Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 30, 2019 | |
Cover page. | ||
Document Transition Report | false | |
Document Quarterly Report | true | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity File Number | 001-32384 | |
Entity Registrant Name | Macquarie Infrastructure Corp | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 43-2052503 | |
Entity Address, Address Line One | 125 West 55th Street | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10019 | |
City Area Code | 212 | |
Local Phone Number | 231-1000 | |
Entity Current Reporting Status | Yes | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | MIC | |
Security Exchange Name | NYSE | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 86,260,548 | |
Amendment Flag | false | |
Entity Central Index Key | 0001289790 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | |
Current assets: | |||
Cash and cash equivalents | $ 573 | $ 589 | |
Restricted cash | 17 | 23 | |
Accounts receivable, net of allowance for doubtful accounts | 97 | 95 | |
Inventories | 31 | 29 | |
Prepaid expenses | 16 | 13 | |
Fair value of derivative instruments | 4 | 11 | |
Other current assets | 34 | 12 | |
Current assets held for sale | [1] | 730 | 648 |
Total current assets | 1,502 | 1,420 | |
Property, equipment, land and leasehold improvements, net | 3,127 | 3,141 | |
Operating lease assets, net | 326 | 0 | |
Investment in unconsolidated business | 9 | 8 | |
Goodwill | 2,043 | 2,043 | |
Intangible assets, net | 759 | 789 | |
Fair value of derivative instruments | 4 | 15 | |
Other noncurrent assets | 13 | 28 | |
Total assets | 7,783 | 7,444 | |
Current liabilities: | |||
Due to Manager-related party | 3 | 3 | |
Accounts payable | 49 | 38 | |
Accrued expenses | 72 | 86 | |
Current portion of long-term debt | 364 | 361 | |
Operating lease liabilities – current | 20 | 0 | |
Other current liabilities | 45 | 33 | |
Current liabilities held for sale | [1] | 388 | 317 |
Total current liabilities | 941 | 838 | |
Long-term debt, net of current portion | 2,653 | 2,653 | |
Deferred income taxes | 685 | 681 | |
Operating lease liabilities – noncurrent | 312 | 0 | |
Other noncurrent liabilities | 154 | 155 | |
Total liabilities | 4,745 | 4,327 | |
Commitments and contingencies | |||
Stockholders' equity: | |||
Additional paid in capital | [2] | 1,354 | 1,510 |
Accumulated other comprehensive loss | [2] | (28) | (30) |
Retained earnings | [2] | 1,566 | 1,485 |
Total stockholders’ equity | [2] | 2,892 | 2,965 |
Noncontrolling interests | [3] | 146 | 152 |
Total equity | 3,038 | 3,117 | |
Total liabilities and equity | $ 7,783 | $ 7,444 | |
[1] | See Note 3, “Discontinued Operations and Dispositions”, for further discussion on assets and liabilities held for sale. | ||
[2] | The Company is authorized to issue the following classes of stock: (i) 500,000,000 shares of common stock, par value $0.001 per share. At June 30, 2019 and December 31, 2018 , the Company had 86,195,946 shares and 85,800,303 shares of common stock issued and outstanding, respectively; (ii) 100,000,000 shares of preferred stock, par value $0.001 per share. At June 30, 2019 and December 31, 2018 , no preferred stocks were issued or outstanding; and (iii) 100 shares of special stock, par value $0.001 per share, issued and outstanding to its Manager as at June 30, 2019 and December 31, 2018 . | ||
[3] | Includes $138 million and $141 million of noncontrolling interest related to discontinued operations at June 30, 2019 and December 31, 2018 , respectively. See Note 3, “Discontinued Operations and Dispositions”, for further discussions. |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (Parentheticals) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, par value per share(in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares issued (in shares) | 86,195,946 | 85,800,303 |
Common stock, shares outstanding (in shares) | 86,195,946 | 85,800,303 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Special stock, shares issued (in shares) | 100 | 100 |
Special stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Special stock, shares outstanding (in shares) | 100 | 100 |
Minority interest | $ 138 | $ 141 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Revenue | |||||
Total revenue | $ 416 | $ 436 | $ 898 | $ 903 | |
Costs and expenses | |||||
Selling, general and administrative | 84 | 82 | 164 | 162 | |
Fees to Manager-related party | 7 | 11 | 15 | 24 | |
Depreciation | 48 | 47 | 96 | 94 | |
Amortization of intangibles | 15 | 17 | 30 | 33 | |
Total operating expenses | 361 | 378 | 720 | 769 | |
Operating income | 55 | 58 | 178 | 134 | |
Other income (expense) | |||||
Interest income | 1 | 0 | 4 | 0 | |
Interest expense | [1] | (46) | (25) | (88) | (43) |
Other (expense) income, net | (2) | 6 | 2 | 6 | |
Net income from continuing operations before income taxes | 8 | 39 | 96 | 97 | |
Provision for income taxes | (2) | (12) | (26) | (30) | |
Net income from continuing operations | 6 | 27 | 70 | 67 | |
Discontinued Operations | |||||
Net income from discontinued operations before income taxes | [2] | 5 | 9 | 8 | 15 |
(Provision) benefit for income taxes | [2] | (2) | 0 | 0 | 1 |
Net income from discontinued operations | [2] | 3 | 9 | 8 | 16 |
Net income | 9 | 36 | 78 | 83 | |
Net income from continuing operations | 6 | 27 | 70 | 67 | |
Net income from continuing operations attributable to MIC | 6 | 27 | 70 | 67 | |
Net income from discontinued operations | [2] | 3 | 9 | 8 | 16 |
Less: net loss attributable to noncontrolling interests | (2) | (2) | (3) | (32) | |
Net income from discontinued operations attributable to MIC | 5 | 11 | 11 | 48 | |
Net income attributable to MIC | $ 11 | $ 38 | $ 81 | $ 115 | |
Basic income per share from continuing operations attributable to MIC (in dollars per share) | $ 0.07 | $ 0.32 | $ 0.81 | $ 0.79 | |
Basic income per share from discontinued operations attributable to MIC (in dollars per share) | 0.06 | 0.13 | 0.13 | 0.57 | |
Basic income per share attributable to MIC (in dollars per share) | $ 0.13 | $ 0.45 | $ 0.94 | $ 1.36 | |
Weighted average number of shares outstanding: basic (in shares) | 86,073,372 | 85,082,209 | 85,973,308 | 84,952,551 | |
Diluted income per share from continuing operations attributable to MIC (in dollars per share) | $ 0.07 | $ 0.32 | $ 0.81 | $ 0.79 | |
Diluted income per share from discontinued operations attributable to MIC (in dollars per share) | 0.06 | 0.13 | 0.13 | 0.57 | |
Diluted income per share attributable to MIC (in dollars per share) | $ 0.13 | $ 0.45 | $ 0.94 | $ 1.36 | |
Weighted average number of shares outstanding: diluted (in shares) | 86,099,111 | 85,091,945 | 85,998,006 | 84,962,138 | |
Cash dividends declared per share (in dollars per share) | $ 1 | $ 1 | $ 2 | $ 2 | |
Service | |||||
Revenue | |||||
Total revenue | $ 355 | $ 376 | $ 773 | $ 779 | |
Costs and expenses | |||||
Cost of goods and services sold | 162 | 180 | 330 | 367 | |
Product | |||||
Revenue | |||||
Total revenue | 61 | 60 | 125 | 124 | |
Costs and expenses | |||||
Cost of goods and services sold | $ 45 | $ 41 | $ 85 | $ 89 | |
[1] | Interest expense includes losses on derivative instruments of $8 million and $12 million for the quarter and six months ended June 30, 2019 , respectively. Interest expense includes gains on derivative instruments of $4 million and $14 million for the quarter and six months ended June 30, 2018 , respectively. | ||||
[2] | See Note 3, “Discontinued Operations and Dispositions”, for discussions on businesses classified as held for sale. |
CONSOLIDATED CONDENSED STATEM_2
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Parentheticals) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Gain (loss) on derivative instruments | $ (14) | $ 7 | $ (17) | $ 15 |
Interest Expense | ||||
Gain (loss) on derivative instruments | $ (8) | $ 4 | $ (12) | $ 14 |
CONSOLIDATED CONDENSED STATEM_3
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income | $ 9 | $ 36 | $ 78 | $ 83 | |
Other comprehensive income (loss), net of taxes: | |||||
Translation adjustment | [1] | 2 | (2) | 2 | (3) |
Other comprehensive income (loss) | 2 | (2) | 2 | (3) | |
Comprehensive income | 11 | 34 | 80 | 80 | |
Less: comprehensive loss attributable to noncontrolling interests | (2) | (2) | (3) | (32) | |
Comprehensive income attributable to MIC | $ 13 | $ 36 | $ 83 | $ 112 | |
[1] | Translation adjustment is presented net of tax expense of $1 million for the quarter and six months ended June 30, 2019 . For the quarter and six months ended June 30, 2018 , translation adjustment is presented net of tax benefit of $1 million . |
CONSOLIDATED CONDENSED STATEM_4
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Translation adjustment, net of tax expense (benefit) | $ 1 | $ (1) | $ 1 | $ (1) |
CONSOLIDATED CONDENSED STATEM_5
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Millions | Total | Manager | Independent Directors | Special Stock | Common Stock | Common StockManager | Common StockIndependent Directors | Additional Paid In Capital | Additional Paid In CapitalManager | Additional Paid In CapitalIndependent Directors | Accumulated Other Comprehensive Loss | Retained Earnings | Total Stockholders’ Equity | Total Stockholders’ EquityManager | Total Stockholders’ EquityIndependent Directors | Noncontrolling Interests | [2] | ||
Beginning balance (in shares) at Dec. 31, 2017 | 100 | 84,733,957 | [1] | ||||||||||||||||
Beginning balance at Dec. 31, 2017 | $ 3,350 | $ 1,840 | $ (30) | $ 1,343 | $ 3,153 | $ 197 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Issuance of shares (in shares) | [1] | 1,916 | 441,003 | 9,435 | |||||||||||||||
Issuance of shares | 0 | $ 22 | $ 1 | $ 22 | $ 1 | $ 22 | $ 1 | ||||||||||||
Issuance of shares pursuant to conversion of convertible senior notes (in shares) | [1] | 74 | |||||||||||||||||
Issuance of shares pursuant to conversion of convertible senior notes | 0 | ||||||||||||||||||
Dividends to common stockholders | [3] | (207) | (207) | (207) | |||||||||||||||
Distributions to noncontrolling interests | (2) | (2) | |||||||||||||||||
Comprehensive income (loss), net of taxes | 80 | (3) | 115 | 112 | (32) | ||||||||||||||
Ending balance (in shares) at Jun. 30, 2018 | 100 | 85,186,385 | [1] | ||||||||||||||||
Ending balance at Jun. 30, 2018 | 3,244 | 1,656 | (33) | 1,458 | 3,081 | 163 | |||||||||||||
Beginning balance (in shares) at Mar. 31, 2018 | 100 | 84,902,562 | [1] | ||||||||||||||||
Beginning balance at Mar. 31, 2018 | 3,284 | 1,729 | (31) | 1,420 | 3,118 | 166 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Issuance of shares (in shares) | [1] | 274,388 | 9,435 | ||||||||||||||||
Issuance of shares | 11 | 1 | 11 | 1 | 11 | 1 | |||||||||||||
Dividends to common stockholders | [3] | (85) | (85) | (85) | |||||||||||||||
Distributions to noncontrolling interests | (1) | 0 | (1) | ||||||||||||||||
Comprehensive income (loss), net of taxes | 34 | (2) | 38 | 36 | (2) | ||||||||||||||
Ending balance (in shares) at Jun. 30, 2018 | 100 | 85,186,385 | [1] | ||||||||||||||||
Ending balance at Jun. 30, 2018 | 3,244 | 1,656 | (33) | 1,458 | 3,081 | 163 | |||||||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 100 | 85,800,303 | [1] | ||||||||||||||||
Beginning balance at Dec. 31, 2018 | 3,117 | 1,510 | (30) | 1,485 | 2,965 | 152 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Issuance of shares (in shares) | [1] | 371,997 | 23,646 | ||||||||||||||||
Issuance of shares | 15 | 1 | 15 | 1 | 15 | 1 | |||||||||||||
Dividends to common stockholders | [3] | (172) | (172) | (172) | |||||||||||||||
Distributions to noncontrolling interests | (3) | (3) | |||||||||||||||||
Comprehensive income (loss), net of taxes | 80 | 2 | 81 | 83 | (3) | ||||||||||||||
Ending balance (in shares) at Jun. 30, 2019 | 100 | 86,195,946 | [1] | ||||||||||||||||
Ending balance at Jun. 30, 2019 | 3,038 | 1,354 | (28) | 1,566 | 2,892 | 146 | |||||||||||||
Beginning balance (in shares) at Mar. 31, 2019 | 100 | 85,982,332 | [1] | ||||||||||||||||
Beginning balance at Mar. 31, 2019 | 3,106 | 1,432 | (30) | 1,555 | 2,957 | 149 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Issuance of shares (in shares) | [1] | 189,968 | 23,646 | ||||||||||||||||
Issuance of shares | $ 7 | $ 1 | $ 7 | $ 1 | $ 7 | $ 1 | |||||||||||||
Dividends to common stockholders | [3] | (86) | (86) | (86) | |||||||||||||||
Distributions to noncontrolling interests | (1) | (1) | |||||||||||||||||
Comprehensive income (loss), net of taxes | 11 | 2 | 11 | 13 | (2) | ||||||||||||||
Ending balance (in shares) at Jun. 30, 2019 | 100 | 86,195,946 | [1] | ||||||||||||||||
Ending balance at Jun. 30, 2019 | $ 3,038 | $ 1,354 | $ (28) | $ 1,566 | $ 2,892 | $ 146 | |||||||||||||
[1] | The Company is authorized to issue 500,000,000 shares of common stock with a par value $0.001 per share. | ||||||||||||||||||
[2] | Includes $138 million and $150 million of noncontrolling interest related to discontinued operations at June 30, 2019 and 2018 , respectively. See Note 3, “Discontinued Operations and Dispositions”, for further discussions. | ||||||||||||||||||
[3] | See Note 14, “Related Party Transactions”, for cash dividends paid on shares for each period. |
CONSOLIDATED CONDENSED STATEM_6
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (Parentheticals) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Statement of Stockholders' Equity [Abstract] | |||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | |
Common stock, par value per share(in dollars per share) | $ 0.001 | $ 0.001 | |
Noncontrolling interests | $ 138 | $ 141 | $ 150 |
CONSOLIDATED CONDENSED STATEM_7
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Operating activities | ||
Net income from continuing operations | $ 70 | $ 67 |
Adjustments to reconcile net income to net cash provided by operating activities from continuing operations: | ||
Depreciation and amortization of property and equipment | 96 | 94 |
Amortization of intangible assets | 30 | 33 |
Amortization of debt financing costs | 5 | 4 |
Amortization of debt discount | 2 | 2 |
Adjustments to derivative instruments | 22 | (7) |
Fees to Manager-related party | 15 | 24 |
Deferred taxes | 17 | 22 |
Other non-cash expense, net | 9 | 7 |
Changes in other assets and liabilities, net of acquisitions: | ||
Accounts receivable | (2) | 15 |
Inventories | (1) | (2) |
Prepaid expenses and other current assets | (11) | 0 |
Accounts payable and accrued expenses | 1 | (15) |
Income taxes payable | 3 | 1 |
Other, net | 3 | 0 |
Net cash provided by operating activities from continuing operations | 259 | 245 |
Investing activities | ||
Acquisitions of businesses and investments, net of cash, cash equivalents and restricted cash acquired | 0 | (12) |
Purchases of property and equipment | (102) | (86) |
Loan to project developer | (1) | (18) |
Loan repayment from project developer | 0 | 17 |
Proceeds from sale of business, net of cash divested | 0 | 41 |
Net cash used in investing activities from continuing operations | (103) | (58) |
Financing activities | ||
Proceeds from long-term debt | 0 | 209 |
Payment of long-term debt | (3) | (156) |
Dividends paid to common stockholders | (172) | (207) |
Debt financing costs paid | (1) | (3) |
Net cash used in financing activities from continuing operations | (176) | (157) |
Net change in cash, cash equivalents and restricted cash from continuing operations | (20) | 30 |
Cash flows (used in) provided by discontinued operations: | ||
Net cash (used in) provided by operating activities | (11) | 21 |
Net cash used in investing activities | (16) | (24) |
Net cash provided by (used in) financing activities | 27 | (14) |
Net cash used in discontinued operations | 0 | (17) |
Effect of exchange rate changes on cash and cash equivalents | 0 | (1) |
Net change in cash, cash equivalents and restricted cash | (20) | 12 |
Cash, cash equivalents and restricted cash, beginning of period | 629 | 72 |
Cash, cash equivalents and restricted cash, end of period | 609 | 84 |
Non-cash investing and financing activities: | ||
Accrued purchases of property and equipment | 13 | 15 |
Issuance of shares to Manager | 15 | 22 |
Issuance of shares to independent directors | 1 | 1 |
Taxes paid, net | 6 | 8 |
Interest paid, net | $ 67 | $ 51 |
CONSOLIDATED CONDENSED STATEM_8
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Additional Information) - USD ($) $ in Millions | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Cash Flows [Abstract] | |||
Cash and cash equivalents | $ 573 | $ 53 | |
Restricted cash – current | 17 | 11 | |
Cash, cash equivalents and restricted cash included in assets held for sale | [1] | 19 | 20 |
Total of cash, cash equivalents and restricted cash shown in the consolidated condensed statement of cash flows | $ 609 | $ 84 | |
