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FTAI Infrastructure Inc.

For the period ended Oct 30, 2025. Filed Oct 30, 2025.

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A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.

Oct 30, 2025 · Filed Oct 30, 2025

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FIP$3.47+18.0%Stored close · as of Nov 6, 2026
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EX-99.1 · Key Performance Measures

Key Performance Measures

The Chief Operating Decision Maker (“CODM”) utilizes Adjusted EBITDA as our key performance measure.

Adjusted EBITDA provides the CODM with the information necessary to assess operational performance, as well as make resource and allocation decisions. Adjusted EBITDA is defined as net income (loss) attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock, adjusted (a) to exclude the impact of provision for (benefit from) income taxes, equity-based compensation expense, acquisition and transaction expenses, losses on the modification or extinguishment of debt and capital lease obligations, changes in fair value of non-hedge derivative instruments, asset impairment charges, incentive allocations, depreciation and amortization expense, interest expense, interest and other costs on pension and other pension expense benefits (“OPEB”) liabilities, dividends and accretion of redeemable preferred stock, and other non-recurring items, (b) to include the impact of our pro-rata share of Adjusted EBITDA from unconsolidated entities, and (c) to exclude the impact of equity in earnings (losses) of unconsolidated entities and the non-controlling share of Adjusted EBITDA.

The following table sets forth a reconciliation of net loss attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock to Adjusted EBITDA for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30, · Change · Nine Months EndedSeptember 30, · Change
(in thousands) · 2025 · 2024 · 2025 · 2024
Net loss attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock$(118,352)$(49,971)$(68,381)$(88,444)$(160,903)$72,459
Add: Provision for (benefit from) income taxes5,081(92)5,173(35,481)1,980(37,461)
Add: Equity-based compensation expense1,5222,629(1,107)3,6856,768(3,083)
Add: Acquisition and transaction expenses3,2212,52669515,4404,37311,067
Add: Losses (gains) on the modification or extinguishment of debt and capital lease obligations55,208(747)55,95559,2818,42350,858
Add: Changes in fair value of non-hedge derivative instruments211—211211—211
Add: Asset impairment charges———4,401—4,401
Add: Incentive allocations——————
Add: Depreciation and amortization expense (1)26,80820,7256,08383,55163,41820,133
Add: Interest expense73,31231,51341,799175,62888,79686,832
Add: Pro-rata share of Adjusted EBITDA from unconsolidated entities (2)8,3235,6252,69812,72315,090(2,367)
Add: Dividends and accretion of redeemable preferred stock25,31116,9788,33368,10951,56316,546
Add: Interest and other costs on pension and OPEB liabilities(265)(248)(17)(794)214(1,008)
Add: Other non-recurring items (3)962—9622,295—2,295
Less: Equity in (earnings) losses of unconsolidated entities(2,928)14,308(17,236)(6,247)38,998(45,245)
Less: Non-controlling share of Adjusted EBITDA (4)(7,483)(6,318)(1,165)(22,292)(20,305)(1,987)
Adjusted EBITDA (Non-GAAP)$70,931$36,928$34,003$272,066$98,415$173,651

(1)Includes the following items for the three months ended September 30, 2025 and 2024: (i) depreciation and amortization expense of $34,813 and $19,492, (ii) capitalized contract costs amortization of $1,233 and $1,233 and (iii) amortization of other comprehensive income of $(9,238) and $—, respectively. Includes the following items for the nine months ended September 30, 2025 and 2024: (i) depreciation and amortization expense of $93,823 and $60,176, (ii) capitalized contract costs amortization of $3,698 and $3,242 and (iii) amortization of other comprehensive income of $(13,970) and $—, respectively.

(2)Includes the following items for the three months ended September 30, 2025 and 2024: (i) net income (loss) of $5,100 and $(14,352), (ii) interest expense of $— and $10,826, (iii) depreciation and amortization expense of $1,852 and $6,911, (iv) acquisition and transaction expenses of $— and $47, (v) changes in fair value of non-hedge derivative instruments of $— and $(2,572), (vi) asset impairment charges of $— and $24, (vii) equity method basis adjustments of $— and $17, (viii) losses on the modification or extinguishment of debt of $— and $4,724 and (ix) provision for income taxes of $1,371 and $—, respectively. Includes the following items for the nine months ended September 30, 2025 and 2024: (i) net income (loss) of $11,578 and $(39,132), (ii) interest expense of $7,648 and $32,901, (iii) depreciation and amortization expense of $4,736 and $20,091, (iv) acquisition and transaction expenses of $201 and $97, (v) changes in fair value of non-hedge derivative instruments of $(12,822) and $(4,394), (vi) equity-based compensation expense of $— and $2, (vii) asset impairment of $— and $274, (viii) equity method basis adjustments of $10 and $49, (ix) losses on the modification or extinguishment of debt of $— and $4,724, (x) provision for income taxes of $1,371 and $— and (xi) other non-recurring items of $1 and $478, respectively.

(3)Includes the following items for the three months ended September 30, 2025: (i) Railroad severance expense of $7 and (ii) non-ordinary professional fees of $955. Includes the following items for the nine months ended September 30, 2025: (i) incidental utility rebillings of $650, (ii) loss on inventory heel of $385, (iii) Railroad severance expense of $305 and (iv) non-ordinary professional fees of $955.

