FTAI Infrastructure Inc.
For the period ended Sep 30, 2026. Filed Nov 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 6, 2026
FIP$3.47+18.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-10.
0001899883-26-000036
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-06.
0001899883-26-000043
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 191 previous paragraphs and 193 current paragraphs.
53 unchanged; 71 reworded; 67 added; 61 removed; 6 previous and 2 current paragraphs rearranged.
Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (67)
Current report
Comparison of the three and nine months ended September 30, 2026 and 2025
Current report
(5) Includes the following items for the three months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $299 and $120, (ii) (benefit from) provision for income taxes of $(20) and $14, (iii) interest expense of $5,370 and $4,124, (iv) depreciation and amortization expense of $3,355 and $3,079, (v) changes in fair value of non-hedge derivative instruments of $150 and $(3), (vi) acquisition and transaction expenses of $76 and $52, (vii) interest and other costs on pension and OPEB liabilities of $(1) and $(2), (viii) asset impairment charges of $(9) and $(2), (ix) equity in earnings of unconsolidated entities of $— and $31, (x) dividends and accretion of redeemable preferred stock of $225 and $72 and (xi) other non-recurring items of $2 and $(2), respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $2,366 and $344, (ii) provision for income taxes of $98 and $202, (iii) interest expense of $14,361 and $12,128, (iv) depreciation and amortization expense of $10,048 and $9,219, (v) changes in fair value of non-hedge derivative instruments of $154 and $(3), (vi) acquisition and transaction expenses of $120 and $218, (vii) interest and other costs on pension and OPEB liabilities of $(3) and $(5), (viii) asset impairment charges of $(9) and $25, (ix) equity in earnings of unconsolidated entities of $— and $31, (x) dividends and accretion of redeemable preferred stock of $616 and $72 and (xi) other non-recurring items of $15 and $61, respectively.
Current report
Total revenues increased $78.4 million due to higher revenues of $10.2 million in the Power and Gas segment, $61.3 million in the Railroad segment, $3.8 million in the Jefferson Terminal segment, $0.7 million in the Repauno segment and $2.4 million in the Corporate and Other segment.
Current report
Rail revenues increased $51.9 million primarily due to the completed acquisition of Wheeling in December 2025 and increased fuel surcharges in the Railroad segment.
Current report
Gas revenues increased $6.4 million due to an increase in third party sales at Long Ridge West Virginia LLC.
Current report
Roadside services revenues increased $2.8 million due to an increase in roadside services at FYX.
Current report
Total revenues increased $235.1 million primarily due to higher revenues of $153.7 million in the Railroad segment, $14.3 million in the Jefferson Terminal segment, $62.0 million in the Power and Gas segment, $0.6 million in the Repauno segment and $4.5 million in the Corporate and Other segment.
Current report
Power revenues increased $38.2 million primarily due to the acquisition of Long Ridge Energy & Power LLC in February 2025, as well as increased power prices.
Current report
Gas revenues increased $24.1 million primarily due to the acquisition of Long Ridge Energy & Power LLC in February 2025, as well as an increase in third party sales at Long Ridge West Virginia LLC.
Current report
Roadside services revenues increased $4.7 million due to an increase in roadside services at FYX.
Current report
Operating expenses increased $45.6 million which primarily reflects:
Current report
•an increase of $2.1 million primarily due to costs associated with increased terminal throughput activity in the Jefferson Terminal segment; and
Current report
Acquisition and transaction expenses increased $4.3 million primarily due to the costs associated with the acquisition of Tidewater in the Railroad segment, as well as the costs associated with the sale of Long Ridge.
Current report
Operating expenses increased $141.9 million which primarily reflects:
Current report
•an increase of $11.6 million primarily due to costs associated with stock-based compensation and costs associated with increased terminal throughput activity in the Jefferson Terminal segment; and
Current report
Total other expense increased $20.6 million during the three months ended September 30, 2026 primarily due to:
Current report
•an increase in other expense of $29.0 million primarily due to an unfavorable fair value adjustment to the Series A Warrants - RailCo; and
Current report
•an increase of $3.5 million in equity in losses of unconsolidated entities primarily due a decrease in equity earnings of unconsolidated entities in the Railroad segment due to the pickup of equity earnings of Wheeling in the prior year due to the full consolidation of Wheeling in December 2025.
Current report
Total other expense increased $274.9 million during the nine months ended September 30, 2026 which primarily reflects
Current report
•an increase in other expense of $29.5 million primarily due to an unfavorable fair value adjustment to the Series A Warrants - RailCo; and
Current report
Net loss
Current report
Net loss increased $18.6 million and $335.5 million during the three and nine months ended September 30, 2026, respectively, primarily due to the changes noted above.
Current report
Adjusted EBITDA increased $24.4 million and decreased $30.0 million during the three and nine months ended September 30, 2026, respectively, primarily due to the changes noted above.
Current report
(1) Includes the following items for the three and nine 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, respectively.