[1] | Represents cash, cash equivalents and restricted cash related to businesses classified as held for sale. See Note 3, “Discontinued Operations and Dispositions”, for further discussion. |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Macquarie Infrastructure Corporation (MIC) is a Delaware corporation formed on May 21, 2015. MIC’s predecessor, Macquarie Infrastructure Company LLC, was formed on April 13, 2004. Macquarie Infrastructure Corporation, both on an individual entity basis and together with its consolidated subsidiaries, is referred to in these financial statements as the “Company” or “MIC”. MIC is externally managed by Macquarie Infrastructure Management (USA) Inc. (the Manager) pursuant to the terms of a Management Services Agreement, subject to the oversight and supervision of the Board. The majority of the members of the Board, and each member of all Board committees, is independent and has no affiliation with Macquarie. The Manager is a member of the Macquarie Group of companies comprising Macquarie Group Limited and its subsidiaries and affiliates worldwide. Macquarie Group Limited is headquartered in Australia and is listed on the Australian Securities Exchange. The Company owns its businesses through its direct wholly-owned subsidiary MIC Ohana Corporation, the successor to Macquarie Infrastructure Company Inc. The Company owns and operates a portfolio of infrastructure and infrastructure-like businesses that provide services to other corporate, government agencies and individual customers primarily in the U.S. The businesses are organized into four segments: • International-Matex Tank Terminals (IMTT): a business providing bulk liquid terminalling to third parties at 17 terminals in the U.S. and two in Canada; • Atlantic Aviation: a provider of fuel, terminal, aircraft hangaring and other services primarily to owners and operators of general aviation (GA) jet aircraft at 70 airports throughout the U.S.; • MIC Hawaii: comprising an energy company that processes and distributes gas and provides related services (Hawaii Gas) and several smaller businesses collectively engaged in efforts to reduce the cost and improve the reliability and sustainability of energy in Hawaii; and • Corporate and Other: comprising MIC Corporate (holding company), a shared services center and other smaller businesses. Effective October 1, 2018, the Bayonne Energy Center (BEC) and substantially all of the Company’s portfolio of solar and wind power generation businesses were classified as discontinued operations and the Company’s Contracted Power segment was eliminated. Effective January 1, 2019, the Company’s majority interest in a renewable power development business was also classified as a discontinued operation and thereafter a sale process related to this interest was commenced. The Company did not restate the prior period related to the commencement of the sale process as the disposition was deemed insignificant. A remaining relationship with a third-party developer of renewable power facilities has been reported as a component of Corporate and Other through the expiration of the relationship in July 2019. All prior comparable periods have been restated to reflect this change. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited consolidated condensed financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) in the United States and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The consolidated balance sheet at December 31, 2018 has been derived from audited financial statements but does not include all of the information and notes required by GAAP for complete financial statements. Certain reclassifications were made to the financial statements for the prior period to conform to current period presentation. The interim financial information contained herein should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2018 included in the Company’s Annual Report on Form 10-K, as filed with the SEC on February 20, 2019. Operating results for the quarter and six months ended June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 or for any future interim periods. Use of Estimates The preparation of unaudited consolidated condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures related thereto at the date of the unaudited consolidated condensed financial statements and the reported amounts of revenue and expenses during the reporting period. Management evaluates these estimates and assumptions on an ongoing basis. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited interim consolidated condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates. Financial Instruments The Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and variable-rate senior debt, are carried at cost, which approximates their fair value because of either the short-term maturity, or competitive interest rates assigned to these financial instruments. The fair values of the Company’s other debt instruments fall within level 1 or level 2 of the fair value hierarchy. At June 30, 2019 , the Company had $55 million of commercial paper included in cash and cash equivalents . Commercial paper consists of maturities of three months or less and are issued by counterparties with a Standard & Poor rating of A1+. The Company did not have any commercial paper at December 31, 2018 . Income Taxes The Company expects to incur federal consolidated taxable income from continuing operations for the year ending December 31, 2019 , which will be fully offset by the Company’s net operating loss (NOL) carryforwards. The Company believes that it will be able to utilize all of its federal prior year NOLs, which will begin to expire after 2029 and completely expire after 2035 . Recently Issued Accounting Standards In August 2018, the FASB issued ASU No. 2018-14, Compensation — Retirement Benefits — Defined Benefit Plans — General (Subtopic 715-20): Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans . The amendments in ASU 2018-14 update disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The amendments in this update are effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The Company will include appropriate disclosures related to defined benefit plans in accordance with the standard when it adopts the provisions of this ASU. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement . The amendments in ASU 2018-13 update the disclosure requirements on fair value measurements, including the consideration of costs and benefits. The disclosure modifications focused on Level 3 fair value measurements, and also eliminate the minimum disclosure requirements. The amendments in this update are effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. Early adoption is permitted upon issuance of this Update. An entity is permitted to early adopt any removed or modified disclosures upon issuance of this Update and delay adoption of the additional disclosures until their effective date. The Company is currently evaluating the impact of the adoption of this ASU. |
Discontinued Operations and Dis
Discontinued Operations and Dispositions | 6 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations and Dispositions | Discontinued Operations and Dispositions The Company accounts for disposals that represent a strategic shift that should have or will have a major effect on operations as discontinued operations. The results of discontinued operations are reported in discontinued operations in the consolidated condensed statement of operations for current and prior periods commencing in the period in which the business or group of businesses meets the criteria of a discontinued operation. These results include any gain or loss recognized on disposal or adjustment of the carrying amount to fair value less cost to sell. Bayonne Energy Center (BEC) Sale On October 12, 2018, the Company concluded the sale of BEC and received cash of $657 million , net of the assumption of the outstanding debt balance of $244 million by the buyer and subject to post-closing working capital adjustments, resulting in a loss of approximately $17 million (excluding any transaction costs). During the year ended December 31, 2018 , the Company incurred $9 million in professional fees in relation to this transaction, which was included in selling, general and administrative expenses in the consolidated statement of operations. The Company guaranteed its subsidiary’s payment and certain post-closing indemnity obligations under the purchase agreement. Renewable Businesses Sale During the fourth quarter of 2018, the Company commenced a sale process involving its portfolios of 142 megawatts (MW) (gross) of solar generation assets and 203 MW (gross) of wind generation assets, both of which had been designated as discontinued operations. In April 2019, the Company entered into agreements for the sale of these portfolios and completed the sale of its wind power generating portfolio and all but one of the assets in its solar power generating portfolio in July 2019. The remainder of the operating solar portfolio is expected to close in August 2019. In July 2019, the Company also completed the sale of its majority interest in a renewable power development business. The aggregate gross proceeds to the Company from the above sales are expected to be approximately $276 million or approximately $210 million net of taxes and transaction related expenses. The Company may be entitled to a deferred purchase price from the sale of its interest in the renewable power development business based on the sale of certain projects by the purchaser in the future. Upon closing of the transactions involving the portfolios of operating solar and wind assets, MIC will deconsolidate $297 million of long-term debt. Upon closing of the transactions, the Company estimates a pre-tax gain of approximately $80 million excluding any transaction costs. Cost incurred through date was approximately $3 million in professional fees in relation to these transactions, which is included in selling, general and administrative expenses in the consolidated condensed statement of operations, and is expected to incur a total of approximately $10 million in professional fees upon the conclusion of the sale in the third quarter of 2019 . The combination of the disposal of BEC and the commencement of the sale process of substantially all of its portfolio of solar and wind facilities represented a strategic shift for the Company that will have a major effect on operations. Accordingly, beginning in the fourth quarter of 2018 , these businesses were classified as discontinued operations and the Contracted Power segment was eliminated. There was no write-down of the carrying amount of the solar and wind facility assets as a result of this change in classification. The assets and liabilities of the solar and wind facilities have been classified as held for sale in the consolidated condensed balance sheets up until the date those assets are disposed. All prior periods have been restated to reflect these changes. During the first quarter of 2019, the Company also commenced the sale of its majority interest in its renewable power development business that was reported as part of the Company’s Corporate and Other segment in the fourth quarter of 2018. Accordingly, beginning in the first quarter of 2019, this business was classified as discontinued operations and the assets and liabilities of this business have been classified as held for sale in the consolidated condensed balance sheets through the date of sale. The Company did not restate the prior period related to the commencement of the sale process involving its majority interest in a renewable power development business as the disposition is insignificant. A remaining relationship with a third-party developer of renewable power facilities has been reported as a component of Corporate and Other through the expiration of the relationship in July 2019. The following is a summary of the assets and liabilities held for sale included in the Company’s consolidated condensed balance sheets related to its former Contracted Power segment as of June 30, 2019 and December 31, 2018 ($ in millions): June 30, December 31, 2018 Assets Cash and cash equivalents $ 4 $ 3 Restricted cash 15 14 Accounts receivable, net 9 9 Other current assets 29 5 Total current assets 57 31 Property, equipment, land and leasehold improvements, net 639 606 Operating lease assets, net 20 — Intangible assets, net 9 9 Other noncurrent assets 5 2 Total assets $ 730 $ 648 Liabilities Accounts payable and accrued expenses $ 11 $ 7 Current portion of long-term debt 22 20 Notes payable 34 — Other current liabilities 1 1 Total current liabilities 68 28 Long term debt, net of current portion 274 283 Operating lease liabilities 20 — Other noncurrent liabilities 26 6 Total liabilities $ 388 $ 317 Noncontrolling interests $ 138 $ 141 Summarized financial information for discontinued operations included in the Company’s consolidated condensed statement of operations for the quarters and six months ended June 30, 2019 and 2018 are as follows ($ in millions): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Product revenue $ 18 $ 42 $ 34 $ 77 Cost of product sales (3 ) (6 ) (6 ) (12 ) Selling, general & administrative expenses (3 ) (7 ) (7 ) (14 ) Depreciation and amortization — (15 ) — (30 ) Interest expense, net (7 ) (5 ) (12 ) (6 ) Other expense, net — — (1 ) — Net income from discontinued operations before income taxes $ 5 $ 9 $ 8 $ 15 (Provision) benefit for income taxes (2 ) — — 1 Net income from discontinued operations $ 3 $ 9 $ 8 $ 16 Less: net loss attributable to noncontrolling interests (2 ) (2 ) (3 ) (32 ) Net income from discontinued operations attributable to MIC $ 5 $ 11 $ 11 $ 48 Other Dispositions The Company continues to review strategic options available, including with respect to certain other, smaller businesses in its portfolio in an effort to rationalize its portfolio and enhance the infrastructure characteristics of its businesses. Consistent with this, the Company sold (i) an environmental services business by IMTT in April 2018; (ii) its equity interests in projects involving two properties in May 2018; and (iii) the mechanical contractor business within MIC Hawaii in November 2018. Collectively, the sale of these business is insignificant and do not qualify for discontinued operations. Prior to the execution of the sale agreement for the mechanical contractor business, the Company wrote-down the value of its investment in this business to reflect its underperformance during the third quarter of 2018 . In total, the Company wrote-down approximately $30 million , including fixed assets and intangible assets of approximately $9 million , as well as reserving for certain contract related amounts recorded in other current liabilities and other expenses. |
Implementation of ASU 2016-2
Implementation of ASU 2016-2 | 6 Months Ended |
Jun. 30, 2019 | |
Lessee Disclosure [Abstract] | |
Implementation of ASU 2016-2 | Implementation of ASU 2016-2 On February 25, 2016, FASB issued ASU No. 2016-2, Leases (Topic 842) , which requires a lessee to recognize assets and liabilities for leases with lease terms of more than 12 months. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, ASU 2016-2 requires all leases with an initial term greater than one year to be recognized on the balance sheet as a right-of-use (ROU) asset and a lease liability. The Company also serves as a lessor primarily through operating leases. The accounting for lessors has not fundamentally changed except for changes to conform and align existing guidance to the lessee guidance under ASU 2016-2, as well as to the revenue recognition guidance in ASC 606, Revenue . The substantial population of the Company’s newly recognized ROU assets and lease liabilities relate to Atlantic Aviation’s operating leases of land, buildings and certain equipment. ROU assets represent the Company’s right to use an underlying asset for the lease term and the lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The considerations given for the incremental borrowing rate used in determining the present value of lease payments were the Company’s recent debt refinancing and amendment during 2018 and the Company’s credit rating. Upon adoption of ASU No. 2016-2, the Company recorded ROU assets and corresponding lease liabilities of $351 million and $358 million , respectively, of which $19 million and $21 million related to asset and liabilities held for sale, respectively. The adoption of this ASU did not have a material impact on its consolidated condensed statements of operations, liquidity or debt covenant compliance under its current agreements. The Company adopted the standard effective January 1, 2019 utilizing the modified retrospective method, which allowed the Company, where it was the lessee or lessor to recognize and measure leases at the beginning of the period of adoption without modifying the comparative period financial statements. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carryforward the historical lease classification. The Company also made an accounting policy election to keep leases with an initial term of 12 months or less off the balance sheet. Further, the standard did not have a material impact on the accounting and reporting requirements for existing operating leases where the Company is the lessor as it has elected the practical expedient whereby the Company will not separate a qualifying contract into its lease and non-lease components. The Company also determined that the accounting for sales taxes, certain lessor costs and certain requirements related to variable payments in contracts did not have a material effect on the consolidated condensed balance sheet, statement of operations or statement of cash flows. The Company has operating leases primarily for land, buildings, office space and certain office equipment under non-cancellable lease agreements. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet. Some leases include one or more options to renew, with renewal terms that can extend the lease term from one to 10 years or more. The exercise of these lease renewal options is at the Company’s sole discretion. For the quarter and six months ended June 30, 2019 , the Company’s operating lease expenses recorded within the consolidated condensed statement of operations were as follows ($ in millions): Income Statement Classification Quarter Ended Six Months Ended Cost of services $ 1 $ 1 Cost of product sales — 1 Selling, general and administrative 12 25 Total operating lease expense (1) $ 13 $ 27 ___________ (1) Includes leases less than one year, which are not significant. Cash paid for operating leases are reported in operating activities on the consolidated condensed statement of cash flows. At June 30, 2019 , the weighted-average remaining operating lease term was 19 years and weighted average discount rate was approximately 9% . The following table represents the future maturities of lease liabilities at June 30, 2019 ($ in millions): 2019 remaining $ 23 2020 45 2021 43 2022 42 2023 41 Thereafter 538 Total lease payment $ 732 Less: interest (400 ) Present value of lease liability $ 332 Future minimum lease commitments at December 31, 2018 ($ in millions): 2019 $ 48 2020 44 2021 41 2022 40 2023 39 Thereafter 461 Total $ 673 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | Implementation of ASU 2016-2 On February 25, 2016, FASB issued ASU No. 2016-2, Leases (Topic 842) , which requires a lessee to recognize assets and liabilities for leases with lease terms of more than 12 months. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, ASU 2016-2 requires all leases with an initial term greater than one year to be recognized on the balance sheet as a right-of-use (ROU) asset and a lease liability. The Company also serves as a lessor primarily through operating leases. The accounting for lessors has not fundamentally changed except for changes to conform and align existing guidance to the lessee guidance under ASU 2016-2, as well as to the revenue recognition guidance in ASC 606, Revenue . The substantial population of the Company’s newly recognized ROU assets and lease liabilities relate to Atlantic Aviation’s operating leases of land, buildings and certain equipment. ROU assets represent the Company’s right to use an underlying asset for the lease term and the lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. The considerations given for the incremental borrowing rate used in determining the present value of lease payments were the Company’s recent debt refinancing and amendment during 2018 and the Company’s credit rating. Upon adoption of ASU No. 2016-2, the Company recorded ROU assets and corresponding lease liabilities of $351 million and $358 million , respectively, of which $19 million and $21 million related to asset and liabilities held for sale, respectively. The adoption of this ASU did not have a material impact on its consolidated condensed statements of operations, liquidity or debt covenant compliance under its current agreements. The Company adopted the standard effective January 1, 2019 utilizing the modified retrospective method, which allowed the Company, where it was the lessee or lessor to recognize and measure leases at the beginning of the period of adoption without modifying the comparative period financial statements. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carryforward the historical lease classification. The Company also made an accounting policy election to keep leases with an initial term of 12 months or less off the balance sheet. Further, the standard did not have a material impact on the accounting and reporting requirements for existing operating leases where the Company is the lessor as it has elected the practical expedient whereby the Company will not separate a qualifying contract into its lease and non-lease components. The Company also determined that the accounting for sales taxes, certain lessor costs and certain requirements related to variable payments in contracts did not have a material effect on the consolidated condensed balance sheet, statement of operations or statement of cash flows. The Company has operating leases primarily for land, buildings, office space and certain office equipment under non-cancellable lease agreements. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet. Some leases include one or more options to renew, with renewal terms that can extend the lease term from one to 10 years or more. The exercise of these lease renewal options is at the Company’s sole discretion. For the quarter and six months ended June 30, 2019 , the Company’s operating lease expenses recorded within the consolidated condensed statement of operations were as follows ($ in millions): Income Statement Classification Quarter Ended Six Months Ended Cost of services $ 1 $ 1 Cost of product sales — 1 Selling, general and administrative 12 25 Total operating lease expense (1) $ 13 $ 27 ___________ (1) Includes leases less than one year, which are not significant. Cash paid for operating leases are reported in operating activities on the consolidated condensed statement of cash flows. At June 30, 2019 , the weighted-average remaining operating lease term was 19 years and weighted average discount rate was approximately 9% . The following table represents the future maturities of lease liabilities at June 30, 2019 ($ in millions): 2019 remaining $ 23 2020 45 2021 43 2022 42 2023 41 Thereafter 538 Total lease payment $ 732 Less: interest (400 ) Present value of lease liability $ 332 Future minimum lease commitments at December 31, 2018 ($ in millions): 2019 $ 48 2020 44 2021 41 2022 40 2023 39 Thereafter 461 Total $ 673 |
Income per Share
Income per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Income per Share | Income per Share Following is a reconciliation of the basic and diluted income per share computations ($ in millions, except share and per share data): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Numerator: Net income from continuing operations attributable to MIC $ 6 $ 27 $ 70 $ 67 Diluted net income from continuing operations attributable to MIC $ 6 $ 27 $ 70 $ 67 Basic and diluted net income from discontinued operations attributable to MIC $ 5 $ 11 $ 11 $ 48 Denominator: Weighted average number of shares outstanding: basic 86,073,372 85,082,209 85,973,308 84,952,551 Dilutive effect of restricted stock unit grants (1) 25,739 9,736 24,698 9,587 Weighted average number of shares outstanding: diluted 86,099,111 85,091,945 85,998,006 84,962,138 ___________ (1) Dilutive effect of restricted stock unit grants includes grants to independent directors under the 2014 Independent Director Equity Plan and certain employees under the 2016 Omnibus Employee Incentive Plan. Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Income per share: Basic income per share from continuing operations attributable to MIC $ 0.07 $ 0.32 $ 0.81 $ 0.79 Basic income per share from discontinued operations attributable to MIC 0.06 0.13 0.13 0.57 Basic income per share attributable to MIC $ 0.13 $ 0.45 $ 0.94 $ 1.36 Diluted income per share from continuing operations attributable to MIC $ 0.07 $ 0.32 $ 0.81 $ 0.79 Diluted income per share from discontinued operations attributable to MIC 0.06 0.13 0.13 0.57 Diluted income per share attributable to MIC $ 0.13 $ 0.45 $ 0.94 $ 1.36 The following represents the weighted average potential dilutive shares of common stock that were excluded from the diluted income per share calculation: Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 2.875% Convertible Senior Notes due July 2019 4,408,660 4,371,233 4,396,058 4,354,813 2.00% Convertible Senior Notes due October 2023 3,634,173 3,634,173 3,634,173 3,629,489 Total 8,042,833 8,005,406 8,030,231 7,984,302 |
Property, Equipment, Land and L
Property, Equipment, Land and Leasehold Improvements | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment, Land and Leasehold Improvements | Property, Equipment, Land and Leasehold Improvements Property, equipment, land and leasehold improvements at June 30, 2019 and December 31, 2018 consisted of the following ($ in millions): June 30, December 31, 2018 Land $ 319 $ 319 Buildings 40 40 Leasehold and land improvements 785 770 Machinery and equipment 2,821 2,783 Furniture and fixtures 46 45 Construction in progress 139 113 4,150 4,070 Less: accumulated depreciation (1,023 ) (929 ) Property, equipment, land and leasehold improvements, net $ 3,127 $ 3,141 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible assets at June 30, 2019 and December 31, 2018 consisted of the following ($ in millions): June 30 December 31, 2018 Contractual arrangements $ 921 $ 921 Non-compete agreements 14 14 Customer relationships 353 353 Trade names 16 16 Technology 9 9 1,313 1,313 Less: accumulated amortization (554 ) (524 ) Intangible assets, net $ 759 $ 789 The goodwill balance as of June 30, 2019 is comprised of the following ($ in millions): Goodwill acquired in business combinations, net of disposals $ 2,172 Accumulated impairment charges (126 ) Other (3 ) Balance at June 30, 2019 $ 2,043 The Company tests for goodwill impairment at the reporting unit level on an annual basis on October 1 st of each year and between annual tests if a triggering event indicates impairment. There were no triggering events indicating impairment for the six months ended June 30, 2019 and 2018 . |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt At June 30, 2019 and December 31, 2018 , the Company’s consolidated long-term debt balance comprised of the following ($ in millions): June 30, December 31, 2018 IMTT $ 1,109 $ 1,109 Atlantic Aviation 1,022 1,025 MIC Hawaii 195 196 MIC Corporate 736 734 Total 3,062 3,064 Current portion (364 ) (361 ) Long-term portion 2,698 2,703 Unamortized deferred financing costs (1) (45 ) (50 ) Long-term portion less unamortized debt discount and deferred financing costs $ 2,653 $ 2,653 ___________ (1) The weighted average remaining life of the deferred financing costs at June 30, 2019 was approximately 6 years . At June 30, 2019 , the total undrawn capacity on the revolving credit facilities was $1,610 million excluding letters of credit outstanding of $49 million . MIC Corporate At June 30, 2019 and December 31, 2018 , MIC Corporate had a $600 million senior secured revolving credit facility that remained undrawn. 2.875% Convertible Senior Notes due July 2019 At June 30, 2019 and December 31, 2018 , the Company had $350 million aggregate principal outstanding on its five -year, 2.875% convertible senior notes due July 2019 , which approximated its fair value. On July 15, 2019, at maturity, the Company fully repaid the outstanding balance on the convertible senior notes using cash on hand. 2.00% Convertible Senior Notes due October 2023 At June 30, 2019 and December 31, 2018 , the Company had $386 million and $384 million , respectively, outstanding on its seven -year, 2.00% convertible senior notes due October 2023 . At June 30, 2019 , the fair value of the liability component of these convertible senior notes was approximately $345 million . On October 13, 2018, the Company increased the conversion rate to 9.0290 shares of common stock per $1,000 principal amount. The adjustment was made, in accordance with the indenture governing the senior notes, on the anniversary of the convertible senior notes issuance and reflects the impact of dividends paid by the Company. The 2.00% Convertible Senior Notes due October 2023 consisted of the following ($ in millions): June 30, December 31, 2018 Liability Component: Principal $ 403 $ 403 Unamortized debt discount (17 ) (19 ) Long-term debt, net of unamortized debt discount 386 384 Unamortized deferred financing costs (7 ) (7 ) Net carrying amount $ 379 $ 377 Equity Component $ 27 $ 27 For the quarter and six month periods ended June 30, 2019 and 2018, the Company recognized $3 million and $6 million in interest expense, respectively, related to the 2.00% Convertible Senior Notes due October 2023 , of which $1 million and $2 million , respectively, related to the amortization of debt discount. IMTT In December 2018 , IMTT entered into the Second Amendment to Credit Agreement (the Amendment) which, among other things, extended the maturity date of its $600 million revolving credit facilities from May 21, 2020 to December 5, 2023 and extended the maturity date of its $509 million Tax Exempt Bonds purchase facility from May 21, 2022 to December 5, 2025. In connection with the Amendment, supplemental indentures were entered into with respect to the $509 million of outstanding Tax Exempt Bonds. The Tax Exempt Bonds were reissued and sold to certain lenders under the IMTT Credit Agreement pursuant to the bond purchase facility. The supplemental indentures provide for (i) an interest rate on the Tax Exempt Bonds of 80% of one month LIBOR plus applicable margin plus 0.45% and (ii) an extension of the date on which holders have the right to require repurchase of the Tax Exempt Bonds from May 21, 2022 to December 5, 2025 . At June 30, 2019 , IMTT also had $600 million of fixed rate senior notes outstanding, that had a fair value of approximately $620 million , and $600 million in revolving credit facilities that was undrawn at June 30, 2019 and December 31, 2018 . Atlantic Aviation In December 2018 , Atlantic Aviation refinanced its debt and entered into a credit agreement (the New AA Credit Agreement) that provides for a seven -year $1,025 million senior secured first lien term loan facility and a five -year, $350 million senior secured first lien revolving credit facility, which was undrawn at June 30, 2019 and December 31, 2018 . MIC Hawaii At June 30, 2019 , Hawaii Gas had $100 million of fixed rate senior notes outstanding that had a fair value of approximately $105 million and an $80 million term loan outstanding. The remaining balance of $15 million related to a term loan for the solar facilities in Hawaii. Hawaii Gas also has a $60 million revolving credit facility that was undrawn at June 30, 2019 and December 31, 2018 . |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities Interest Rate Contracts The Company and certain of its businesses have in place variable-rate debt. Management believes that it is prudent to limit the variability of a portion of the business’ interest payments. To meet this objective, the Company enters into interest rate agreements, primarily using interest rate swaps and from time to time using interest rate caps, to manage fluctuations in cash flows resulting from interest rate risk on a portion of its debt with a variable-rate component. Interest rate swaps change the variable-rate cash flow exposure on the debt obligations to fixed cash flows. Under the terms of the interest rate swaps, the Company receives variable interest rate payments and makes fixed interest rate payments, thereby creating the equivalent of fixed-rate debt for the portion of the debt that is swapped. At June 30, 2019 , the Company had $3,079 million of current and long-term debt, of which $946 million was economically hedged with interest rate contracts, $1,452 million was fixed rate debt and $681 million was unhedged. The Company does not use hedge accounting. All movements in the fair value of the interest rate derivatives are recorded directly through earnings. Commodity Price Hedges The risks associated with fluctuations in the prices that Hawaii Gas, a business within the MIC Hawaii reportable segment, pays for liquefied petroleum gas (LPG) is principally a result of market forces reflecting changes in supply and demand for LPG and other energy commodities. Hawaii Gas’ gross margin (revenue less cost of product sales excluding depreciation and amortization) is sensitive to changes in propane supply costs and Hawaii Gas may not always be able to pass through product cost increases fully or on a timely basis, particularly when product costs rise rapidly. In order to reduce the volatility of the business’ LPG market price risk, Hawaii Gas has used and expects to continue to use over-the-counter commodity derivative instruments including price swaps. Hawaii Gas does not use commodity derivative instruments for speculative or trading purposes. Over-the-counter derivative commodity instruments used by Hawaii Gas to hedge forecasted purchases of LPG are generally settled at expiration of the contract. Financial Statement Location Disclosure for Derivative Instruments The Company measures derivative instruments at fair value using the income approach which discounts the future net cash settlements expected under the derivative contracts to a present value. These valuations use primarily observable (level 2) inputs, including contractual terms, interest rates and yield curves observable at commonly quoted intervals. The Company’s fair value measurements of its derivative instruments and the related location of the assets and liabilities within the consolidated condensed balance sheets at June 30, 2019 and December 31, 2018 were ($ in millions): Assets (Liabilities) at Fair Value Balance Sheet Classification June 30, December 31, 2018 Fair value of derivative instruments – current assets $ 4 $ 11 Fair value of derivative instruments – noncurrent assets 4 15 Total derivative contracts – assets $ 8 $ 26 Fair value of derivative instruments – other current liabilities $ (6 ) $ (3 ) Fair value of derivative instruments – other noncurrent liabilities (1 ) — Total derivative contracts – liabilities $ (7 ) $ (3 ) The Company’s hedging activities for the quarters and six months ended June 30, 2019 and 2018 and the related location within the consolidated condensed statements of operations were ($ in millions): Income Statement Classification Amount of (Loss) Gain Recognized in Consolidated Condensed Statements of Operations Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Interest expense – interest rate caps $ (4 ) $ 2 $ (6 ) $ 7 Interest expense – interest rate swaps (4 ) 2 (6 ) 7 Cost of product sales – commodity swaps (6 ) 3 (5 ) 1 Total $ (14 ) $ 7 $ (17 ) $ 15 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity 2016 Omnibus Employee Incentive Plan On May 18, 2016, the Company adopted the 2016 Omnibus Employee Incentive Plan (Plan). The Plan provides for the issuance of equity awards to attract, retain, and motivate employees, consultants and others who perform services for the Company and its subsidiaries. Under the Plan, the Compensation Committee determines the persons who will receive awards, the time at which they are granted and the terms of the awards. Type of awards include stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, cash-based awards and other stock-based awards. Shares of common stock underlying forfeited awards are available for future grants. On March 28, 2019, the Company’s Board adopted Amendment No. 1 to the Plan (the Amendment), which was approved in May 2019 by the Company’s shareholders at the 2019 Annual Meeting of Shareholders. The Amendment, among other things, increased the number of shares of common stock available for grant under the Plan from 500,000 to 1,500,000 . Macquarie Infrastructure Corporation Short Term Incentive Plan (STIP) for MIC Operating Businesses — Restricted Stock Units (RSUs) During the first quarter of 2019 , the Company established the STIP to provide cash and stock-based incentives to eligible employees of its operating businesses under the Company’s 2016 Omnibus Employee Incentive Plan. In general, the cash component comprises approximately 75% of any