(4)Includes the following items for the three months ended September 30, 2025 and 2024: (i) equity-based compensation of $120 and $240, (ii) provision for (benefit from) income taxes of $14 and $(98), (iii) interest expense of $4,122 and $3,078, (iv) depreciation and amortization expense of $3,079 and $3,274, (v) changes in fair value of non-hedge derivative instruments of $(3) and $—, (vi) acquisition and transaction expenses of $52 and $—, (vii) interest and other costs on pension and OPEB liabilities of $(2) and $(1), (viii) asset impairment charges of $(2) and $—, (ix) losses on the modification or extinguishment of debt of $2 and $(175), (x) equity in earnings of unconsolidated entities of $31 and $—, (xi) dividends and accretion of redeemable preferred stock of $72 and $— and (xii) other non-recurring items of $(2) and $—, respectively. Includes the following items for the nine months ended September 30, 2025 and 2024: (i) equity-based compensation expense of $344 and $939, (ii) provision for (benefit from) income taxes of $202 and $(374), (iii) interest expense of $11,768 and $7,906, (iv) depreciation and amortization expense of $9,219 and $9,855, (v) changes in fair value of non-hedge derivative instruments of $(3) and $—, (vi) acquisition and transaction expenses of $218 and $3, (vii) interest and other costs on pension and OPEB liabilities of $(5) and $1, (viii) asset impairment of $25 and $—, (ix) losses on the modification or extinguishment of debt of $360 and $1,975, (x) equity in earnings of unconsolidated entities of $31 and $—, (xi) dividends and accretion of redeemable preferred stock of $72 and $— and (xii) other non-recurring items of $61 and $—, respectively.

The following tables sets forth a reconciliation of net income (loss) attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock to Adjusted EBITDA for our four core segments for the three months ended September 30, 2025:

Three Months Ended September 30, 2025
(in thousands)RailroadJefferson TerminalRepaunoPower and GasFour Core Segments
Net income (loss) attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock$2,949$(11,978)$(6,167)$566$(14,630)
Add: Provision for (benefit from) income taxes4,040(39)19—4,020
Add: Equity-based compensation expense354332718—1,404
Add: Acquisition and transaction expenses(459)—998162701
Add: (Gains) losses on the modification or extinguishment of debt and capital lease obligations—(13)—4734
Add: Changes in fair value of non-hedge derivative instruments(470)——681211
Add: Asset impairment charges—————
Add: Incentive allocations—————
Add: Depreciation and amortization expense (1)5,15112,5912,4896,33026,561
Add: Interest expense8017,0643,01227,95648,112
Add: Pro-rata share of Adjusted EBITDA from unconsolidated entities (2)8,408———8,408
Add: Dividends and accretion of redeemable preferred stock12,487———12,487
Add: Interest and other costs on pension and OPEB liabilities(265)———(265)
Add: Other non-recurring items (3)7———7
Less: Equity in earnings of unconsolidated entities(3,013)———(3,013)
Less: Non-controlling share of Adjusted EBITDA (4)(141)(6,933)(409)—(7,483)
Adjusted EBITDA (Non-GAAP)$29,128$11,024$660$35,742$76,554

(1)Jefferson Terminal

Includes the following items for the three months ended September 30, 2025: (i) depreciation and amortization expense of $11,358 and (ii) capitalized contract costs amortization of $1,233.

Power and Gas

Includes the following items for the three months ended September 30, 2025: (i) depreciation and amortization expense of $15,568 and (ii) amortization of other comprehensive income of $(9,238).

(2)Railroad

Includes the following items for the three months ended September 30, 2025: (i) net income of $5,185, (ii) depreciation and amortization expense of $1,852 and (iii) provision for income taxes of $1,371.

(3)Railroad

Includes the following items for the three months ended September 30, 2025: Railroad severance expense of $7.

(4)Railroad

Includes the following items for the three months ended September 30, 2025: (i) equity-based compensation expense of $2, (ii) provision for income taxes of $22, (iii) depreciation and amortization expense of $25, (iv) acquisition and transaction expenses of $(4), (v) interest and other costs on pension and OPEB liabilities of $(2), (vi) asset impairment charges of $(2), (vii) equity in earnings of unconsolidated entities of $31, (viii) dividends and accretion of redeemable preferred stock of $72 and (ix) changes in fair value of non-hedge derivative instruments of $(3).

Jefferson Terminal

Includes the following items for the three months ended September 30, 2025: (i) equity-based compensation expense of $77, (ii) benefit from income taxes of $(9), (iii) interest expense of $3,952, (iv) depreciation and amortization expense of $2,916 and (v) losses on the modification or extinguishment of debt of $(3).

Repauno

Includes the following items for the three months ended September 30, 2025: (i) equity-based compensation expense of $41, (ii) provision for income taxes of $1, (iii) interest expense of $170, (iv) depreciation and amortization expense of $138, (v) acquisition and transaction expenses of $56, (vi) loss on the modification or extinguishment of debt of $5 and (vii) other non-recurring items of $(2).

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