Current report
(3) Includes the following items for the three months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $3 and $2, (ii) provision for income taxes of $15 and $22, (iii) interest expense of $12 and $—, (iv) depreciation and amortization expense of $133 and $25, (v) acquisition and transaction expenses of $12 and $(4), (vi) interest and other costs on pension and OPEB liabilities of $(1) and $(2), (vii) asset impairment charges of $— and $(2), (viii) equity in earnings of unconsolidated entities of $— and $31, (ix) dividends and accretion of redeemable preferred stock of $225 and $72, (x) changes in fair value of non-hedge derivative instruments of $151 and $(3) and (xi) other non-recurring items of $2 and $—, respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $8 and $6, (ii) provision for income taxes of $51 and $32, (iii) interest expense of $31 and $2, (iv) depreciation and amortization expense of $351 and $87, (v) acquisition and transaction expenses of $31 and $14, (vi) interest and other costs on pension and OPEB liabilities of $(3) and $(5), (vii) asset impairment charges of $— and $25, (viii) equity in earnings of unconsolidated entities of $— and $31, (ix) dividends and accretion of redeemable preferred stock of $616 and $72, (x) changes in fair value of non-hedge derivative instruments of $156 and $(3) and (xi) other non-recurring items of $15 and $2, respectively.
Current report
Total revenues increased $61.3 million and $153.7 million during the three and nine months ended September 30, 2026, respectively, primarily due to the completed acquisitions of Wheeling in December 2025 and Tidewater in June 2026 and increased fuel surcharges.
Current report
Total expenses increased $52.6 million during the three months ended September 30, 2026, which primarily reflects:
Current report
•an increase in operating expenses of $35.1 million due to the completed acquisition and consolidation of Wheeling in December 2025 and Tidewater in June 2026;
Current report
•an increase in acquisition and transaction expenses $2.6 million primarily due to costs associated with the acquisition of Tidewater in June 2026.
Current report
Total expenses increased $131.4 million during the nine months ended September 30, 2026, which primarily reflects:
Current report
•an increase in operating expenses of $88.1 million due to the completed acquisition and consolidation of Wheeling in December 2025 and Tidewater in June 2026;
Current report
Total other expense increased $31.8 million and $35.5 million during the three and nine months ended September 30, 2026, respectively, which primarily reflects (i) an increase in interest expense on the RailCo Revolver taken in November 2025, (ii) an increase in other expense related to an unfavorable fair value adjustment on the Series A Warrants - RailCo and (iii) a decrease in equity earnings of unconsolidated entities related to the pickup of equity earnings of Wheeling in the prior year due to the full consolidation of Wheeling in December 2025.
Current report
Provision for income taxes decreased $1.8 million during the three months ended September 30, 2026, primarily due to current period net losses compared to net income in the prior year. Provision for income taxes increased $3.1 million during the nine months ended September 30, 2026, primarily due to the completed acquisitions of Wheeling in December 2025 and Tidewater in June 2026.
Current report
(2) Includes the following items for the three months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $248 and $77, (ii) provision for (benefit from) income taxes of $4 and $(9), (iii) interest expense of $4,777 and $3,949, (iv) depreciation and amortization expense of $3,131 and $2,916 and (v) acquisition and transaction expenses of $21 and $—, respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $2,176 and $271, (ii) provision for income taxes of $85 and $167, (iii) interest expense of $13,184 and $11,678, (iv) depreciation and amortization expense of $9,257 and $8,705 and (v) acquisition and transaction expenses of $21 and $16, respectively.
Current report
Total expenses increased $3.1 million during the three months ended September 30, 2026, which primarily reflects:
Current report
Total expenses increased $14.0 million during the nine months ended September 30, 2026, which primarily reflects:
Current report
•an increase in operating expenses of $11.6 million primarily due to costs associated with stock-based compensation and costs associated with increased terminal throughput activity; and
Current report
Adjusted EBITDA increased $3.2 million and $11.6 million during the three and nine months ended September 30, 2026, respectively, primarily due to the changes noted above.
Current report
(2) Includes the following items for the three months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $8 and $41, (ii) provision for income taxes of $— and $1, (iii) interest expense of $155 and $175, (iv) depreciation and amortization expense of $124 and $138, (v) acquisition and transaction expenses of $— and $56 and (vi) other non-recurring items of $— and $(2), respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) equity-based compensation expense of $89 and $67, (ii) provision for income taxes of $— and $3, (iii) interest expense of $309 and $448, (iv) depreciation and amortization expense of $366 and $427, (v) acquisition and transaction expenses of $— and $188 and (vi) other non-recurring items of $— and $59, respectively.
Current report
Total revenues increased $0.7 million and $0.6 million during the three and nine months ended September 30, 2026, respectively, primarily due to higher volumes stemming from the terminal’s current butane contract compared to when the contract initially commenced in April 2025.
Showing the first 40 of 67 passages. Open the source sections for the rest.
Removed paragraphs (61)
Previous report
Comparison of the three and six months ended June 30, 2026 and 2025
Previous report
(5) Includes the following items for the three months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $295 and $86, (ii) provision for income taxes of $52 and $84, (iii) interest expense of $3,445 and $3,706, (iv) depreciation and amortization expense of $3,362 and $3,071, (v) changes in fair value of non-hedge derivative instruments of $4 and $—, (vi) acquisition and transaction expenses of $29 and $165, (vii) interest and other costs on pension and OPEB liabilities of $(2) and $(1), (viii) asset impairment charges of $— and $8, (ix) losses on the modification or extinguishment of debt of $5 and $356, (x) dividends and accretion of redeemable preferred stock of $216 and $— and (xi) other non-recurring items of $7 and $2, respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $2,067 and $224, (ii) provision for income taxes of $118 and $188, (iii) interest expense of $7,497 and $7,646, (iv) depreciation and amortization expense of $6,693 and $6,140, (v) changes in fair value of non-hedge derivative instruments of $4 and $—, (vi) acquisition and transaction expenses of $44 and $166, (vii) interest and other costs on pension and OPEB liabilities of $(2) and $(3), (viii) asset impairment charges of $— and $27, (ix) losses on the modification or extinguishment of debt of $1,494 and $358, (x) dividends and accretion of redeemable preferred stock of $391 and $— and (xi) other non-recurring items of $13 and $63, respectively.
