372) (105,030) 54,584 1,182
Interest expense, net(3) 1,065 9,250 4,498 72,929 4,163 91,905 2,130 8,995
Provision (benefit) for income taxes 19,421 7,619 387 (61,009) 36,799 3,217 38,842 773
Depreciation 27,043 5,991 3,044 30,822 - 66,900 54,086 6,086
Amortization of intangibles 956 838 684 58,686 - 61,164 1,912 1,368
Goodwill impairment - - - 71,200 - 71,200 - -
(Gain) loss on derivative instruments (1,653) 327 689 23,331 202 22,896 (3,306) 1,378
Base management fee paid in LLC interests - - - - 4,384 4,384 - -
Other non-cash (income) expense (295) 1,771 505 903 (899) 1,985 (590) 1,009
EBITDA excluding non-cash items 73,829 37,632 10,398 106,485 (9,723) 218,621 147,658 20,791
 
EBITDA excluding non-cash items 73,829 37,632 10,398 106,485 (9,723) 218,621 147,658 20,791
Interest expense, net(3) (1,065) (9,250) (4,498) (72,929) (4,163) (91,905) (2,130) (8,995)
Interest rate swap breakage fees(3) - - - (8,776) - (8,776) - -
Non-cash derivative (gains) losses recorded in interest expense, net(3) (13,690) 309 (579) 13,722 205 (33) (27,380) (1,158)
Amortization of deferred finance charges(3) 272 478 341 3,144 818 5,052 543 681
Equipment lease receivables, net - - 1,376 - - 1,376 - 2,752
(Provision) benefit for income taxes, net of changes in deferred taxes (797) (4,936) - (190) 3,021 (2,902) (1,593) -
Changes in working capital 8,142 1,327 189 9,474 (5,120) 14,012 16,284 377
Cash provided by (used in) operating activities 66,691 25,560 7,226 50,930 (14,962) 135,445 133,382 14,448
Changes in working capital (8,142) (1,327) (189) (9,474) 5,120 (14,012) (16,284) (377)
Maintenance capital expenditures (19,989) (3,939) (501) (4,513) - (28,941) (39,977) (1,001)
 
Free cash flow 38,561 20,294 6,536 36,943 (9,842) 92,492 77,121 13,070

 

 
 

(1) Reclassified to conform to current period presentation.

(2) Proportionately combined free cash flow is equal to the sum of free cash flow attributable to MIC's ownership interest in each of its operating businesses and MIC Corporate.

(3) Interest expense, net, includes non-cash gains (losses) on derivative instruments, non-cash amortization of deferred financing fees and interest rate swap breakage fees.


For the Quarter Ended December 31, 2010

($ in Thousands) (Unaudited) IMTT 50%   The Gas Company   District Energy 50.01%   Atlantic Aviation   MIC Corporate   Proportionately Combined(2)   IMTT 100%   District Energy 100%
 

Net income (loss) attributable to
MIC LLC from continuing operations

13,313 5,641 1,240 (8,708) (7,423) 4,062 26,625 2,479
Interest (income) expense, net(3) (4,075) 725 (98) 7,797 (5) 4,344 (8,150) (195)
Provision (benefit) for income taxes 8,810 3,631 810 (3,026) 1,619 11,844 17,619 1,620
Depreciation 7,335 1,517 823 6,307 - 15,981 14,669 1,645
Amortization of intangibles 236 206 173 8,193 - 8,808 472 345
Loss on disposal of assets - - - 17,869 - 17,869 - -
Base management fee paid in LLC interests - - - - 3,214 3,214 - -
Other non-cash (income) expense (44) 785 (867) 634 1,396 1,904 (88) (1,734)
EBITDA excluding non-cash items 25,574 12,505 2,080 29,066 (1,199) 68,026 51,147 4,160
 
EBITDA excluding non-cash items 25,574 12,505 2,080 29,066 (1,199) 68,026 51,147 4,160
Interest income (expense), net(3) 4,075 (725) 98 (7,797) 5 (4,344) 8,150 195
Interest rate swap breakage fees(3) - - - (839) - (839) - -