incentive award and is paid in a lump-sum. The remaining 25% of any incentive award is in the form of RSUs representing an interest in the common stock of the Company. RSUs are granted following assessment of performance against Key Performance Indicators post the one -year performance period and vest in two equal annual installments following the grant date. Through June 30, 2019 , no grants of RSUs under the STIP had been made. From time to time, the Company can issue RSUs to award or retain employees, or to attract new employees, or other reasons by providing special grants of RSUs. Vesting dates and terms can vary for each award at the discretion of the Company. The following represents unvested Special RSUs granted through 2019: 2019 Special Grants Number of RSUs (in units) Weighted Average Grant-Date Fair Value (per share) Unvested at December 31, 2018 — $ — Granted 6,067 40.30 Unvested at June 30, 2019 6,067 $ 40.30 Compensation expense related to the Special RSU grants for the quarter and six months ended June 30, 2019 was not significant. At June 30, 2019, the cost is expected to be recognized over a weighted-average period of 1.6 years. Macquarie Infrastructure Corporation Long Term Incentive Plan (LTIP) for MIC Operating Businesses — Performance Stock Units (PSUs) During the first quarter of 2019 , the Company established the LTIP pursuant to which it may make stock-based incentive awards to eligible employees of its operating businesses. The awards would take the form of PSUs convertible into common stock of the Company as authorized under its 2016 Omnibus Employee Incentive Plan. The number of PSUs a participant may be awarded reflects a target level of performance by the participant. The participant may be awarded more (over performance limit) or less (threshold limit) than the target number of PSUs based on their achievements relative to Key Performance Indicators during the three -year performance period. Following finalization of the participant’s performance review at the end of the third year of the program, the Company may award the PSUs. The following represents unvested LTIP grants through June 30, 2019 at the target level of performance: 2019 LTIP (at Target) Number of PSUs (in units) Weighted Average Grant-Date Fair Value (per share) Unvested at December 31, 2018 — $ — Granted 134,671 $ 39.59 Forfeited (5,794) $ 39.26 Unvested at June 30, 2019 128,877 $ 39.61 At June 30, 2019, depending upon actual performance, the number of PSUs to be issued will vary from zero to 237,011 , net of forfeitures. At June 30, 2019 , the grant date fair value of the unvested awards was approximately $5 million , reflecting target performance by all participants. During the quarter and six months ended June 30, 2019 , the Company recognized approximately $1 million of compensation expense related to the LTIP. At June 30, 2019 , the unrecognized compensation cost related to unvested PSU awards was approximately $4 million at target level performance. If target level performance is achieved, the unrecognized cost is expected to be recognized over a weighted-average period of 2.5 years. Accumulated Other Comprehensive Loss The following represents the changes and balances to the components of accumulated other comprehensive loss for the six months ended June 30, 2019 and 2018 ($ in millions): Post-Retirement Benefit Plans, net of taxes Translation Adjustment, net of taxes (1) Total Stockholders’ Accumulated Other Comprehensive Loss, net of taxes Balance at December 31, 2017 $ (20 ) $ (10 ) $ (30 ) Translation adjustment — (3 ) (3 ) Balance at June 30, 2018 $ (20 ) $ (13 ) $ (33 ) Balance at December 31, 2018 $ (16 ) $ (14 ) $ (30 ) Translation adjustment — 2 2 Balance at June 30, 2019 $ (16 ) $ (12 ) $ (28 ) ___________ (1) Translation adjustment is presented net of tax expense of $ 1 million and tax benefit of $1 million for the six months ended June 30, 2019 and 2018 , respectively. |
Reportable Segments
Reportable Segments | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments At June 30, 2019 , the Company’s businesses consisted of four reportable segments: IMTT, Atlantic Aviation, MIC Hawaii and Corporate and Other. Effective October 1, 2018, BEC and substantially all of the Company’s portfolio of solar and wind power generation businesses were classified as discontinued operations and the Company’s Contracted Power segment was eliminated. Effective January 1, 2019, the Company’s majority interest in a renewable power development business was also classified as a discontinued operation and thereafter a sale process related to this interest was commenced. The Company did not restate the prior period related to the commencement of the sale process as the disposition was deemed insignificant. A remaining relationship with a third-party developer of renewable power facilities has been reported as a component of Corporate and Other through the expiration of the relationship in July 2019. All prior comparable periods have been restated to reflect this change. In July 2019, the Company completed the sales of its wind power generating portfolio, all but one of the assets in its solar power generating portfolio and its majority interest in a renewable development business. The remainder of the operating solar portfolio is expected to close in August 2019. For additional information, see Note 3, “Discontinued Operations and Dispositions”, for further discussions. IMTT IMTT provides bulk liquid storage, handling and other services in North America through 17 terminals located in the United States, one terminal in Quebec, Canada and one partially owned terminal in Newfoundland, Canada. IMTT derives the majority of its revenue from storage and handling of petroleum products, various chemicals, renewable fuels, and vegetable and tropical oils. Based on storage capacity, IMTT operates one of the largest third-party bulk liquid terminals businesses in the United States. Revenue from IMTT is generated from the following sources and recorded in service revenue. Lease . These are contracts with predominantly non-cancelable terms for access to and the use of storage capacity at the various terminals owned and operated by the business. At June 30, 2019 , these contracts had a revenue weighted average remaining contract life of 1.9 years. These contracts generally require payments in exchange for the provision of storage capacity and product movement (throughput) throughout their term based on a fixed rate per barrel of capacity leased. A majority of the contracts include terms that adjust the fixed rate annually for inflation. These contracts are accounted for as operating leases and the related lease income is recognized in service revenue over the term of the contract based upon the rate specified. Revenue is recognized in accordance with ASC 842, Leases. Terminal services . Revenue from the provision of ancillary services includes activities such as heating, mixing and blending, and is recognized as the related services are performed (point in time) based on contract rates. Other terminal services also include payments received prior to the related services being performed or as a reimbursement for specific fixed asset additions or improvements related to a customer’s contract and are recorded as deferred revenue and ratably recognized as revenues over the contract term. Other . Other revenue is comprised primarily of environmental response service activities through the date of sale and railroad operations. These revenues are generally recognized at a point in time as services are performed. Atlantic Aviation Atlantic Aviation derives the majority of its revenue from fuel delivery services and from other airport services, including de-icing and aircraft hangar rental. All of the revenue of Atlantic Aviation is generated at airports in the U.S. The business currently operates at 70 airports. Revenue from Atlantic Aviation is recorded in service revenue. Services provided by Atlantic Aviation include: Fuel . Revenue from fuel sales are recognized at a point in time as services are performed. Fuel services are recorded net of volume discounts and rebates. Hangar . Hangar rentals includes both month-to-month rentals and rentals from longer term contracts. Hangar rental revenue excludes transient customer overnight hangar usage (see Other FBO services below). Other FBO services . Other fixed based operation (FBO) services consist principally of de-icing services, landing, concession, transient overnight hangar usage, terminal use and fuel distribution fees that are recognized as sales of services. Revenue from these transactions is recorded based on the service fee earned. MIC Hawaii MIC Hawaii primarily comprises of (i) Hawaii Gas, Hawaii’s only government-franchised gas utility and an unregulated liquefied petroleum gas distribution business providing gas and related services to commercial, residential and governmental customers; and (ii) controlling interests in two solar facilities on Oahu. Revenue from the Hawaii Gas business is generated from the distribution and sales of synthetic natural gas (SNG), liquefied petroleum gas (LPG), liquefied natural gas (LNG) and renewable natural gas (RNG). Revenue is primarily a function of the volume of SNG, LPG, LNG and RNG consumed by customers and the price per British Thermal Unit or gallon charged to customers. Revenue levels, without organic growth, will generally track global commodity prices, namely petroleum and natural gas, as its products are derived from these commodities. Revenue from Hawaii Gas is recorded in product revenue. Hawaii Gas recognizes revenue when products are delivered. Sales of gas to customers are billed on a monthly-cycle basis. Earned but unbilled revenue is accrued and included in accounts receivable and revenue. This is based on the amount of gas that has been delivered but not billed to customers from the latest meter reading or billed delivery date to the end of an accounting period. The related costs are charged to expense. Renewable Businesses The renewables projects within MIC Hawaii and discontinued operations sell substantially all of the electricity generated at a fixed price to primarily electric utility customers pursuant to long-term (typically 20 – 25 years) power purchase agreements (PPAs). Substantially all of the PPAs are accounted for as operating leases and have no minimum lease payments and all of the lease income under these leases is recorded within product revenue when the electricity is delivered. Corporate and Other Corporate and Other comprises of MIC Corporate (holding company), a shared services center and other smaller businesses. All of the MIC business segments are managed separately and management has chosen to organize the Company around the distinct products and services offered. Selected information by segment is presented in the following tables. Revenue from external customers for the Company’s consolidated reportable segments were ($ in millions): Quarter Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 22 $ — $ — $ — $ 22 Lease 95 — — — 95 Fuel — 173 — — 173 Hangar — 23 — — 23 Other 2 40 — — 42 Total service revenue $ 119 $ 236 $ — $ — $ 355 Product revenue Lease $ — $ — $ 1 — $ 1 Gas — — 57 — 57 Other — — 3 — 3 Total product revenue $ — $ — $ 61 $ — $ 61 Total revenue $ 119 $ 236 $ 61 $ — $ 416 Quarter Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 21 $ — $ — $ — $ 21 Lease 102 — — (1 ) 101 Fuel — 174 — — 174 Hangar — 22 — — 22 Construction — — 14 — 14 Other 6 37 1 — 44 Total service revenue $ 129 $ 233 $ 15 $ (1 ) $ 376 Product revenue Lease $ — $ — $ 1 $ — $ 1 Gas — — 57 — 57 Other — — 2 — 2 Total product revenue $ — $ — $ 60 $ — $ 60 Total revenue $ 129 $ 233 $ 75 $ (1 ) $ 436 Six Months Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 46 $ — $ — $ — $ 46 Lease 230 — — (1 ) 229 Fuel — 354 — — 354 Hangar — 46 — — 46 Other 4 94 — — 98 Total service revenue $ 280 $ 494 $ — $ (1 ) $ 773 Product revenue Lease $ — $ — $ 2 $ — $ 2 Gas — — 117 — 117 Other — — 6 — 6 Total product revenue $ — $ — $ 125 $ — $ 125 Total revenue $ 280 $ 494 $ 125 $ (1 ) $ 898 Six Months Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 47 $ — $ — $ — $ 47 Lease 206 — — (2 ) 204 Fuel — 351 — — 351 Hangar — 44 — — 44 Construction — — 31 — 31 Other 15 85 2 — 102 Total service revenue $ 268 $ 480 $ 33 $ (2 ) $ 779 Product revenue Lease $ — $ — $ 2 $ — $ 2 Gas — — 117 — 117 Other — — 5 — 5 Total product revenue $ — $ — $ 124 $ — $ 124 Total revenue $ 268 $ 480 $ 157 $ (2 ) $ 903 In accordance with FASB ASC 280, Segment Reporting , the Company has disclosed earnings before interest, taxes, depreciation and amortization (EBITDA) excluding non-cash items as a key performance indicator for the businesses. EBITDA excluding non-cash items is reflective of the businesses’ ability to effectively manage the volume of products sold or services provided, the operating margin earned on those transactions and the management of operating expenses independent of the capitalization and tax attributes of its businesses. The Company defines EBITDA excluding non-cash items as net income (loss) or earnings — the most comparable GAAP measure — before interest, taxes, depreciation and amortization and non-cash items including impairments, unrealized derivative gains and losses, adjustments for other non-cash items and pension expense reflected in the statements of operations. EBITDA excluding non-cash items for the Company’s consolidated reportable segments from continuing operations is shown in the tables below ($ in millions). Allocations of corporate expenses, intercompany fees and the tax effect have been excluded as they are eliminated in consolidation. Quarter Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 9 $ 9 $ 2 $ (14 ) $ 6 Interest expense, net 15 22 2 6 45 Provision (benefit) for income taxes 4 4 1 (7 ) 2 Depreciation 29 15 4 — 48 Amortization of intangibles 4 11 — — 15 Fees to Manager-related party — — — 7 7 Other non-cash expense 3 1 5 — 9 EBITDA excluding non-cash items $ 64 $ 62 $ 14 $ (8 ) $ 132 Quarter Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 19 $ 20 $ 4 $ (16 ) $ 27 Interest expense, net 11 4 2 8 25 Provision (benefit) for income taxes 8 8 2 (6 ) 12 Depreciation 29 16 2 — 47 Amortization of intangibles 4 11 2 — 17 Fees to Manager-related party — — — 11 11 Other non-cash expense (income) 3 1 (1 ) (1 ) 2 EBITDA excluding non-cash items $ 74 $ 60 $ 11 $ (4 ) $ 141 Six Months Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 50 $ 34 $ 10 $ (24 ) $ 70 Interest expense, net 28 41 5 10 84 Provision (benefit) for income taxes 20 13 4 (11 ) 26 Depreciation 58 30 8 — 96 Amortization of intangibles 8 22 — — 30 Fees to Manager-related party — — — 15 15 Other non-cash expense 4 1 7 1 13 EBITDA excluding non-cash items $ 168 $ 141 $ 34 $ (9 ) $ 334 Six Months Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 44 $ 53 $ 7 $ (37 ) $ 67 Interest expense, net 19 4 3 17 43 Provision (benefit) for income taxes 18 20 3 (11 ) 30 Depreciation 58 29 7 — 94 Amortization of intangibles 8 23 2 — 33 Fees to Manager-related party — — — 24 24 Other non-cash expense 5 1 5 — 11 EBITDA excluding non-cash items $ 152 $ 130 $ 27 $ (7 ) $ 302 Reconciliations of total reportable segments’ EBITDA excluding non-cash items to consolidated net income from continuing operations before income taxes were ($ in millions): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Total reportable segments EBITDA excluding non-cash items $ 132 $ 141 $ 334 $ 302 Interest income 1 — 4 — Interest expense (46 ) (25 ) (88 ) (43 ) Depreciation (48 ) (47 ) (96 ) (94 ) Amortization of intangibles (15 ) (17 ) (30 ) (33 ) Fees to Manager-related party (7 ) (11 ) (15 ) (24 ) Other expense, net (9 ) (2 ) (13 ) (11 ) Total consolidated net income from continuing operations before income taxes $ 8 $ 39 $ 96 $ 97 Capital expenditures, on a cash basis, for the Company’s reportable segments were ($ in millions): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 IMTT $ 38 $ 15 $ 64 $ 24 Atlantic Aviation 14 17 27 36 MIC Hawaii 5 5 10 11 Corporate and other 1 9 1 15 Total capital expenditures of reportable segments $ 58 $ 46 $ 102 $ 86 Property, equipment, land and leasehold improvements, net, goodwill and total assets for the Company’s reportable segments and its reconciliation to consolidated total assets were ($ in millions): Property, Equipment, Land and Leasehold Improvements, net Goodwill Total Assets June 30, December 31, 2018 June 30, December 31, 2018 June 30, December 31, 2018 IMTT $ 2,252 $ 2,249 $ 1,427 $ 1,427 $ 4,109 $ 4,020 Atlantic Aviation 564 565 496 496 2,021 1,676 MIC Hawaii 302 300 120 120 527 501 Corporate and other 9 27 — — 396 599 Total assets of reportable segments $ 3,127 $ 3,141 $ 2,043 $ 2,043 $ 7,053 $ 6,796 Assets held for sale — — — — 730 648 Total consolidated assets $ 3,127 $ 3,141 $ 2,043 $ 2,043 $ 7,783 $ 7,444 |
Long-Term Contracted Revenue
Long-Term Contracted Revenue | 6 Months Ended |
Jun. 30, 2019 | |
Contractors [Abstract] | |