Previous report
Total revenues increased $64.5 million due to higher revenues of $7.0 million in the Power and Gas segment, $50.0 million in the Railroad segment, $2.7 million in the Jefferson Terminal segment, $2.5 million in the Repauno segment and $2.2 million in the Corporate and Other segment.
Previous report
Gas revenues increased $2.9 million due to increased drilling at Gasco and Long Ridge West Virginia.
Previous report
Roadside services revenues increased $2.3 million due to an increase in roadside services at FYX.
Previous report
Total revenues increased $156.7 million primarily due to higher revenues of $92.4 million in the Railroad segment, $10.6 million in the Jefferson Terminal segment, $51.8 million in the Power and Gas segment and $2.0 million in the Corporate and Other segment.
Previous report
Rail revenues increased $86.6 million primarily due to the completed acquisition and consolidation of Wheeling in December 2025 and increased carloads in the Railroad segment.
Previous report
Power revenues increased $34.4 million primarily due to the acquisition of Long Ridge Energy & Power LLC in February 2025.
Previous report
Gas revenues increased $17.7 million primarily due to the acquisition of Long Ridge Energy & Power LLC in February 2025.
Previous report
Roadside services revenues increased $1.9 million due to an increase in roadside services at FYX.
Previous report
Operating expenses increased $42.9 million which primarily reflects:
Previous report
•an increase of $1.7 million primarily due to costs associated with increased terminal throughput activity at Jefferson Terminal; and
Previous report
Operating expenses increased $96.2 million which primarily reflects:
Previous report
•an increase of $9.4 million primarily due to costs associated with stock-based compensation and costs associated with increased terminal throughput activity at Jefferson Terminal; and
Previous report
Total other expense increased $42.2 million during the three months ended June 30, 2026 primarily due to:
Previous report
•a decrease in loss on modification or extinguishment of debt of $2.5 million due to loss on extinguishment from the prior year payoff of the DRP Revolver and March 2025 Credit Agreement; and
Previous report
Total other expense increased $254.4 million during the six months ended June 30, 2026 which primarily reflects
Previous report
•an increase in loss on modification or extinguishment of debt of $43.4 million due to loss on extinguishment of the Bridge Loan Credit Agreement and loss on modification related to legal fees incurred in connection with the upsize of the Term Loan in the Corporate and Other segment, as well as loss on extinguishment from the June 2025 Jefferson Credit Agreement in the Jefferson Terminal segment;
Previous report
Net (loss) income
Previous report
Net loss increased $69.5 million and $316.9 million during the three and six months ended June 30, 2026, respectively, primarily due to the changes noted above.
Previous report
Adjusted EBITDA increased $30.2 million and decreased $54.4 million during the three and six months ended June 30, 2026, respectively, primarily due to the changes noted above.
Previous report
(2) Includes the following items for the three months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $3 and $2, (ii) provision for income taxes of $20 and $5, (iii) interest expense of $12 and $1, (iv) depreciation and amortization expense of $126 and $31, (v) acquisition and transaction expenses of $11 and $17, (vi) interest and other costs on pension and OPEB liabilities of $(2) and $(1), (vii) dividends and accretion of redeemable preferred stock of $216 and $—, (viii) changes in fair value of non-hedge derivative instruments of $1 and $— and (ix) other non-recurring items of $7 and $2, respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $5 and $4, (ii) provision for income taxes of $36 and $10, (iii) interest expense of $19 and $2, (iv) depreciation and amortization expense of $218 and $62, (v) acquisition and transaction expenses of $19 and $18, (vi) interest and other costs on pension and OPEB liabilities of $(2) and $(3), (vii) asset impairment charges of $— and $27, (viii) dividends and accretion of redeemable preferred stock of $391 and $—, (ix) changes in fair value of non-hedge derivative instruments of $5 and $— and (x) other non-recurring items of $13 and $2, respectively.
Previous report
Total revenues increased $50.0 million and $92.4 million during the three and six months ended June 30, 2026, respectively, primarily due to the completed acquisition and consolidation of Wheeling in December 2025 and increased carloads and fuel surcharges.
Previous report
Total expenses increased $39.0 million during the three months ended June 30, 2026, which primarily reflects:
Previous report
•an increase in operating expenses of $29.2 million due to the completed acquisition and consolidation of Wheeling in December 2025; and
Previous report
Total expenses increased $78.8 million during the six months ended June 30, 2026, which primarily reflects:
Previous report
•an increase in operating expenses of $53.0 million due to the completed acquisition and consolidation of Wheeling in December 2025;
Previous report
Provision for income taxes increased $2.5 million and $5.0 million during the three and six months ended June 30, 2026, respectively, primarily due to the completed acquisition and consolidation of Wheeling in December 2025.
Previous report
(2) Includes the following items for the three months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $249 and $76, (ii) provision for income taxes of $32 and $78, (iii) interest expense of $3,157 and $3,707, (iv) depreciation and amortization expense of $3,064 and $2,900 and (v) losses on the modification or extinguishment of debt of $— and $171, respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $1,928 and $194, (ii) provision for income taxes of $81 and $176, (iii) interest expense of $6,918 and $7,556, (iv) depreciation and amortization expense of $6,126 and $5,789, (v) acquisition and transaction expenses of $— and $16 and (vi) losses on the modification or extinguishment of debt of $1,489 and $173, respectively.