Non-cash derivative gains recorded
in interest expense, net(3)

(8,721) (1,611) (1,435) (6,764) (3) (18,534) (17,441) (2,870)
Amortization of deferred finance charges(3) 342 119 85 759 - 1,305 683 170
Equipment lease receivables, net - - 280 - - 280 - 559

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

(851) (3,057) - (1,188) 2,357 (2,739) (1,702) -
Changes in working capital 12,115 (759) 1,434 (1,612) (5,765) 5,412 24,229 2,867
Cash provided by (used in) operating activities 32,533 6,472 2,541 11,625 (4,605) 48,566 65,066 5,081
Changes in working capital (12,115) 759 (1,434) 1,612 5,765 (5,412) (24,229) (2,867)
Maintenance capital expenditures (7,913) (4,267) (197) (3,046) - (15,423) (15,826) (394)
 
Free cash flow 12,506 2,964 910 10,191 1,160 27,731 25,011 1,820
 

For the Quarter Ended December 31, 2009(1)

($ in Thousands) (Unaudited) IMTT 50% The Gas Company District Energy 50.01% Atlantic Aviation MIC Corporate Proportionately Combined(2)   IMTT 100% District Energy 100%
 

Net income (loss) attributable to MIC LLC from continuing operations

7,089 3,509 39 (2,283) (25,876) (17,522) 14,177 78
Interest (income) expense, net(3) (1,356) 2,476 1,073 15,107 740 18,040 (2,712) 2,145
Provision (benefit) for income taxes 5,904 2,260 26 (1,542) 19,815 26,463 11,807 52
Depreciation 7,912 1,487 790 5,729 - 15,918 15,824 1,580
Amortization of intangibles 220 207 173 8,417 - 9,016 439 345
Base management fee paid in LLC interests - - - - 1,894 1,894 - -
Other non-cash (income) expense (150) 246 277 1,227 (312) 1,289 (299) 554
EBITDA excluding non-cash items 19,618 10,185 2,377 26,655 (3,739) 55,096 39,236 4,754
 
EBITDA excluding non-cash items 19,618 10,185 2,377 26,655 (3,739) 55,096 39,236 4,754
Interest income (expense), net(3) 1,356 (2,476) (1,073) (15,107) (740) (18,040) 2,712 (2,145)
Interest rate swap breakage fees(3) - - - (914) - (914) - -

Non-cash derivative (gains) losses
recorded in interest expense, net(3)

(5,116) 244 (210) 590 4 (4,488) (10,232) (419)
Amortization of deferred finance charges(3) 95 120 85 803 204 1,307 190 170
Equipment lease receivables, net - - 347 - - 347 - 694

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

487 (2,239) - 63 941 (748) 974 -
Changes in working capital 3,916 3,249 916 (5,185) 1,289 4,184 7,831 1,831
Cash provided by (used in) operating activities 20,356 9,083 2,443 6,905 (2,041) 36,745 40,711 4,885
Changes in working capital (3,916) (3,249) (916) 5,185 (1,289) (4,184) (7,831) (1,831)
Maintenance capital expenditures (6,557) (2,182) (169) (950) - (9,857) (13,113) (337)
 
Free cash flow 9,884 3,652 1,359 11,140 (3,330) 22,704 19,767 2,717

(1) Reclassified to conform to current period presentation.

(2) Proportionately combined free cash flow is equal to the sum of free cash flow attributable to MIC's ownership interest in each of its operating businesses and MIC Corporate.

(3) Interest income (expense), net, includes non-cash gains (losses) on derivative instruments, non-cash amortization of deferred financing fees and interest rate swap breakage fees.


CONTACT:
Investor enquiries
Jay A. Davis
Investor Relations
Macquarie Infrastructure Company
(212) 231-1825
or
Media enquiries
Paula Chirhart
Corporate Communications
Macquarie Infrastructure Company
(212) 231-1310