Long-Term Contracted Revenue | Long-Term Contracted Revenue Long-term contracted revenue consists of revenue from future minimum lease revenue accounted in accordance with ASC 842, Leases , and estimated revenue to be recognized in the future related to performance conditions that are unsatisfied or partially unsatisfied accounted in accordance with ASC 606, Revenue . The recognition pattern for contracts that are considered leases is generally consistent with the recognition pattern that would apply if such contracts were not accounted for as leases and were instead accounted for under ASC Topic 606. Accordingly, the Company has combined the required lessor disclosures for future lease income with the disclosures for contracted revenue in the table below. The following long-term contracted revenue were in existence at June 30, 2019 ($ in millions): Lease Revenue (ASC 842) Contract Revenue (ASC 606) Total Long-Term Revenue 2019 remaining $ 149 $ 37 $ 186 2020 183 44 227 2021 100 30 130 2022 62 25 87 2023 38 18 56 Thereafter 103 18 121 Total $ 635 $ 172 $ 807 The above table does not include the future minimum lease revenue from the renewable businesses within the MIC Hawaii reportable segment. The payments from these leases are considered variable as they are based on the output of the underlying assets (i.e. energy generated). |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Management Services At June 30, 2019 and December 31, 2018, the Manager held 12,849,435 shares and 12,477,438 shares, respectively, of the Company’s common stock. Pursuant to the terms of the Third Amended and Restated Management Services Agreement (Management Services Agreement), the Manager may sell these shares at any time. Under the Management Services Agreement, the Manager, at its option, may reinvest base management fees and performance fees, if any, in shares of the Company. Since January 1, 2018, the Company paid the Manager cash dividends on shares held for the following periods: Declared Period Covered $ per Record Date Payable Date Cash Paid to Manager July 30, 2019 Second quarter 2019 $ 1.00 August 12, 2019 August 15, 2019 (1) April 29, 2019 First quarter 2019 1.00 May 13, 2019 May 16, 2019 $ 13 February 14, 2019 Fourth quarter 2018 1.00 March 4, 2019 March 7, 2019 13 October 30, 2018 Third quarter 2018 1.00 November 12, 2018 November 15, 2018 12 July 31, 2018 Second quarter 2018 1.00 August 13, 2018 August 16, 2018 11 May 1, 2018 First quarter 2018 1.00 May 14, 2018 May 17, 2018 6 February 19, 2018 Fourth quarter 2017 1.44 March 5, 2018 March 8, 2018 8 ___________ (1) The amount of dividend payable to the Manager for the second quarter of 2019 will be determined on August 12, 2019 , the record date. Under the Management Services Agreement, subject to the oversight and supervision of the Company’s Board, the Manager is responsible for and oversees the management of the Company’s operating businesses. In addition, the Manager has the right to appoint the Chairman of the Board, subject to minimum equity ownership, and to assign, or second, to the Company, two of its employees to serve as chief executive officer and chief financial officer of the Company and seconds or makes other personnel available as required. In accordance with the Management Services Agreement, the Manager is entitled to a monthly base management fee based primarily on the Company’s market capitalization, and potentially a quarterly performance fee based on total shareholder returns relative to a U.S. utilities index. Currently, the Manager has elected to reinvest the future base management fees and performance fees, if any, in additional shares. For the quarter and six months ended June 30, 2019 , the Company incurred base management fees of $7 million and $15 million , respectively, compared with $11 million and $24 million for the quarter and six months ended June 30, 2018 , respectively. The Company did not incur any performance fees for the quarter and six month periods ended June 30, 2019 and 2018 . Effective November 1, 2018, the Manager waived two elements of the base management fee to which it was entitled under the terms of the Management Services Agreement. In effect, the waivers cap the base management fee at 1% of the Company’s equity market capitalization less any cash balances at the holding company. The waiver applies only to the calculation of the base management fees and not to the remainder of the Management Services Agreement. The Manager reserves the right to revoke the waivers and revert to the prior terms of the Management Services Agreement, subject to providing the Company with not less than a one year notice. A revocation of the waiver would not trigger a recapture of previously waived fees. The unpaid portion of the base management fees and performance fees, if any, at the end of each reporting period is included in Due to Manager-related party in the consolidated condensed balance sheets. Period Base Management Fee Amount ($ in millions) Performance Fee Amount ($ in millions) Shares Issued 2019 Activities: Second quarter 2019 $ 7 $ — 192,103 (1) First quarter 2019 8 — 184,448 2018 Activities: Fourth quarter 2018 $ 9 $ — 220,208 Third quarter 2018 12 — 269,286 Second quarter 2018 11 — 277,053 First quarter 2018 13 — 265,002 ___________ (1) The Manager elected to reinvest all of the monthly base management fees for the second quarter of 2019 in shares. The Company issued 192,103 shares for the quarter ended June 30, 2019 , including 64,602 shares that were issued in July 2019 for the June 2019 monthly base management fee. The Manager is not entitled to any other compensation and all costs incurred by the Manager, including compensation of seconded staff, are paid by the Manager out of its base management fee. However, the Company is responsible for other direct costs including, but not limited to, expenses incurred in the administration or management of the Company and its subsidiaries, income taxes, audit and legal fees, acquisitions and dispositions and its compliance with applicable laws and regulations. During the quarter and six months ended June 30, 2019 , the Manager charged the Company $331,000 and $577,000 , respectively, for reimbursement of out-of-pocket expenses compared with $141,000 and $409,000 , respectively, for quarter and six months ended June 30, 2018 . The unpaid portion of the out-of-pocket expenses at the end of the reporting period is included in Due to Manager-related party in the consolidated condensed balance sheets. Other Services The Company uses the resources of the Macquarie Group with respect to a range of advisory, procurement, insurance, hedging, lending and other services. Engagements involving members of the Macquarie Group are reviewed and approved by the Audit Committee of the Company’s Board. Macquarie Group affiliates are engaged on an arm’s length basis and frequently as a member of a syndicate of providers whose other members establish the terms of the interaction. Advisory Services The Macquarie Group, and wholly-owned subsidiaries within the Macquarie Group, including Macquarie Bank Limited (MBL) and Macquarie Capital (USA) Inc. (MCUSA) have provided various advisory and other services and incurred expenses in connection with the Company’s equity raising activities, acquisitions and debt structuring for the Company and its businesses. Underwriting fees are recorded in stockholders’ equity as a direct cost of equity offerings. Advisory fees and out-of-pocket expenses relating to acquisitions are expensed as incurred. Debt arranging fees are deferred and amortized over the term of the credit facility. Long-Term Debt In January 2018, the Company completed the refinancing and upsizing of its senior secured revolving credit facility to $600 million from $410 million and extended the maturity through January 3, 2022 . As part of the refinancing and upsizing, MIHI LLC’s $50 million commitment was replaced by a $40 million commitment from Macquarie Capital Funding LLC. As part of the closing, the Company paid Macquarie Capital Funding LLC $80,000 in closing fees. For the quarter and six months ended June 30, 2019 , the Company incurred interest expense of $41,000 and $75,000 , respectively, related to Macquarie Capital Funding LLC’s portion of the MIC senior secured revolving credit facility compared with $130,000 and $237,000 for the quarter and six months ended June 30, 2018 , respectively. Other Transactions In May 2018, the Company sold its equity interest in projects involving two properties to Macquarie Infrastructure and Real Assets, Inc. (MIRA Inc.), an affiliate of the Manager, for their cost of $27 million . The Company retained the right to 20% of any gain on a subsequent sale by MIRA Inc. to a third party of a more than 50% interest in either or both of the projects. From time to time, indirect subsidiaries within Macquarie Group may enter into contracts with IMTT to lease capacity. The revenue from these contracts for the quarter and six months ended June 30, 2019 |
Legal Proceedings and Contingen
Legal Proceedings and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings and Contingencies | Legal Proceedings and Contingencies The Company and its subsidiaries are subject to legal proceedings arising in the ordinary course of business. In management’s opinion, the Company has adequate legal defenses and/or insurance coverage with respect to the eventuality of such actions, and does not believe the outcome of any pending legal proceedings will be material to the Company’s financial position or result of operations. Shareholder Litigation On April 23, 2018, a complaint captioned City of Riviera Beach General Employees Retirement System v. Macquarie Infrastructure Corp., et al., Case 1:18-cv-03608 (VSB), was filed in the United States District Court for the Southern District of New York. A substantially identical complaint captioned Daniel Fajardo v. Macquarie Infrastructure Corporation, et al. , Case No. 1:18-cv-03744 (VSB) was filed in the same court on April 27, 2018. Both complaints asserted claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder on behalf of a putative class consisting of all purchasers of MIC common stock between February 22, 2016 and February 21, 2018. The named defendants in both cases were the Company and four current or former officers of MIC and one of its subsidiaries, IMTT Holdings LLC. The complaints in both actions allege that the Company and the individual defendants knowingly made material misstatements and omitted material facts in its public disclosures concerning the Company’s and IMTT’s business and the sustainability of the Company’s dividend to stockholders. On January 30, 2019, the Court issued an opinion and order consolidating the two cases, appointing Moab Partners, L.P. (Moab) as Lead Plaintiff and approving Moab’s selection of lead counsel. On February 20, 2019, Moab filed a consolidated class action complaint. In addition to the claims noted above, the consolidated class action complaint also asserts claims under Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 relating to the Company’s November 2016 secondary public offering of common stock. The consolidated amended complaint also adds Macquarie Infrastructure Management (USA) Inc., Barclays Capital Inc. and seven additional current or former officers or directors of MIC as defendants. On April 22, 2019, the Company and the other defendants filed motions to dismiss the consolidated class action complaint in its entirety, with prejudice. Briefing concluded on July 22, 2019. The Company intends to continue to vigorously contest the claims asserted, which the Company believes are entirely meritless. On August 9, 2018, a shareholder derivative complaint captioned Phyllis Wright v. Liam Stewart, et al. , Case No. 1:18-cv-07174 (VSB), was filed in the United States District Court for the Southern District of New York. A substantially identical complaint captioned Raymond Greenlee v. James Hooke, et al. , Case No. 1:18-cv-09339 (VSB) was filed in the same court on October 12, 2018. A third and substantially similar shareholder derivative complaint captioned Kim Johnson v. Liam Stewart, et al., Case No. 1:18-cv-011062 (VSB) was filed in the same court on November 27, 2018. Each of the shareholder derivative complaints assert derivative claims on behalf of the Company against certain of its current and former officers and directors arising out of the same subject matter at issue in the City of Riviera Beach and Fajardo complaints discussed above. The causes of action asserted include violation of Section 14(a) of the Securities Exchange Act of 1934, breach of fiduciary duties, waste of corporate assets, unjust enrichment, and aiding and abetting breach of fiduciary duty. A motion to consolidate the three actions is currently pending. Proceedings in the Wright, Greenlee and Johnson cases are otherwise stayed pending resolution of the motions to dismiss the securities class actions described above. The Company expects that the named defendants will vigorously contest the claims asserted in the Wright , Greenlee and Johnson complaints. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividend On July 30, 2019 , the Board declared a dividend of $1.00 per share for the quarter ended June 30, 2019 , which is expected to be paid on August 15, 2019 to holders of record on August 12, 2019 . |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of unaudited consolidated condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures related thereto at the date of the unaudited consolidated condensed financial statements and the reported amounts of revenue and expenses during the reporting period. Management evaluates these estimates and assumptions on an ongoing basis. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited interim consolidated condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates. |
Financial Instruments | Financial Instruments The Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and variable-rate senior debt, are carried at cost, which approximates their fair value because of either the short-term maturity, or competitive interest rates assigned to these financial instruments. The fair values of the Company’s other debt instruments fall within level 1 or level 2 of the fair value hierarchy. At June 30, 2019 , the Company had $55 million of commercial paper included in cash and cash equivalents . Commercial paper consists of maturities of three months or less and are issued by counterparties with a Standard & Poor rating of A1+. The Company did not have any commercial paper at December 31, 2018 . |
Income Taxes | Income Taxes The Company expects to incur federal consolidated taxable income from continuing operations for the year ending December 31, 2019 , which will be fully offset by the Company’s net operating loss (NOL) carryforwards. The Company believes that it will be able to utilize all of its federal prior year NOLs, which will begin to expire after 2029 and completely expire after 2035 . |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2018, the FASB issued ASU No. 2018-14, Compensation — Retirement Benefits — Defined Benefit Plans — General (Subtopic 715-20): Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans . The amendments in ASU 2018-14 update disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The amendments in this update are effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The Company will include appropriate disclosures related to defined benefit plans in accordance with the standard when it adopts the provisions of this ASU. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement . The amendments in ASU 2018-13 update the disclosure requirements on fair value measurements, including the consideration of costs and benefits. The disclosure modifications focused on Level 3 fair value measurements, and also eliminate the minimum disclosure requirements. The amendments in this update are effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. Early adoption is permitted upon issuance of this Update. An entity is permitted to early adopt any removed or modified disclosures upon issuance of this Update and delay adoption of the additional disclosures until their effective date. The Company is currently evaluating the impact of the adoption of this ASU. |
Discontinued Operations and D_2
Discontinued Operations and Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Contracted Power segment | The following is a summary of the assets and liabilities held for sale included in the Company’s consolidated condensed balance sheets related to its former Contracted Power segment as of June 30, 2019 and December 31, 2018 ($ in millions): June 30, December 31, 2018 Assets Cash and cash equivalents $ 4 $ 3 Restricted cash 15 14 Accounts receivable, net 9 9 Other current assets 29 5 Total current assets 57 31 Property, equipment, land and leasehold improvements, net 639 606 Operating lease assets, net 20 — Intangible assets, net 9 9 Other noncurrent assets 5 2 Total assets $ 730 $ 648 Liabilities Accounts payable and accrued expenses $ 11 $ 7 Current portion of long-term debt 22 20 Notes payable 34 — Other current liabilities 1 1 Total current liabilities 68 28 Long term debt, net of current portion 274 283 Operating lease liabilities 20 — Other noncurrent liabilities 26 6 Total liabilities $ 388 $ 317 Noncontrolling interests $ 138 $ 141 Summarized financial information for discontinued operations included in the Company’s consolidated condensed statement of operations for the quarters and six months ended June 30, 2019 and 2018 are as follows ($ in millions): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Product revenue $ 18 $ 42 $ 34 $ 77 Cost of product sales (3 ) (6 ) (6 ) (12 ) Selling, general & administrative expenses (3 ) (7 ) (7 ) (14 ) Depreciation and amortization — (15 ) — (30 ) Interest expense, net (7 ) (5 ) (12 ) (6 ) Other expense, net — — (1 ) — Net income from discontinued operations before income taxes $ 5 $ 9 $ 8 $ 15 (Provision) benefit for income taxes (2 ) — — 1 Net income from discontinued operations $ 3 $ 9 $ 8 $ 16 Less: net loss attributable to noncontrolling interests (2 ) (2 ) (3 ) (32 ) Net income from discontinued operations attributable to MIC $ 5 $ 11 $ 11 $ 48 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Operating Lease Expense | For the quarter and six months ended June 30, 2019 , the Company’s operating lease expenses recorded within the consolidated condensed statement of operations were as follows ($ in millions): Income Statement Classification Quarter Ended Six Months Ended Cost of services $ 1 $ 1 Cost of product sales — 1 Selling, general and administrative 12 25 Total operating lease expense (1) $ 13 $ 27 ___________ (1) Includes leases less than one year, which are not significant. |
Lessee, Operating Lease, Liability, Maturity | The following table represents the future maturities of lease liabilities at June 30, 2019 ($ in millions): 2019 remaining $ 23 2020 45 2021 43 2022 42 2023 41 Thereafter 538 Total lease payment $ 732 Less: interest (400 ) Present value of lease liability $ 332 |