Previous report
Total expenses increased $2.4 million during the three months ended June 30, 2026, which primarily reflects:
Previous report
•an increase in operating expenses of $1.7 million primarily due to costs associated with increased terminal throughput activity; and
Previous report
Total expenses increased $10.8 million during the six months ended June 30, 2026, which primarily reflects:
Previous report
•an increase in operating expenses of $9.4 million primarily due to costs associated with stock-based compensation and costs associated with increased terminal throughput activity; and
Previous report
Total other expense decreased $2.4 million during the three months ended June 30, 2026, which primarily reflects (i) a decrease in interest expense of $2.4 million driven by fewer current quarter borrowings and (ii) a decrease in loss on modification or extinguishment of debt of $0.7 million related to a prior year loss on extinguishment associated with the Series 2024 Bond issuance, offset by a decrease in other income of $0.7 million from the interest on funds from the Series 2024 Bonds.
Previous report
Adjusted EBITDA increased $1.9 million and $8.4 million during the three and six months ended June 30, 2026, respectively, primarily due to the changes noted above.
Previous report
(2) Includes the following items for the three months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $8 and $8, (ii) provision for income taxes of $— and $1, (iii) interest expense of $64 and $(2), (iv) depreciation and amortization expense of $123 and $140, (v) acquisition and transaction expenses of $— and $132, (vi) losses on the modification or extinguishment of debt of $— and $185 and (vii) asset impairment charges of $— and $(19), respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) equity-based compensation expense of $81 and $26, (ii) provision for income taxes of $— and $2, (iii) interest expense of $154 and $88, (iv) depreciation and amortization expense of $242 and $289, (v) acquisition and transaction expenses of $— and $132, (vi) losses on the modification or extinguishment of debt of $— and $185 and (vii) other non-recurring items of $— and $61, respectively.
Previous report
Total revenues increased $2.5 million during the three months ended June 30, 2026, primarily due to higher volumes stemming from the terminal’s current butane contract compared to when the contract initially commenced in April 2025.
Previous report
Total expenses decreased $0.9 million during the three months ended June 30, 2026, which primarily reflects:
Previous report
•an increase in operating expenses of $0.9 million primarily due to costs associated with increased terminal throughput activity; partially offset by
Previous report
Total expenses decreased $1.5 million during the six months ended June 30, 2026, which primarily reflects:
Showing the first 40 of 61 passages. Open the source sections for the rest.
Reworded paragraphs (71)
Previous wording
We expect to continue to invest in such market sectors, and pursue additional investment opportunities in other infrastructure businesses and assets we believe to be attractive and meet our investment objectives. Our team focuses on acquiring a diverse group of long-lived assets or operating businesses that provide mission-critical services or functions to infrastructure networks and typically have high barriers to entry, strong margins, stable cash flows and upside from earnings growth and asset appreciation driven by increased use and inflation. We believe that there are a large number of acquisition opportunities in our markets and that our Manager’s expertise and business and financing relationships, together with our access to capital and generally available capital for infrastructure projects in today’s marketplace, will allow us to take advantage of these opportunities. As of June 30, 2026, we had total consolidated assets of $5.7 billion and redeemable preferred stock and equity of $638.3 million.
Current wording
We expect to continue to invest in such market sectors, and pursue additional investment opportunities in other infrastructure businesses and assets we believe to be attractive and meet our investment objectives. Our team focuses on acquiring a diverse group of long-lived assets or operating businesses that provide mission-critical services or functions to infrastructure networks and typically have high barriers to entry, strong margins, stable cash flows and upside from earnings growth and asset appreciation driven by increased use and inflation. We believe that there are a large number of acquisition opportunities in our markets and that our Manager’s expertise and business and financing relationships, together with our access to capital and generally available capital for infrastructure projects in today’s marketplace, will allow us to take advantage of these opportunities. As of September 30, 2026, we had total consolidated assets of $5.7 billion and redeemable preferred stock and equity of $448.0 million.
Previous wording
On April 29, 2026, we entered into an agreement (the “Agreement”) to sell Long Ridge Energy & Power LLC (see Note 2 for additional details), subject to the receipt of certain regulatory approvals expected to be received within 12 months of the signing of such agreement. As such, we have recorded Long Ridge Energy & Power LLC, included in our Power and Gas segment, as held-for-sale as of the date of the Agreement through regulatory approval and closing of the sale. On June 29, 2026 (the “acquisition date”), we acquired Tidewater, a barge and rail transloading company with operations in Ohio, West Virginia and Texas (see Note 2 for additional details), which will be included in our Railroad segment as of the acquisition date. Additionally, on June 30, 2026, we sold our KRS business (see Note 2 for additional details), which was included within the Corporate and Other segment.
Current wording
On April 29, 2026, we entered into an agreement (the “Agreement”) to sell Long Ridge Energy & Power LLC (see Note 2 for additional details), which was approved by the Federal Energy Regulatory Commission on November 4, 2026 (see Note 18 for additional details), and we expect to close by the end of November 2026. As such, we have recorded Long Ridge Energy & Power LLC, included in our Power and Gas segment, as held-for-sale as of the date of the Agreement through regulatory approval and closing of the sale. On June 26, 2026 (the “acquisition date”), we acquired Tidewater, a barge and rail transloading company with operations in Ohio, West Virginia and Texas (see Note 2 for additional details), which will be included in our Railroad segment as of the acquisition date. Additionally, on June 30, 2026, we sold our KRS business (see Note 2 for additional details), which was included within the Corporate and Other segment.
Previous wording
(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 OPEB liabilities, dividends and accretion of redeemable and convertible 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.
Current wording
(losses) on the modification or extinguishment of 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 OPEB liabilities, dividends and accretion of redeemable and convertible 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.
Previous wording
(1)Includes the following items for the three months ended June 30, 2026 and 2025: (i) depreciation and amortization expense of $39,511 and $33,998, (ii) capitalized contract costs amortization of $1,232 and $1,232 and (iii) amortization of other comprehensive income of $(287) and $(3,144), respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) depreciation and amortization expense of $90,202 and $59,010, (ii) capitalized contract costs amortization of $2,465 and $2,465 and (iii) amortization of other comprehensive income of $(10,523) and $(4,732), respectively.
Current wording
(1)Includes the following items for the three months ended September 30, 2026 and 2025: (i) depreciation and amortization expense of $35,328 and $34,813, (ii) capitalized contract costs amortization of $1,233 and $1,233 and (iii) amortization of other comprehensive income of $(7,078) and $(9,238), respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) depreciation and amortization expense of $125,530 and $93,823, (ii) capitalized contract costs amortization of $3,698 and $3,698 and (iii) amortization of other comprehensive income of $(17,601) and $(13,970), respectively.
Previous wording
(2)Includes the following items for the three months ended June 30, 2026 and 2025: net loss of $(560) and $(100), respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) net (loss) income of $(1,078) and $6,478, (ii) interest expense of $— and $7,648, (iii) depreciation and amortization expense of $— and $2,884, (iv) acquisition and transaction expenses of $— and $201, (v) changes in fair value of non-hedge derivative instruments of $— and $(12,822), (vi) equity method basis adjustments of $— and $10 and (vii) other non-recurring items of $— and $1, respectively.
Current wording
(2)Includes the following items for the three months ended September 30, 2026 and 2025: (i) net (loss) income of $(590) and $5,100, (ii) depreciation and amortization expense of $— and $1,852, (iii) provision for income taxes of $— and $1,371, respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) net (loss) income of $(1,668) and $11,578, (ii) interest expense of $— and $7,648, (iii) depreciation and amortization expense of $— and $4,736, (iv) acquisition and transaction expenses of $— and $201, (v) changes in fair value of non-hedge derivative instruments of $— and $(12,822), (vi) equity method basis adjustments of $— and $10, (vii) provision for income taxes of $— and $1,371 and (viii) other non-recurring items of $— and $1, respectively.
Previous wording
(3)Includes the following items for the three months ended June 30, 2026 and 2025: (i) dividends and accretion of redeemable preferred stock of $33,887 and $20,957 and (ii) dividends of convertible preferred stock of $4,511 and $4,082, respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) dividends and accretion of redeemable preferred stock of $71,108 and $42,798 and (ii) dividends of convertible preferred stock of $8,864 and $5,549, respectively.
Current wording
(3)Includes the following items for the three months ended September 30, 2026 and 2025: (i) dividends and accretion of redeemable preferred stock of $35,795 and $25,311, (ii) dividends of convertible preferred stock of $4,677 and $4,231 and (iii) loss on extinguishment of preferred stock of $— and $36,646, respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) dividends and accretion of redeemable preferred stock of $106,903 and $68,109, (ii) dividends of convertible preferred stock of $13,541 and $9,780 and (iii) loss on extinguishment of preferred stock of $— and $36,646, respectively.
Previous wording
(4) Includes the following items for the three months ended June 30, 2026: Railroad severance and integration expenses of $857. Includes the following item for the three months ended June 30, 2025: Railroad severance expense of $298. Includes the following items for the six months ended June 30, 2026: (i) Railroad severance and integration expenses of $2,328 and (ii) unrealized loss on investment of $1,190. Includes the following items for the six months ended June 30, 2025: (i) incidental utility rebillings of $650, (ii) loss on inventory heel of $385 and (iii) Railroad severance expense of $298.
Current wording
(4) Includes the following items for the three months ended September 30, 2026: (i) Railroad severance and integration expenses of $798 and (ii) unrealized loss on investment of $310. Includes the following item 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, 2026: (i) Railroad severance and integration expenses of $3,126 and (ii) unrealized loss on investment of $1,500. 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.
Previous wording
Terminal services revenues increased $11.1 million primarily due to an increase in average refined and ammonia product throughput volumes in the Jefferson Terminal segment.
Current wording
Terminal services revenues increased $10.9 million primarily due to (i) an increase in average refined and ammonia product throughput volumes in the Jefferson Terminal segment, (ii) higher volumes stemming from the terminal’s current butane contract compared to when the contract initially commenced in April 2025 in the Repauno segment and (iii) an increase in Tidewater revenue due to the complete acquisition and consolidation of Tidewater in June 2026 in the Railroad segment.
Previous wording
Power revenues increased $4.6 million due to increased power prices at Long Ridge Energy & Power LLC in February 2025.
Current wording
Power revenues increased $3.8 million due to increased power prices at Long Ridge Energy & Power LLC.
Previous wording
Rail revenues increased $46.5 million primarily due to the completed acquisition and consolidation of Wheeling in December 2025 and increased carloads and fuel surcharges in the Railroad segment.