Schedule of Future Minimum Rental Commitments | Future minimum lease commitments at December 31, 2018 ($ in millions): 2019 $ 48 2020 44 2021 41 2022 40 2023 39 Thereafter 461 Total $ 673 |
Income per Share (Tables)
Income per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of Earnings [Income (Loss)] per Share | Following is a reconciliation of the basic and diluted income per share computations ($ in millions, except share and per share data): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Numerator: Net income from continuing operations attributable to MIC $ 6 $ 27 $ 70 $ 67 Diluted net income from continuing operations attributable to MIC $ 6 $ 27 $ 70 $ 67 Basic and diluted net income from discontinued operations attributable to MIC $ 5 $ 11 $ 11 $ 48 Denominator: Weighted average number of shares outstanding: basic 86,073,372 85,082,209 85,973,308 84,952,551 Dilutive effect of restricted stock unit grants (1) 25,739 9,736 24,698 9,587 Weighted average number of shares outstanding: diluted 86,099,111 85,091,945 85,998,006 84,962,138 ___________ (1) Dilutive effect of restricted stock unit grants includes grants to independent directors under the 2014 Independent Director Equity Plan and certain employees under the 2016 Omnibus Employee Incentive Plan. Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Income per share: Basic income per share from continuing operations attributable to MIC $ 0.07 $ 0.32 $ 0.81 $ 0.79 Basic income per share from discontinued operations attributable to MIC 0.06 0.13 0.13 0.57 Basic income per share attributable to MIC $ 0.13 $ 0.45 $ 0.94 $ 1.36 Diluted income per share from continuing operations attributable to MIC $ 0.07 $ 0.32 $ 0.81 $ 0.79 Diluted income per share from discontinued operations attributable to MIC 0.06 0.13 0.13 0.57 Diluted income per share attributable to MIC $ 0.13 $ 0.45 $ 0.94 $ 1.36 |
Schedule of Antidilutive Securities | The following represents the weighted average potential dilutive shares of common stock that were excluded from the diluted income per share calculation: Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 2.875% Convertible Senior Notes due July 2019 4,408,660 4,371,233 4,396,058 4,354,813 2.00% Convertible Senior Notes due October 2023 3,634,173 3,634,173 3,634,173 3,629,489 Total 8,042,833 8,005,406 8,030,231 7,984,302 |
Property, Equipment, Land and_2
Property, Equipment, Land and Leasehold Improvements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Equipment, Land and Leasehold Improvements | Property, equipment, land and leasehold improvements at June 30, 2019 and December 31, 2018 consisted of the following ($ in millions): June 30, December 31, 2018 Land $ 319 $ 319 Buildings 40 40 Leasehold and land improvements 785 770 Machinery and equipment 2,821 2,783 Furniture and fixtures 46 45 Construction in progress 139 113 4,150 4,070 Less: accumulated depreciation (1,023 ) (929 ) Property, equipment, land and leasehold improvements, net $ 3,127 $ 3,141 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets at June 30, 2019 and December 31, 2018 consisted of the following ($ in millions): June 30 December 31, 2018 Contractual arrangements $ 921 $ 921 Non-compete agreements 14 14 Customer relationships 353 353 Trade names 16 16 Technology 9 9 1,313 1,313 Less: accumulated amortization (554 ) (524 ) Intangible assets, net $ 759 $ 789 |
Schedule of Goodwill | The goodwill balance as of June 30, 2019 is comprised of the following ($ in millions): Goodwill acquired in business combinations, net of disposals $ 2,172 Accumulated impairment charges (126 ) Other (3 ) Balance at June 30, 2019 $ 2,043 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | At June 30, 2019 and December 31, 2018 , the Company’s consolidated long-term debt balance comprised of the following ($ in millions): June 30, December 31, 2018 IMTT $ 1,109 $ 1,109 Atlantic Aviation 1,022 1,025 MIC Hawaii 195 196 MIC Corporate 736 734 Total 3,062 3,064 Current portion (364 ) (361 ) Long-term portion 2,698 2,703 Unamortized deferred financing costs (1) (45 ) (50 ) Long-term portion less unamortized debt discount and deferred financing costs $ 2,653 $ 2,653 ___________ (1) The weighted average remaining life of the deferred financing costs at June 30, 2019 was approximately 6 years . |
Convertible Debt | The 2.00% Convertible Senior Notes due October 2023 consisted of the following ($ in millions): June 30, December 31, 2018 Liability Component: Principal $ 403 $ 403 Unamortized debt discount (17 ) (19 ) Long-term debt, net of unamortized debt discount 386 384 Unamortized deferred financing costs (7 ) (7 ) Net carrying amount $ 379 $ 377 Equity Component $ 27 $ 27 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Instruments | The Company’s fair value measurements of its derivative instruments and the related location of the assets and liabilities within the consolidated condensed balance sheets at June 30, 2019 and December 31, 2018 were ($ in millions): Assets (Liabilities) at Fair Value Balance Sheet Classification June 30, December 31, 2018 Fair value of derivative instruments – current assets $ 4 $ 11 Fair value of derivative instruments – noncurrent assets 4 15 Total derivative contracts – assets $ 8 $ 26 Fair value of derivative instruments – other current liabilities $ (6 ) $ (3 ) Fair value of derivative instruments – other noncurrent liabilities (1 ) — Total derivative contracts – liabilities $ (7 ) $ (3 ) |
Schedule of Location of Hedging Activities | The Company’s hedging activities for the quarters and six months ended June 30, 2019 and 2018 and the related location within the consolidated condensed statements of operations were ($ in millions): Income Statement Classification Amount of (Loss) Gain Recognized in Consolidated Condensed Statements of Operations Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Interest expense – interest rate caps $ (4 ) $ 2 $ (6 ) $ 7 Interest expense – interest rate swaps (4 ) 2 (6 ) 7 Cost of product sales – commodity swaps (6 ) 3 (5 ) 1 Total $ (14 ) $ 7 $ (17 ) $ 15 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of Nonvested Restricted Stock Units Activity | The following represents unvested Special RSUs granted through 2019: 2019 Special Grants Number of RSUs (in units) Weighted Average Grant-Date Fair Value (per share) Unvested at December 31, 2018 — $ — Granted 6,067 40.30 Unvested at June 30, 2019 6,067 $ 40.30 |
Schedule of Nonvested Performance-based Units Activity | The following represents unvested LTIP grants through June 30, 2019 at the target level of performance: 2019 LTIP (at Target) Number of PSUs (in units) Weighted Average Grant-Date Fair Value (per share) Unvested at December 31, 2018 — $ — Granted 134,671 $ 39.59 Forfeited (5,794) $ 39.26 Unvested at June 30, 2019 128,877 $ 39.61 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following represents the changes and balances to the components of accumulated other comprehensive loss for the six months ended June 30, 2019 and 2018 ($ in millions): Post-Retirement Benefit Plans, net of taxes Translation Adjustment, net of taxes (1) Total Stockholders’ Accumulated Other Comprehensive Loss, net of taxes Balance at December 31, 2017 $ (20 ) $ (10 ) $ (30 ) Translation adjustment — (3 ) (3 ) Balance at June 30, 2018 $ (20 ) $ (13 ) $ (33 ) Balance at December 31, 2018 $ (16 ) $ (14 ) $ (30 ) Translation adjustment — 2 2 Balance at June 30, 2019 $ (16 ) $ (12 ) $ (28 ) ___________ (1) Translation adjustment is presented net of tax expense of $ 1 million and tax benefit of $1 million for the six months ended June 30, 2019 and 2018 , respectively. |
Reportable Segments (Tables)
Reportable Segments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Revenue From External Customers | Revenue from external customers for the Company’s consolidated reportable segments were ($ in millions): Quarter Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 22 $ — $ — $ — $ 22 Lease 95 — — — 95 Fuel — 173 — — 173 Hangar — 23 — — 23 Other 2 40 — — 42 Total service revenue $ 119 $ 236 $ — $ — $ 355 Product revenue Lease $ — $ — $ 1 — $ 1 Gas — — 57 — 57 Other — — 3 — 3 Total product revenue $ — $ — $ 61 $ — $ 61 Total revenue $ 119 $ 236 $ 61 $ — $ 416 Quarter Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 21 $ — $ — $ — $ 21 Lease 102 — — (1 ) 101 Fuel — 174 — — 174 Hangar — 22 — — 22 Construction — — 14 — 14 Other 6 37 1 — 44 Total service revenue $ 129 $ 233 $ 15 $ (1 ) $ 376 Product revenue Lease $ — $ — $ 1 $ — $ 1 Gas — — 57 — 57 Other — — 2 — 2 Total product revenue $ — $ — $ 60 $ — $ 60 Total revenue $ 129 $ 233 $ 75 $ (1 ) $ 436 Six Months Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 46 $ — $ — $ — $ 46 Lease 230 — — (1 ) 229 Fuel — 354 — — 354 Hangar — 46 — — 46 Other 4 94 — — 98 Total service revenue $ 280 $ 494 $ — $ (1 ) $ 773 Product revenue Lease $ — $ — $ 2 $ — $ 2 Gas — — 117 — 117 Other — — 6 — 6 Total product revenue $ — $ — $ 125 $ — $ 125 Total revenue $ 280 $ 494 $ 125 $ (1 ) $ 898 Six Months Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Intercompany Adjustments Total Reportable Segments Service revenue Terminal services $ 47 $ — $ — $ — $ 47 Lease 206 — — (2 ) 204 Fuel — 351 — — 351 Hangar — 44 — — 44 Construction — — 31 — 31 Other 15 85 2 — 102 Total service revenue $ 268 $ 480 $ 33 $ (2 ) $ 779 Product revenue Lease $ — $ — $ 2 $ — $ 2 Gas — — 117 — 117 Other — — 5 — 5 Total product revenue $ — $ — $ 124 $ — $ 124 Total revenue $ 268 $ 480 $ 157 $ (2 ) $ 903 |
Schedule of EBITDA for Reportable Segments | EBITDA excluding non-cash items for the Company’s consolidated reportable segments from continuing operations is shown in the tables below ($ in millions). Allocations of corporate expenses, intercompany fees and the tax effect have been excluded as they are eliminated in consolidation. Quarter Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 9 $ 9 $ 2 $ (14 ) $ 6 Interest expense, net 15 22 2 6 45 Provision (benefit) for income taxes 4 4 1 (7 ) 2 Depreciation 29 15 4 — 48 Amortization of intangibles 4 11 — — 15 Fees to Manager-related party — — — 7 7 Other non-cash expense 3 1 5 — 9 EBITDA excluding non-cash items $ 64 $ 62 $ 14 $ (8 ) $ 132 Quarter Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 19 $ 20 $ 4 $ (16 ) $ 27 Interest expense, net 11 4 2 8 25 Provision (benefit) for income taxes 8 8 2 (6 ) 12 Depreciation 29 16 2 — 47 Amortization of intangibles 4 11 2 — 17 Fees to Manager-related party — — — 11 11 Other non-cash expense (income) 3 1 (1 ) (1 ) 2 EBITDA excluding non-cash items $ 74 $ 60 $ 11 $ (4 ) $ 141 Six Months Ended June 30, 2019 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 50 $ 34 $ 10 $ (24 ) $ 70 Interest expense, net 28 41 5 10 84 Provision (benefit) for income taxes 20 13 4 (11 ) 26 Depreciation 58 30 8 — 96 Amortization of intangibles 8 22 — — 30 Fees to Manager-related party — — — 15 15 Other non-cash expense 4 1 7 1 13 EBITDA excluding non-cash items $ 168 $ 141 $ 34 $ (9 ) $ 334 Six Months Ended June 30, 2018 IMTT Atlantic Aviation MIC Hawaii Corporate and Other Total Reportable Segments Net income (loss) $ 44 $ 53 $ 7 $ (37 ) $ 67 Interest expense, net 19 4 3 17 43 Provision (benefit) for income taxes 18 20 3 (11 ) 30 Depreciation 58 29 7 — 94 Amortization of intangibles 8 23 2 — 33 Fees to Manager-related party — — — 24 24 Other non-cash expense 5 1 5 — 11 EBITDA excluding non-cash items $ 152 $ 130 $ 27 $ (7 ) $ 302 Reconciliations of total reportable segments’ EBITDA excluding non-cash items to consolidated net income from continuing operations before income taxes were ($ in millions): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Total reportable segments EBITDA excluding non-cash items $ 132 $ 141 $ 334 $ 302 Interest income 1 — 4 — Interest expense (46 ) (25 ) (88 ) (43 ) Depreciation (48 ) (47 ) (96 ) (94 ) Amortization of intangibles (15 ) (17 ) (30 ) (33 ) Fees to Manager-related party (7 ) (11 ) (15 ) (24 ) Other expense, net (9 ) (2 ) (13 ) (11 ) Total consolidated net income from continuing operations before income taxes $ 8 $ 39 $ 96 $ 97 |
Schedule of Capital Expenditures | Capital expenditures, on a cash basis, for the Company’s reportable segments were ($ in millions): Quarter Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 IMTT $ 38 $ 15 $ 64 $ 24 Atlantic Aviation 14 17 27 36 MIC Hawaii 5 5 10 11 Corporate and other 1 9 1 15 Total capital expenditures of reportable segments $ 58 $ 46 $ 102 $ 86 |
Schedule of Reconciliation of Assets of Reportable Segments | Property, equipment, land and leasehold improvements, net, goodwill and total assets for the Company’s reportable segments and its reconciliation to consolidated total assets were ($ in millions): Property, Equipment, Land and Leasehold Improvements, net Goodwill Total Assets June 30, December 31, 2018 June 30, December 31, 2018 June 30, December 31, 2018 IMTT $ 2,252 $ 2,249 $ 1,427 $ 1,427 $ 4,109 $ 4,020 Atlantic Aviation 564 565 496 496 2,021 1,676 MIC Hawaii 302 300 120 120 527 501 Corporate and other 9 27 — — 396 599 Total assets of reportable segments $ 3,127 $ 3,141 $ 2,043 $ 2,043 $ 7,053 $ 6,796 Assets held for sale — — — — 730 648 Total consolidated assets $ 3,127 $ 3,141 $ 2,043 $ 2,043 $ 7,783 $ 7,444 |
Long-Term Contracted Revenue (T
Long-Term Contracted Revenue (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Contractors [Abstract] | |
Schedule of Financing Receivables, Minimum Payments | The following long-term contracted revenue were in existence at June 30, 2019 ($ in millions): Lease Revenue (ASC 842) Contract Revenue (ASC 606) Total Long-Term Revenue 2019 remaining $ 149 $ 37 $ 186 2020 183 44 227 2021 100 30 130 2022 62 25 87 2023 38 18 56 Thereafter 103 18 121 Total $ 635 $ 172 $ 807 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Dividends Paid to Manager | Since January 1, 2018, the Company paid the Manager cash dividends on shares held for the following periods: Declared Period Covered $ per Record Date Payable Date Cash Paid to Manager July 30, 2019 Second quarter 2019 $ 1.00 August 12, 2019 August 15, 2019 (1) April 29, 2019 First quarter 2019 1.00 May 13, 2019 May 16, 2019 $ 13 February 14, 2019 Fourth quarter 2018 1.00 March 4, 2019 March 7, 2019 13 October 30, 2018 Third quarter 2018 1.00 November 12, 2018 November 15, 2018 12 July 31, 2018 Second quarter 2018 1.00 August 13, 2018 August 16, 2018 11 May 1, 2018 First quarter 2018 1.00 May 14, 2018 May 17, 2018 6 February 19, 2018 Fourth quarter 2017 1.44 March 5, 2018 March 8, 2018 8 ___________ (1) The amount of dividend payable to the Manager for the second quarter of 2019 will be determined on August 12, 2019 , the record date. |
Schedule of Base Management Fees and Performance Fees | The unpaid portion of the base management fees and performance fees, if any, at the end of each reporting period is included in Due to Manager-related party in the consolidated condensed balance sheets. Period Base Management Fee Amount ($ in millions) Performance Fee Amount ($ in millions) Shares Issued 2019 Activities: Second quarter 2019 $ 7 $ — 192,103 (1) First quarter 2019 8 — 184,448 2018 Activities: Fourth quarter 2018 $ 9 $ — 220,208 Third quarter 2018 12 — 269,286 Second quarter 2018 11 — 277,053 First quarter 2018 13 — 265,002 ___________ (1) The Manager elected to reinvest all of the monthly base management fees for the second quarter of 2019 in shares. The Company issued 192,103 shares for the quarter ended June 30, 2019 , including 64,602 shares that were issued in July 2019 for the June 2019 monthly base management fee. |
Organization and Description _2
Organization and Description of Business (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2019terminalairportsegment | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of reportable segments | segment | 4 |
Canada- IMTT | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of marine terminals | 2 |
IMTT | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of marine terminals | 17 |
Atlantic Aviation | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of airport locations | airport | 70 |
Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Significant Accounting Policies [Line Items] | |||
Cash and cash equivalents | $ 573 | $ 589 | $ 53 |
Commercial Paper | |||
Significant Accounting Policies [Line Items] | |||
Cash and cash equivalents | $ 55 |
Discontinued Operations and D_3
Discontinued Operations and Dispositions (Narrative) (Details) $ in Millions | Oct. 12, 2018USD ($) | Sep. 30, 2019USD ($)MW | Sep. 30, 2018USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2018USD ($) | May 31, 2018property |
Disposal Group, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Transaction costs on business disposal | $ 3 | |||||
Number of real estate properties | property | 2 | |||||
Loss write-down | $ 30 | |||||
Fixed Assets And Intangible Assets | Disposal Group, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Loss write-down | $ 9 | |||||
Bayonne Energy Center | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Transaction costs on business disposal | $ 9 | |||||
Bayonne Energy Center | Disposal Group, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Cash consideration from divestiture of businesses | $ 657 | |||||
Debt assumed by buyer from divestiture of business | 244 | |||||
Gain (loss) on disposition of business | $ (17) | |||||
Subsequent Event | Scenario, Forecast | Disposal Group, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Transaction costs on business disposal | $ 10 | |||||
Subsequent Event | Solar Generating Assets | Scenario, Forecast | Disposal Group, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Capacity of plant | MW | 142 | |||||
Subsequent Event | Wind Generation Assets | Scenario, Forecast | Disposal Group, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Capacity of plant | MW | 203 | |||||
Subsequent Event | Solar And wind Facilities | Scenario, Forecast | Disposal Group, Disposed of by Sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Debt assumed by buyer from divestiture of business | $ 297 | |||||
Gain (loss) on disposition of business | 80 | |||||
Proceeds from divestiture of business | 276 | |||||