Current wording
Rail revenues increased $138.5 million primarily due to the completed acquisition of Wheeling in December 2025 and increased carloads and fuel surcharges in the Railroad segment.
Previous wording
Terminal services revenues increased $5.5 million primarily due to an increase in average refined and ammonia product throughput volumes in the Jefferson Terminal segment, as well as higher volumes stemming from the terminal’s current butane contract compared to when the contract initially commenced in April 2025 in the Repauno segment.
Current wording
Terminal services revenues increased $22.0 million primarily due to (i) an increase in average refined, crude, and ammonia product throughput volumes in the Jefferson Terminal segment, (ii) higher volumes stemming from the terminal’s current butane contract compared to when the contract initially commenced in April 2025 in the Repauno segment and (iii) an increase due to the acquisition and consolidation of Tidewater in June 2026 in the Railroad segment.
Previous wording
Total expenses increased $104.3 million primarily due to increases in (i) operating expenses, (ii) depreciation and amortization and (iii) asset impairment.
Current wording
Total expenses increased $79.3 million primarily due to increases in (i) operating expenses, (ii) acquisition and transaction expenses and (iii) asset impairment.
Previous wording
•an increase of $8.9 million primarily related to increased Ohio GasCo LLC and Long Ridge West Virginia LLC well operations in the Power and Gas segment;
Current wording
•an increase of $7.2 million primarily related to increased well operations in the Power and Gas segment;
Previous wording
•an increase of $53.0 million in the Railroad segment mainly due to the full inclusion of operating expenses of Wheeling after the acquisition in December 2025.
Current wording
•an increase of $35.1 million in the Railroad segment mainly due to the full inclusion of operating expenses of Wheeling after the acquisition in December 2025, as well as Tidewater after the acquisition in June 2026.
Previous wording
Total expenses increased $186.6 million, primarily due to increases in (i) operating expenses, (ii) depreciation and amortization, (iii) acquisition and transaction expenses and (iv) asset impairment.
Current wording
Total expenses increased $265.9 million, primarily due to increases in (i) operating expenses, (ii) depreciation and amortization, (iii) acquisition and transaction expenses and (iv) asset impairment.
Previous wording
•an increase of $30.4 million primarily related to increased Ohio GasCo LLC and Long Ridge West Virginia LLC well operations and full inclusion of operating expenses after the acquisition of 100% of Long Ridge in February 2025 in the Power and Gas segment;
Current wording
•an increase of $37.5 million primarily related to increased well operations and full inclusion of operating expenses after the acquisition of 100% of Long Ridge in February 2025 in the Power and Gas segment;
Previous wording
•an increase of $29.2 million in the Railroad segment mainly due to the full inclusion of operating expenses of Wheeling after the acquisition in December 2025.
Current wording
•an increase of $88.1 million in the Railroad segment mainly due to the full inclusion of operating expenses of Wheeling after the acquisition in December 2025 and Tidewater after the acquisition in June 2026.
Previous wording
Depreciation and amortization increased $31.2 million primarily due to additional assets at the Railroad segment after the acquisition of Wheeling in December 2025.
Current wording
Depreciation and amortization increased $31.7 million primarily due to additional assets at the Railroad segment after the acquisition of Wheeling in December 2025.
Previous wording
Acquisition and transaction expenses increased $0.6 million primarily due to (i) an increase in legal and consulting fees in the Railroad segment related to the acquisition of Wheeling in December 2025 and Tidewater in June 2026 and (ii) costs incurred with debt refinancing activities and professional fees related to the Wheeling acquisition in the Corporate and Other segment.
Current wording
Acquisition and transaction expenses increased $4.9 million primarily due to an increase in legal and consulting fees in the Railroad segment related to the acquisition of Wheeling in December 2025 and Tidewater in June 2026 as well as an increase in costs associated with the sale of Long Ridge in the Power and Gas segment.
Previous wording
Asset impairment increased $58.8 million primarily due to (i) an impairment of assets at KRS which was classified as held for sale during the current quarter prior to being sold on June 30, 2026 in the Corporate and Other segment and (ii) a valuation allowance on assets held for sale in the current quarter for Long Ridge Energy & Power LLC in the Power and Gas segment, offset by a railcar adjustment that was recorded in the prior year in the Railroad segment.
Current wording
Asset impairment increased $87.4 million primarily due to (i) an impairment of assets at KRS which was classified as held for sale during the current quarter prior to being sold on June 30, 2026 in the Corporate and Other segment and (ii) a valuation allowance on assets held for sale in the current quarter for Long Ridge Energy & Power LLC in the Power and Gas segment, offset by a railcar adjustment that was recorded in the prior year in the Railroad segment.
Previous wording
•an increase in interest expense of $46.3 million primarily due to an increase in the average outstanding debt of approximately $886.5 million which primarily consists of (i) $768.0 million for the Bridge Loan Credit Agreement and (ii) $118.6 million for the Series 2025 Bonds; partially offset by
Current wording
•an increase in interest expense of $12.0 million primarily due to an increase in the average outstanding debt of approximately $452.9 million which primarily consists of (i) $396.6 million for the Bridge Loan Credit Agreement, (ii) $10.4 million for the Series 2025 Bonds and (iii) $50.0 million for the RailCo Revolver, partially offset by a decrease in costs to modify or extinguish debt primarily due to costs incurred related to the Senior Notes due 2027 in the corresponding quarter of prior year in the Corporate and Other segment;
Previous wording
•an increase in interest expense of $85.7 million primarily due to an increase in the average outstanding debt of approximately $1.2 billion which primarily consists of (i) $732.9 million for the Bridge Loan Credit Agreement, (ii) $234.5 million for the Series 2025 Bonds, (iii) $196.2 million for Long Ridge Energy & Power LLC debt and (iv) $50.0 million for the RailCo Revolver;
Current wording
•an increase in interest expense of $117.1 million primarily due to an increase in the average outstanding debt of approximately $928.1 million which primarily consists of (i) $620.8 million for the Term Loan Credit Agreement, (ii) $159.8 million for the Series 2025 Bonds, (iii) $128.4 million for Long Ridge Energy & Power LLC debt and (iv) $50.0 million for the RailCo Revolver, partially offset by a decrease in costs to modify or extinguish debt primarily due to costs incurred related to the Senior Notes due 2027 in the corresponding quarter of prior year in the Corporate and Other segment;
Previous wording
•a decrease in gain on sale of assets of $120.4 million primarily due to a prior year gain from the acquisition of 100% of Long Ridge in February 2025; and
Current wording
•a decrease in gain on sale of assets of $120.4 million primarily due to a prior year gain from the acquisition of 100% of Long Ridge in February 2025;
Previous wording
•an increase of $4.4 million in equity in losses of unconsolidated entities primarily due to the equity pickup of Long Ridge Energy & Power LLC net earnings in the prior year that were not recognized in the current quarter since 100% of Long Ridge Energy & Power LLC was acquired in February 2025, and therefore no equity pickup was recorded after the acquisition, offset by a decrease in equity in losses of unconsolidated entities in the Sustainability and Energy Transition segment due to lower operating losses at GM-FTAI Holdco LLC.
Current wording
•an increase of $7.9 million in equity in losses of unconsolidated entities primarily due to the equity pickup of Long Ridge Energy & Power LLC and Wheeling net earnings in the prior year that were not recognized in the current quarter since 100% of Long Ridge Energy & Power LLC was acquired in February 2025 and 100% of Wheeling was acquired in December 2025, and therefore no equity pickup was recorded after the acquisition, offset by a decrease in equity in losses of unconsolidated entities in the Sustainability and Energy Transition segment due to lower operating losses at GM-FTAI Holdco LLC.
Previous wording
Benefit from income taxes increased $15.0 million during the three months ended June 30, 2026 primarily due to assets being classified as held for sale at Long Ridge Energy & Power LLC in the current quarter. Benefit from income taxes decreased $27.5 million during the six months ended June 30, 2026 primarily due to the partial release of the valuation allowance in connection with the acquisition of Long Ridge Energy & Power LLC in February 2025, offset by assets being classified as held for sale at Long Ridge Energy & Power LLC in the current quarter.
Current wording
Provision for income taxes decreased $2.8 million during the three months ended September 30, 2026, primarily due to current period net losses compared to net income in the prior year in the Railroad segment. Benefit from income taxes decreased $29.7 million during the nine months ended September 30, 2026, primarily due to the partial release of the valuation allowance in connection with the acquisition of Long Ridge Energy & Power LLC in February 2025 in the Power and Gas segment, offset by assets being classified as held for sale at Long Ridge Energy & Power LLC in the Power and Gas segment in the current year and the completed acquisitions of Wheeling in December 2025 and Tidewater in June 2026 in the Railroad segment.
Previous wording
(1) Includes the following items for the three months ended June 30, 2026: Railroad severance and integration expenses of $857. Includes the following item for the three months ended June 30, 2025: Railroad severance expense of $298. Includes the following items for the six months ended June 30, 2026: Railroad severance and integration expenses of $2,328. Includes the following item for the six months ended June 30, 2025: Railroad severance expense of $298.
Current wording
(2) Includes the following items for the three months ended September 30, 2026: Railroad severance and integration expenses of $798. Includes the following item for the three months ended September 30, 2025: Railroad severance expense of $7. Includes the following items for the nine months ended September 30, 2026: Railroad severance and integration expenses of $3,126. Includes the following item for the nine months ended September 30, 2025: Railroad severance expense of $305.
Previous wording
•an increase in depreciation and amortization expense of $14.5 million related to depreciation expense on Wheeling assets due to the completed acquisition and consolidation in December 2025; partially offset by
Current wording
•an increase in depreciation and amortization expense of $14.9 million related to depreciation expense on Wheeling assets due to the completed acquisition and consolidation in December 2025; and
Previous wording
•an increase in acquisition and transaction costs of $1.2 million related to the completed acquisition and consolidation of Wheeling in December 2025 and Tidewater in June 2026; and
Current wording
•an increase in acquisition and transaction costs of $3.8 million related to the completed acquisition and consolidation of Wheeling in December 2025 and Tidewater in June 2026; and
Previous wording
•an increase in depreciation and amortization expense of $28.9 million related to depreciation expense on Wheeling assets due to the completed acquisition and consolidation in December 2025; offset by
Current wording
•an increase in depreciation and amortization expense of $43.8 million related to depreciation expense on Wheeling assets due to the completed acquisition and consolidation in December 2025; offset by
Previous wording
Adjusted EBITDA increased $21.7 million and $42.0 million during the three and six months ended June 30, 2026, respectively, primarily due to the activity noted above.
Current wording
Adjusted EBITDA increased $18.3 million and $60.3 million during the three and nine months ended September 30, 2026, respectively, primarily due to the activity noted above.