Cash consideration net of transaction costs and taxes | $ 210 |
Discontinued Operations and D_4
Discontinued Operations and Dispositions (Balance Sheets) (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Assets | |||
Cash and cash equivalents | $ 4 | $ 3 | |
Restricted cash | 15 | 14 | |
Accounts receivable, net | 9 | 9 | |
Other current assets | 29 | 5 | |
Total current assets | 57 | 31 | |
Property, equipment, land and leasehold improvements, net | 639 | 606 | |
Operating lease assets, net | 20 | 0 | |
Intangible assets, net | 9 | 9 | |
Other noncurrent assets | 5 | 2 | |
Total assets | 730 | 648 | |
Liabilities | |||
Accounts payable and accrued expenses | 11 | 7 | |
Current portion of long-term debt | 22 | 20 | |
Notes payable | 34 | 0 | |
Other current liabilities | 1 | 1 | |
Total current liabilities | 68 | 28 | |
Long term debt, net of current portion | 274 | 283 | |
Operating lease liabilities | 20 | 0 | |
Other noncurrent liabilities | 26 | 6 | |
Total liabilities | 388 | 317 | |
Noncontrolling interests | $ 138 | $ 141 | $ 150 |
Discontinued Operations and D_5
Discontinued Operations and Dispositions (Statement Of Operations) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Discontinued Operations and Disposal Groups [Abstract] | |||||
Product revenue | $ 18 | $ 42 | $ 34 | $ 77 | |
Cost of product sales | (3) | (6) | (6) | (12) | |
Selling, general & administrative expenses | (3) | (7) | (7) | (14) | |
Depreciation and amortization | 0 | (15) | 0 | (30) | |
Interest expense, net | (7) | (5) | (12) | (6) | |
Other expense, net | 0 | 0 | (1) | 0 | |
Net income from discontinued operations before income taxes | [1] | 5 | 9 | 8 | 15 |
(Provision) benefit for income taxes | [1] | (2) | 0 | 0 | 1 |
Net income from discontinued operations | [1] | 3 | 9 | 8 | 16 |
Less: net loss attributable to noncontrolling interests | (2) | (2) | (3) | (32) | |
Net income from discontinued operations attributable to MIC | $ 5 | $ 11 | $ 11 | $ 48 | |
[1] | See Note 3, “Discontinued Operations and Dispositions”, for discussions on businesses classified as held for sale. |
Implementation of ASU 2016-2 (D
Implementation of ASU 2016-2 (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Operating Leased Assets [Line Items] | |||
Operating lease, right-of-use asset | $ 326 | $ 0 | |
Operating lease, liability | 332 | ||
Disposal group including discontinued operation, operating leased assets | 20 | 0 | |
Disposal group including discontinued operation, operating lease liability | $ 20 | $ 0 | |
Accounting Standards Update 2016-02 | |||
Operating Leased Assets [Line Items] | |||
Operating lease, right-of-use asset | $ 351 | ||
Operating lease, liability | 358 | ||
Disposal group including discontinued operation, operating leased assets | 19 | ||
Disposal group including discontinued operation, operating lease liability | $ 21 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2019renewal_option | |
Operating Leased Assets [Line Items] | |
Term of contract | 12 months |
Number of renewal options | 1 |
Weighted average remaining lease term | 19 years |
Discount rate | 9.00% |
Minimum | |
Operating Leased Assets [Line Items] | |
Renewal term | 1 year |
Maximum | |
Operating Leased Assets [Line Items] | |
Renewal term | 10 years |
Leases (Consolidated condensed
Leases (Consolidated condensed statement of operations) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Operating Leased Assets [Line Items] | ||
Total operating lease expense | $ 13 | $ 27 |
Service | ||
Operating Leased Assets [Line Items] | ||
Total operating lease expense | 1 | 1 |
Cost of product sales | ||
Operating Leased Assets [Line Items] | ||
Total operating lease expense | 0 | 1 |
Selling, general and administrative | ||
Operating Leased Assets [Line Items] | ||
Total operating lease expense | $ 12 | $ 25 |
Leases (Future maturities of le
Leases (Future maturities of lease liabilities) (Details) $ in Millions | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
2019 remaining | $ 23 |
2020 | 45 |
2021 | 43 |
2022 | 42 |
2023 | 41 |
Thereafter | 538 |
Total lease payment | 732 |
Less: interest | (400) |
Present value of lease liability | $ 332 |
Leases (Schedule of Future Mini
Leases (Schedule of Future Minimum Rental Commitments) (Details) $ in Millions | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 48 |
2020 | 44 |
2021 | 41 |
2022 | 40 |
2023 | 39 |
Thereafter | 461 |
Total | $ 673 |
Income per Share (Schedule of R
Income per Share (Schedule of Reconciliation of the basic and diluted income (loss) per share computations (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Numerator: | ||||
Net income from continuing operations attributable to MIC | $ 6 | $ 27 | $ 70 | $ 67 |
Diluted net income from continuing operations attributable to MIC | 6 | 27 | 70 | 67 |
Net income from discontinued operations attributable to MIC | $ 5 | $ 11 | $ 11 | $ 48 |
Denominator: | ||||
Weighted average number of shares outstanding: basic (in shares) | 86,073,372 | 85,082,209 | 85,973,308 | 84,952,551 |
Dilutive effect of restricted stock unit grants (in shares) | 25,739 | 9,736 | 24,698 | 9,587 |
Weighted average number of shares outstanding: diluted (in shares) | 86,099,111 | 85,091,945 | 85,998,006 | 84,962,138 |
Income per share: | ||||
Basic income per share from continuing operations attributable to MIC (in dollars per share) | $ 0.07 | $ 0.32 | $ 0.81 | $ 0.79 |
Basic income per share from discontinued operations attributable to MIC (in dollars per share) | 0.06 | 0.13 | 0.13 | 0.57 |
Basic income per share attributable to MIC (in dollars per share) | 0.13 | 0.45 | 0.94 | 1.36 |
Diluted income per share from continuing operations attributable to MIC (in dollars per share) | 0.07 | 0.32 | 0.81 | 0.79 |
Diluted income per share from discontinued operations attributable to MIC (in dollars per share) | 0.06 | 0.13 | 0.13 | 0.57 |
Diluted income per share attributable to MIC (in dollars per share) | $ 0.13 | $ 0.45 | $ 0.94 | $ 1.36 |
Income per Share (Narrative) (D
Income per Share (Narrative) (Details) | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Convertible Senior Notes Due July 2019 | |||
Class of Stock [Line Items] | |||
Interest rate, stated percentage | 2.875% | 2.875% | |
Convertible Senior Notes Due October 2023 | |||
Class of Stock [Line Items] | |||
Interest rate, stated percentage | 2.00% | 2.00% | 2.00% |
Income per Share (Schedule of S
Income per Share (Schedule of Shares Excluded from Calculation) (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities | 8,042,833 | 8,005,406 | 8,030,231 | 7,984,302 |
2.875% Convertible Senior Notes due July 2019 | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Interest rate, stated percentage | 2.875% | 2.875% | ||
Antidilutive securities | 4,408,660 | 4,371,233 | 4,396,058 | 4,354,813 |
2.00% Convertible Senior Notes due October 2023 | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Interest rate, stated percentage | 2.00% | 2.00% | ||
Antidilutive securities | 3,634,173 | 3,634,173 | 3,634,173 | 3,629,489 |
Property, Equipment, Land and_3
Property, Equipment, Land and Leasehold Improvements (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 4,150 | $ 4,070 |
Less: accumulated depreciation | (1,023) | (929) |
Property, equipment, land and leasehold improvements, net | 3,127 | 3,141 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 319 | 319 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 40 | 40 |
Leasehold and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 785 | 770 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 2,821 | 2,783 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 46 | 45 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 139 | $ 113 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill (Schedule of Intangible Assets) (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 1,313 | $ 1,313 |
Less: accumulated amortization | (554) | (524) |
Intangible assets, net | 759 | 789 |
Contractual arrangements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 921 | 921 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 14 | 14 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 353 | 353 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 16 | 16 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 9 | $ 9 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill (Schedule of Goodwill) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill acquired in business combinations, net of disposals | $ 2,172 |
Accumulated impairment charges | (126) |
Other | (3) |
Balance at June 30, 2019 | $ 2,043 |
Long-Term Debt (Schedule of Lon
Long-Term Debt (Schedule of Long-Term Debt) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | ||
Total | $ 3,062 | $ 3,064 |
Current portion | (364) | (361) |
Long-term portion | 2,698 | 2,703 |
Unamortized deferred financing costs | (45) | (50) |
Long-term portion less unamortized debt discount and deferred financing costs | $ 2,653 | 2,653 |
Weighted average life of deferred financing costs | 6 years | |
IMTT | ||
Debt Instrument [Line Items] | ||
Total | $ 1,109 | 1,109 |
Atlantic Aviation | ||
Debt Instrument [Line Items] | ||
Total | 1,022 | 1,025 |
MIC Hawaii | ||
Debt Instrument [Line Items] | ||
Total | 195 | 196 |
MIC Corporate | ||
Debt Instrument [Line Items] | ||
Total | $ 736 | $ 734 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) | Oct. 13, 2018USD ($) | Dec. 31, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Jan. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | ||||||||||
Letters of credit | $ 49,000,000 | $ 49,000,000 | ||||||||
Interest expense | [1] | 46,000,000 | $ 25,000,000 | 88,000,000 | $ 43,000,000 | |||||
Amortization of debt discount | 2,000,000 | $ 2,000,000 | ||||||||
Current and long-term debt | $ 3,064,000,000 | 3,062,000,000 | 3,062,000,000 | $ 3,064,000,000 | ||||||
MIC Hawaii | Solar facilities | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current and long-term debt | 15,000,000 | 15,000,000 | ||||||||
MIC Corporate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current and long-term debt | 734,000,000 | 736,000,000 | 736,000,000 | 734,000,000 | ||||||
IMTT | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current and long-term debt | 1,109,000,000 | 1,109,000,000 | 1,109,000,000 | 1,109,000,000 | ||||||
Atlantic Aviation | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current and long-term debt | $ 1,025,000,000 | $ 1,022,000,000 | $ 1,022,000,000 | $ 1,025,000,000 | ||||||
Convertible Senior Notes Due July 2019 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate, stated percentage | 2.875% | 2.875% | 2.875% | 2.875% | ||||||
Face value of convertible senior notes | $ 350,000,000 | $ 350,000,000 | ||||||||
Debt instrument, term | 5 years | |||||||||
Convertible senior notes | $ 350,000,000 | $ 350,000,000 | ||||||||
Convertible Senior Notes Due October 2023 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate, stated percentage | 2.00% | 2.00% | 2.00% | 2.00% | 2.00% | 2.00% | ||||
Face value of convertible senior notes | $ 1,000 | |||||||||
Debt instrument, term | 7 years | |||||||||
Fair value of convertible senior notes | $ 345,000,000 | $ 345,000,000 | ||||||||
Convertible senior notes | $ 384,000,000 | 386,000,000 | 386,000,000 | $ 384,000,000 | ||||||
Conversion rate | 9.0290 | |||||||||
Interest expense | 3,000,000 | $ 3,000,000 | 6,000,000 | $ 6,000,000 | ||||||
Amortization of debt discount | 1,000,000 | $ 1,000,000 | 2,000,000 | $ 2,000,000 | ||||||
Convertible Senior Notes Due October 2023 | MIC Corporate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Convertible senior notes | 403,000,000 | 403,000,000 | 403,000,000 | 403,000,000 | ||||||
Current and long-term debt | 384,000,000 | 386,000,000 | 386,000,000 | 384,000,000 | ||||||
Senior Notes | IMTT | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current and long-term debt | 600,000,000 | 600,000,000 | ||||||||
Debt instrument, fair value disclosure | 620,000,000 | 620,000,000 | ||||||||
Senior Notes | Hawaii Gas Business | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current and long-term debt | 100,000,000 | 100,000,000 | ||||||||
Debt instrument, fair value disclosure | 105,000,000 | 105,000,000 | ||||||||
Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Undrawn portion of line of credit | 600,000,000 | 1,610,000,000 | 1,610,000,000 | 600,000,000 | ||||||
Revolving Credit Facility | MIC Corporate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Undrawn portion of line of credit | 600,000,000 | 600,000,000 | ||||||||
Borrowing capacity | $ 600,000,000 | $ 410,000,000 | ||||||||
Revolving Credit Facility | IMTT | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Undrawn portion of line of credit | 600,000,000 | 600,000,000 | 600,000,000 | 600,000,000 | ||||||
Borrowing capacity | 600,000,000 | $ 600,000,000 | ||||||||
Revolving Credit Facility | Atlantic Aviation | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, term | 5 years | |||||||||
Borrowing capacity | 350,000,000 | $ 350,000,000 | ||||||||
Revolving Credit Facility | Hawaii Gas Business | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Undrawn portion of line of credit | 60,000,000 | 60,000,000 | ||||||||
Tax Exempt Bonds | IMTT | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Borrowing capacity | $ 509,000,000 | $ 509,000,000 | ||||||||
Percentage of variable rate | 80.00% | 80.00% | ||||||||
Term Loan Facility | Atlantic Aviation | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, term | 7 years | |||||||||
Borrowing capacity | $ 1,025,000,000 | $ 1,025,000,000 | ||||||||
Term Loan Facility | Hawaii Gas Business | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Current and long-term debt | $ 80,000,000 | $ 80,000,000 | ||||||||
London Interbank Offered Rate (LIBOR) | Tax Exempt Bonds | IMTT | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fixed portion of interest rate component | 0.45% | |||||||||
[1] | Interest expense includes losses on derivative instruments of $8 million and $12 million for the quarter and six months ended June 30, 2019 , respectively. Interest expense includes gains on derivative instruments of $4 million and $14 million for the quarter and six months ended June 30, 2018 , respectively. |
Long-Term Debt (Schedule of 2.0
Long-Term Debt (Schedule of 2.00% Convertible Senior Notes) (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Total | $ 3,062 | $ 3,064 |
Unamortized deferred financing costs | (45) | (50) |
Long-term portion less unamortized debt discount and deferred financing costs | 2,653 | 2,653 |
MIC Corporate | ||
Total | 736 | 734 |
Convertible Senior Notes Due October 2023 | ||
Principal | 386 | 384 |
Convertible Senior Notes Due October 2023 | MIC Corporate | ||
Principal | 403 | 403 |
Unamortized debt discount | (17) | (19) |
Total | 386 | 384 |
Unamortized deferred financing costs | (7) | (7) |
Long-term portion less unamortized debt discount and deferred financing costs | 379 | 377 |
Equity Component | $ 27 | $ 27 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities (Narrative) (Details) $ in Millions | Jun. 30, 2019USD ($) |
Derivative [Line Items] | |
Current and long-term debt | $ 3,079 |
Fixed rate debt | 1,452 |
Unhedged debt | 681 |
Interest Rate Contracts | |
Derivative [Line Items] | |
Debt economically hedged with interest rate contracts | $ 946 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities (Schedule of Fair Value of Derivative Instruments) (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Fair value of derivative instruments – current assets | $ 4 | $ 11 |
Fair value of derivative instruments – noncurrent assets | 4 | 15 |
Total derivative contracts – assets | 8 | 26 |
Fair value of derivative instruments – other current liabilities | (6) | (3) |
Fair value of derivative instruments – other noncurrent liabilities | (1) | 0 |
Total derivative contracts – liabilities | $ (7) | $ (3) |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities (Schedule of Location of Hedging Activities) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on derivative instruments | $ (14) | $ 7 | $ (17) | $ 15 |
Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on derivative instruments | (8) | 4 | (12) | 14 |
Interest Expense | Interest expense – interest rate caps | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on derivative instruments | (4) | 2 | (6) | 7 |
Interest Expense | Interest expense – interest rate swaps | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on derivative instruments | (4) | 2 | (6) | 7 |
Cost of product sales | Cost of product sales – commodity swaps | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on derivative instruments | $ (6) | $ 3 | $ (5) | $ 1 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2019 | Mar. 28, 2019 | Dec. 31, 2018 | |
Restricted Stock Units (RSUs) | ||||
Shares Activity [Line Items] | ||||
Allocated share-based compensation expense | $ 0 | |||
Weighted average period of unrecognized compensation costs | 1 year 7 months 6 days | |||
Granted (in shares) | 6,067 | 6,067 | 0 | |
Performance Shares | ||||
Shares Activity [Line Items] | ||||
Allocated share-based compensation expense | $ 1,000,000 | $ 1,000,000 | ||
Weighted average period of unrecognized compensation costs | 2 years 6 months | |||
Granted (in shares) | 128,877 | 128,877 | 0 | |
Grant date fair value of awards | $ 5,000,000 | $ 5,000,000 | ||
Unrecognized compensation costs | $ 4,000,000 | $ 4,000,000 | ||
Minimum | Performance Shares | ||||
Shares Activity [Line Items] | ||||
Granted (in shares) | 0 | 0 | ||
Maximum | Performance Shares | ||||
Shares Activity [Line Items] | ||||
Granted (in shares) | 237,011 | 237,011 | ||
Omnibus Employee Incentive Plan 2016 | ||||
Shares Activity [Line Items] | ||||
Number of shares authorized (in shares) | 500,000 | |||
Number of shares subject to authorization (in shares) | 1,500,000 | 1,500,000 | ||
2019 Short Term Incentive Plan | Restricted Stock Units (RSUs) | ||||
Shares Activity [Line Items] | ||||
Cash component of an incentive award | 75.00% | 75.00% | ||
Stock component of an incentive award | 25.00% | 25.00% | ||