Previous wording
(1) Includes the following items for the three months ended June 30, 2026 and 2025: (i) depreciation and amortization expense of $11,997 and $11,290 and (ii) capitalized contract costs amortization of $1,232 and $1,232, respectively. Includes the following items for the six months ended June 30, 2026 and 2025: (i) depreciation and amortization expense of $23,984 and $22,530 and (ii) capitalized contract costs amortization of $2,465 and $2,465, respectively.
Current wording
(1) Includes the following items for the three months ended September 30, 2026 and 2025: (i) depreciation and amortization expense of $12,286 and $11,358 and (ii) capitalized contract costs amortization of $1,233 and $1,233, respectively. Includes the following items for the nine months ended September 30, 2026 and 2025: (i) depreciation and amortization expense of $36,270 and $33,888 and (ii) capitalized contract costs amortization of $3,698 and $3,698, respectively.
Previous wording
Total revenues increased $2.7 million and $10.6 million during the three and six months ended June 30, 2026, respectively, due to an increase in average refined and ammonia product throughput volumes.
Current wording
Total revenues increased $3.8 million and $14.3 million during the three and nine months ended September 30, 2026, respectively, due to an increase in average refined, crude and ammonia product throughput volumes.
Previous wording
•an increase in operating expenses of $2.1 million primarily due to an increase in roadside services at FYX; and
Current wording
•an increase in operating expenses of $2.1 million primarily due to costs associated with increased terminal throughput activity; and
Previous wording
•an increase in depreciation and amortization of $0.7 million due to additional assets being placed into service.
Current wording
•an increase in depreciation and amortization of $0.9 million due to additional assets being placed into service.
Previous wording
•an increase in depreciation and amortization of $1.5 million due to additional assets being placed into service.
Current wording
•an increase in depreciation and amortization of $2.4 million due to additional assets being placed into service.
Previous wording
Total other expense increased $1.6 million and $3.7 million during the three and six months ended June 30, 2026, respectively, which primarily reflects an increase in interest expense on the RailCo Revolver taken in November 2025.
Current wording
Total other expense increased $3.5 million during the three months ended September 30, 2026, which primarily reflects an increase in interest expense of $3.6 million driven by additional current quarter borrowings.
Previous wording
Total other expense increased $3.6 million during the six months ended June 30, 2026, which primarily reflects an increase in loss on modification or extinguishment of debt of $5.7 million related to a current year loss on extinguishment associated with the June 2025 Jefferson Credit Agreement, offset by (i) a decrease in interest expense of $2.8 million driven by fewer current year borrowings and (ii) a decrease in other income of $0.6 million from the interest on funds from the Series 2024 Bonds.
Current wording
Total other expense increased $7.1 million during the nine months ended September 30, 2026, which primarily reflects (i) an increase in interest expense of $6.5 million driven by additional current year borrowings and costs to extinguish debt related to the June 2025 Jefferson Credit Agreement and (ii) a decrease in other income of $0.6 million from the interest on funds from the Series 2024 Bonds.
Previous wording
(1) Includes the following items for the six months ended June 30, 2025: (i) incidental utility rebillings of $650 and (ii) loss on inventory heel of $385.
Current wording
(1) Includes the following items for the nine months ended September 30, 2025: (i) incidental utility rebillings of $650 and (ii) loss on inventory heel of $385.
Previous wording
•an increase in operating expenses of $0.6 million primarily due to costs associated with stock-based compensation and costs associated with increased terminal throughput activity; partially offset by
Current wording
•a decrease in operating expenses of $0.6 million primarily due to prior period costs associated with stock-based compensation; and
Previous wording
•a decrease in acquisition and transaction expenses of $2.0 million related to prior period consulting fees.
Current wording
•a decrease in acquisition and transaction expenses of $1.0 million related to prior period consulting fees; partially offset by
Showing the first 40 of 71 pairs. Open the source sections for the rest.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Asset impairment increased $28.6 million primarily due to a valuation allowance on assets held for sale in the current quarter for Long Ridge Energy & Power LLC in the Power and Gas segment.
Current report — wording carried from elsewhere
•a decrease in depreciation and amortization expense of $15.2 million due to assets being held for sale.
Rearranged previous paragraphs (6)
Previous report — wording carried elsewhere
Depreciation and amortization increased $5.5 million primarily due to additional assets at the Railroad segment after the acquisition of Wheeling in December 2025; partially offset by assets held for sale in the Power and Gas segment.
Previous report — wording carried elsewhere
Asset impairment increased $58.8 million primarily due to (i) an impairment of assets at KRS which was classified as held for sale during the current quarter prior to being sold on June 30, 2026 in the Corporate and Other segment and (ii) a valuation allowance on assets held for sale in the current quarter for Long Ridge Energy & Power LLC in the Power and Gas segment, offset by a railcar adjustment that was recorded in the prior year in the Railroad segment.
Previous report — wording carried elsewhere
•a decrease of $1.4 million in equity in losses of unconsolidated entities primarily due a decrease in equity in losses of unconsolidated entities in the Sustainability and Energy Transition segment due to lower operating losses at GM-FTAI Holdco LLC.
Previous report — wording carried elsewhere
•a decrease in asset impairment of $4.4 million primarily due to a railcar adjustment that was recorded in the prior year.
Previous report — wording carried elsewhere
Total expenses increased $3.5 million during the three months ended June 30, 2026, which primarily reflects:
Previous report — wording carried elsewhere
•an increase in asset impairment of $2.8 million due to the impairment of assets at KRS which was classified as held for sale during the current quarter prior to being sold on June 30, 2026; partially offset by