Payment award vesting period | 1 year | |||
2019 Long Term Incentive Plan | ||||
Shares Activity [Line Items] | ||||
Payment award vesting period | 3 years | |||
2019 Long Term Incentive Plan | Restricted Stock Units (RSUs) | ||||
Shares Activity [Line Items] | ||||
Number of shares granted (in shares) | 0 | 0 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule of Unvested Stock Unit) (Details) | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Restricted Stock Units (RSUs) | |
Number of Units | |
Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 6,067 |
Ending balance (in shares) | shares | 6,067 |
Weighted Average Grant-Date Fair Value (per share) | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 40.30 |
Ending balance (in dollars per share) | $ / shares | $ 40.30 |
Performance Shares | |
Number of Units | |
Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 134,671 |
Forfeited (in shares) | shares | (5,794) |
Ending balance (in shares) | shares | 128,877 |
Weighted Average Grant-Date Fair Value (per share) | |
Beginning balance (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 39.59 |
Forfeited (in dollars per share) | $ / shares | 39.26 |
Ending balance (in dollars per share) | $ / shares | $ 39.61 |
Stockholders' Equity (Schedul_2
Stockholders' Equity (Schedule of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning balance | $ 3,106 | $ 3,284 | $ 3,117 | $ 3,350 | |
Translation adjustment | [1] | 2 | (2) | 2 | (3) |
Ending balance | 3,038 | 3,244 | 3,038 | 3,244 | |
Translation adjustment, net of tax expense (benefit) | 1 | (1) | 1 | (1) | |
Total Stockholders’ Accumulated Other Comprehensive Loss, net of taxes | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning balance | (30) | (31) | (30) | (30) | |
Ending balance | (28) | (33) | (28) | (33) | |
Post-Retirement Benefit Plans, net of taxes | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning balance | (16) | (20) | |||
Translation adjustment | 0 | 0 | |||
Ending balance | (16) | (20) | (16) | (20) | |
Translation Adjustment, net of taxes(1) | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning balance | (14) | (10) | |||
Translation adjustment | 2 | (3) | |||
Ending balance | $ (12) | $ (13) | $ (12) | $ (13) | |
[1] | Translation adjustment is presented net of tax expense of $1 million for the quarter and six months ended June 30, 2019 . For the quarter and six months ended June 30, 2018 , translation adjustment is presented net of tax benefit of $1 million . |
Reportable Segments (Narrative)
Reportable Segments (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2019terminalairportsegmentfacility | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | segment | 4 |
Weighted average remaining lease term | 19 years |
Canada- IMTT | |
Segment Reporting Information [Line Items] | |
Number of marine terminals | 2 |
Canada- IMTT | Quebec Marine Terminal | |
Segment Reporting Information [Line Items] | |
Number of marine terminals | 1 |
Canada- IMTT | Newfoundland Marine Terminal | Partially Owned | |
Segment Reporting Information [Line Items] | |
Number of marine terminals | 1 |
IMTT | |
Segment Reporting Information [Line Items] | |
Number of marine terminals | 17 |
Weighted average remaining lease term | 1 year 10 months 24 days |
Atlantic Aviation | |
Segment Reporting Information [Line Items] | |
Number of airport locations | airport | 70 |
MIC Hawaii | |
Segment Reporting Information [Line Items] | |
Number of solar projects | facility | 2 |
MIC Hawaii | Minimum | |
Segment Reporting Information [Line Items] | |
Life of purchase power agreements | 20 years |
MIC Hawaii | Maximum | |
Segment Reporting Information [Line Items] | |
Life of purchase power agreements | 25 years |
Reportable Segments (Revenue fr
Reportable Segments (Revenue from external customers for the Company's consolidated reportable segments) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 416 | $ 436 | $ 898 | $ 903 |
Terminal services | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 22 | 21 | 46 | 47 |
Lease | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 95 | 101 | 229 | 204 |
Fuel | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 173 | 174 | 354 | 351 |
Hangar | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 23 | 22 | 46 | 44 |
Construction | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 14 | 31 | ||
Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 42 | 44 | 98 | 102 |
Total service revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 355 | 376 | 773 | 779 |
Lease | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1 | 1 | 2 | 2 |
Gas | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 57 | 57 | 117 | 117 |
Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 3 | 2 | 6 | 5 |
Total product revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 61 | 60 | 125 | 124 |
Operating Segments | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 119 | 129 | 280 | 268 |
Operating Segments | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 236 | 233 | 494 | 480 |
Operating Segments | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 61 | 75 | 125 | 157 |
Operating Segments | Terminal services | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 22 | 21 | 46 | 47 |
Operating Segments | Terminal services | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Terminal services | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Lease | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 95 | 102 | 230 | 206 |
Operating Segments | Lease | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Lease | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Fuel | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Fuel | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 173 | 174 | 354 | 351 |
Operating Segments | Fuel | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Hangar | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Hangar | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 23 | 22 | 46 | 44 |
Operating Segments | Hangar | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Construction | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | ||
Operating Segments | Construction | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | ||
Operating Segments | Construction | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 14 | 31 | ||
Operating Segments | Other | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 2 | 6 | 4 | 15 |
Operating Segments | Other | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 40 | 37 | 94 | 85 |
Operating Segments | Other | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 1 | 0 | 2 |
Operating Segments | Total service revenue | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 119 | 129 | 280 | 268 |
Operating Segments | Total service revenue | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 236 | 233 | 494 | 480 |
Operating Segments | Total service revenue | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 15 | 0 | 33 |
Operating Segments | Lease | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Lease | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Lease | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1 | 1 | 2 | 2 |
Operating Segments | Gas | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Gas | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Gas | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 57 | 57 | 117 | 117 |
Operating Segments | Other | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Other | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Other | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 3 | 2 | 6 | 5 |
Operating Segments | Total product revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 125 | |||
Operating Segments | Total product revenue | IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Total product revenue | Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Total product revenue | MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 61 | 60 | 124 | |
Intercompany Adjustments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | (1) | (1) | (2) | |
Intercompany Adjustments | Terminal services | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intercompany Adjustments | Lease | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | (1) | (1) | (2) |
Intercompany Adjustments | Fuel | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intercompany Adjustments | Hangar | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intercompany Adjustments | Construction | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | ||
Intercompany Adjustments | Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intercompany Adjustments | Total service revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | (1) | (1) | (2) |
Intercompany Adjustments | Lease | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intercompany Adjustments | Gas | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intercompany Adjustments | Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intercompany Adjustments | Total product revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Reportable Segments (Schedule o
Reportable Segments (Schedule of EBITDA for Reportable Segments) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Net income (loss) | $ 6 | $ 27 | $ 70 | $ 67 |
Interest expense, net | 45 | 25 | 84 | 43 |
Provision (benefit) for income taxes | 2 | 12 | 26 | 30 |
Depreciation | 48 | 47 | 96 | 94 |
Amortization of intangibles | 15 | 17 | 30 | 33 |
Fees to Manager-related party | 7 | 11 | 15 | 24 |
Other non-cash expense | 9 | 2 | 13 | 11 |
EBITDA excluding non-cash items | 132 | 141 | 334 | 302 |
IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Net income (loss) | 9 | 19 | 50 | 44 |
Interest expense, net | 15 | 11 | 28 | 19 |
Provision (benefit) for income taxes | 4 | 8 | 20 | 18 |
Depreciation | 29 | 29 | 58 | 58 |
Amortization of intangibles | 4 | 4 | 8 | 8 |
Fees to Manager-related party | 0 | 0 | 0 | 0 |
Other non-cash expense | 3 | 3 | 4 | 5 |
EBITDA excluding non-cash items | 64 | 74 | 168 | 152 |
Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Net income (loss) | 9 | 20 | 34 | 53 |
Interest expense, net | 22 | 4 | 41 | 4 |
Provision (benefit) for income taxes | 4 | 8 | 13 | 20 |
Depreciation | 15 | 16 | 30 | 29 |
Amortization of intangibles | 11 | 11 | 22 | 23 |
Fees to Manager-related party | 0 | 0 | 0 | 0 |
Other non-cash expense | 1 | 1 | 1 | 1 |
EBITDA excluding non-cash items | 62 | 60 | 141 | 130 |
MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Net income (loss) | 2 | 4 | 10 | 7 |
Interest expense, net | 2 | 2 | 5 | 3 |
Provision (benefit) for income taxes | 1 | 2 | 4 | 3 |
Depreciation | 4 | 2 | 8 | 7 |
Amortization of intangibles | 0 | 2 | 0 | 2 |
Fees to Manager-related party | 0 | 0 | 0 | 0 |
Other non-cash expense | 5 | (1) | 7 | 5 |
EBITDA excluding non-cash items | 14 | 11 | 34 | 27 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Net income (loss) | (14) | (16) | (24) | (37) |
Interest expense, net | 6 | 8 | 10 | 17 |
Provision (benefit) for income taxes | (7) | (6) | (11) | (11) |
Depreciation | 0 | 0 | 0 | 0 |
Amortization of intangibles | 0 | 0 | 0 | 0 |
Fees to Manager-related party | 7 | 11 | 15 | 24 |
Other non-cash expense | 0 | (1) | 1 | 0 |
EBITDA excluding non-cash items | $ (8) | $ (4) | $ (9) | $ (7) |
Reportable Segments (Schedule_2
Reportable Segments (Schedule of Reconciliation of EBITDA for Reportable Segments) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Segment Reporting [Abstract] | |||||
Total reportable segments EBITDA excluding non-cash items | $ 132 | $ 141 | $ 334 | $ 302 | |
Interest income | 1 | 0 | 4 | 0 | |
Interest expense | [1] | (46) | (25) | (88) | (43) |
Depreciation | (48) | (47) | (96) | (94) | |
Amortization of intangibles | (15) | (17) | (30) | (33) | |
Fees to Manager-related party | (7) | (11) | (15) | (24) | |
Other expense, net | 9 | 2 | 13 | 11 | |
Total consolidated net income from continuing operations before income taxes | $ 8 | $ 39 | $ 96 | $ 97 | |
[1] | Interest expense includes losses on derivative instruments of $8 million and $12 million for the quarter and six months ended June 30, 2019 , respectively. Interest expense includes gains on derivative instruments of $4 million and $14 million for the quarter and six months ended June 30, 2018 , respectively. |
Reportable Segments (Schedule_3
Reportable Segments (Schedule of Capital Expenditures) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Capital expenditures | $ 58 | $ 46 | $ 102 | $ 86 |
IMTT | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 38 | 15 | 64 | 24 |
Atlantic Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 14 | 17 | 27 | 36 |
MIC Hawaii | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 5 | 5 | 10 | 11 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | $ 1 | $ 9 | $ 1 | $ 15 |
Reportable Segments (Schedule_4
Reportable Segments (Schedule of Assets of Reportable Segments) (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | $ 3,127 | $ 3,141 |
Goodwill | 2,043 | 2,043 |
Total Assets | 7,783 | 7,444 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 3,127 | 3,141 |
Goodwill | 2,043 | 2,043 |
Total Assets | 7,053 | 6,796 |
IMTT | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 2,252 | 2,249 |
Goodwill | 1,427 | 1,427 |
Total Assets | 4,109 | 4,020 |
Atlantic Aviation | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 564 | 565 |
Goodwill | 496 | 496 |
Total Assets | 2,021 | 1,676 |
MIC Hawaii | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 302 | 300 |
Goodwill | 120 | 120 |
Total Assets | 527 | 501 |
Corporate and Other | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 9 | 27 |
Goodwill | 0 | 0 |
Total Assets | 396 | 599 |
Assets held for sale | Segment Reconciling Items | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 0 | 0 |
Goodwill | 0 | 0 |
Total Assets | $ 730 | $ 648 |
Long-Term Contracted Revenue (D
Long-Term Contracted Revenue (Details) $ in Millions | Jun. 30, 2019USD ($) |
Lease Revenue (ASC 842) | |
2019 remaining | $ 23 |
2020 | 45 |
2021 | 43 |
2022 | 42 |
2023 | 41 |
Thereafter | 538 |
Total lease payment | 732 |
Total Long-Term Revenue | |
2019 remaining | 186 |
2020 | 227 |
2021 | 130 |
2022 | 87 |
2023 | 56 |
Thereafter | 121 |
Total | 807 |
Accounting Standards Update 2016-02 | |
Lease Revenue (ASC 842) | |
2019 remaining | 149 |
2020 | 183 |
2021 | 100 |
2022 | 62 |
2023 | 38 |
Thereafter | 103 |
Total lease payment | 635 |
Accounting Standards Update 2014-09 | |
Contract Revenue (ASC 606) | |
2019 remaining | 37 |
2020 | 44 |
2021 | 30 |
2022 | 25 |
2023 | 18 |
Thereafter | 18 |
Total | $ 172 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | Nov. 01, 2018 | May 31, 2018USD ($)property | Jan. 31, 2018USD ($) | Jun. 30, 2019USD ($)shares | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($)shares | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2019USD ($)shares | Jun. 30, 2018USD ($) | Dec. 31, 2017USD ($) |
Related Party Transaction [Line Items] | ||||||||||||
Base management fees to be settled | $ 7,000,000 | $ 8,000,000 | $ 9,000,000 | $ 12,000,000 | $ 11,000,000 | $ 13,000,000 | ||||||
Percentage of cap on base management fee | 1.00% | |||||||||||
Macquarie Infrastructure And Real Assets Inc | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Number of real estate properties | property | 2 | |||||||||||
Proceeds from sale of equity interest to related party | $ 27,000,000 | |||||||||||
MIC Corporate | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Percentage of future earnings | 20.00% | |||||||||||
Threshold for sale to third party (more than) | 50.00% | |||||||||||
MIC Corporate | Revolving Credit Facility | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Borrowing capacity | $ 600,000,000 | $ 410,000,000 | ||||||||||
Management | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Shares of the Company held by Manager, a related party (in shares) | shares | 12,849,435 | 12,477,438 | 12,849,435 | |||||||||
Base management fees to be settled | $ 7,000,000 | 11,000,000 | $ 15,000,000 | $ 24,000,000 | ||||||||
Reimbursement of out-of-pocket expenses | 331,000 | 141,000 | 577,000 | 409,000 | ||||||||
MIHI LLC | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Borrowing capacity | 50,000,000 | |||||||||||
Macquarie Capital Funding LLC | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Closing fees | 80,000 | |||||||||||
Macquarie Capital Funding LLC | Revolving Credit Facility | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Borrowing capacity | $ 40,000,000 | |||||||||||
Macquarie Capital Funding LLC | MIC Corporate | Revolving Credit Facility | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Interest costs incurred | $ 41,000 | $ 130,000 | $ 75,000 | $ 237,000 |
Related Party Transactions (Sch
Related Party Transactions (Schedule of Dividends Paid to Manager) (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Related Party Transactions [Abstract] | |||||||
Cash dividend declared per share (in dollars per share) | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 | $ 1.44 |
Cash Paid to Manager | $ 13 | $ 13 | $ 12 | $ 11 | $ 6 | $ 8 |
Related Party Transactions (S_2
Related Party Transactions (Schedule of Base Management Fees and Performance Fees) (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | |||||
Jun. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | |
Related Party Transaction [Line Items] | |||||||
Base Management Fee Amount | $ 7 | $ 8 | $ 9 | $ 12 | $ 11 | $ 13 | |
Performance Fee Amount | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |
Shares Issued (in shares) | 64,602 | 192,103 | 184,448 | 220,208 | 269,286 | 277,053 | 265,002 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | Jul. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Subsequent Event [Line Items] | ||||||||
Cash dividend declared per share (in dollars per share) | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 | $ 1.44 | |
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Cash dividend declared per share (in dollars per share) | $ 1 |