Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-32384 | |
Entity Registrant Name | MACQUARIE INFRASTRUCTURE CORPORATION | |
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 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | MIC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 87,593,632 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001289790 | |
Current Fiscal Year End Date | --12-31 |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | |
Current assets: | |||
Cash and cash equivalents | $ 529,639 | $ 1,828,063 | |
Restricted cash | 11,349 | 11,157 | |
Accounts receivable, net of allowance for doubtful accounts | 53,802 | 46,862 | |
Inventories | 16,933 | 16,551 | |
Prepaid expenses | 10,180 | 8,326 | |
Other current assets | 10,306 | 9,197 | |
Total current assets | 632,209 | 1,920,156 | |
Property, equipment, land and leasehold improvements, net | 849,670 | 854,200 | |
Operating lease assets, net | 323,948 | 322,892 | |
Goodwill | 617,072 | 616,939 | |
Intangible assets, net | 449,299 | 457,587 | |
Other noncurrent assets | 7,040 | 6,865 | |
Total assets | 2,879,238 | 4,178,639 | |
Current liabilities: | |||
Due to Manager-related party | 2,106 | 1,203 | |
Accounts payable | 30,310 | 30,470 | |
Accrued expenses | 40,583 | 46,112 | |
Current portion of long-term debt | 117,021 | 11,310 | |
Dividend payable | 0 | 960,981 | |
Operating lease liabilities - current | 17,032 | 17,157 | |
Income taxes payable | 133,768 | 132,113 | |
Other current liabilities | 22,270 | 22,861 | |
Total current liabilities | 363,090 | 1,222,207 | |
Long-term debt, net of current portion | 1,103,924 | 1,554,359 | |
Deferred income taxes | 125,220 | 126,858 | |
Operating lease liabilities - noncurrent | 312,927 | 311,597 | |
Other noncurrent liabilities | 67,308 | 70,312 | |
Total liabilities | 1,972,469 | 3,285,333 | |
Commitments and contingencies | 0 | 0 | |
Stockholders’ equity: | |||
Common Stock ($0.001 par value; 500,000,000 authorized; 87,505,452 shares issued and outstanding on March 31, 2021 and 87,361,929 shares issued and outstanding on December 31, 2020) | 88 | 87 | |
Additional paid in capital | [1] | 170,678 | 177,975 |
Accumulated other comprehensive loss | [1] | (6,175) | (6,175) |
Retained earnings | [1] | 733,291 | 713,129 |
Total stockholders’ equity | [1] | 897,882 | 885,016 |
Noncontrolling interests | [1] | 8,887 | 8,290 |
Total equity | [1] | 906,769 | 893,306 |
Total liabilities and equity | $ 2,879,238 | $ 4,178,639 | |
[1] | The Company is authorized to issue 100,000,000 shares of preferred stock, par value $0.001 per share authorized. On March 31, 2021 and December 31, 2020 , no preferred stocks were issued or outstanding. The Company had 100 shares of special stock, par value $0.001 per share, issued and outstanding to its Manager on March 31, 2021 and December 31, 2020. |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 87,505,452 | 87,361,929 |
Common stock, shares outstanding (in shares) | 87,505,452 | 87,361,929 |
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, shares outstanding (in shares) | 100 | 100 |
Special stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Revenue | |||
Total revenue | $ 264,191 | $ 284,459 | |
Costs and expenses | |||
Selling, general and administrative | 77,012 | 87,583 | |
Fees to Manager-related party | 5,552 | 7,356 | |
Depreciation | 19,231 | 19,526 | |
Amortization of intangibles | 8,288 | 11,005 | |
Total operating expenses | 227,072 | 262,067 | |
Operating income | 37,119 | 22,392 | |
Other income (expense) | |||
Interest income | 161 | 468 | |
Interest expense | [1] | (18,619) | (26,705) |
Other income (expenses), net | 502 | (146) | |
Net income (loss) from continuing operations before income taxes | 19,163 | (3,991) | |
Provision for income taxes | (5,366) | (2,997) | |
Net income (loss) from continuing operations | 13,797 | (6,988) | |
Discontinued Operations | |||
Net income from discontinued operations before income taxes | [2] | 0 | 24,545 |
Provision for income taxes | [2] | 0 | (6,330) |
Net income from discontinued operations | [2] | 0 | 18,215 |
Net income | 13,797 | 11,227 | |
Net income (loss) from continuing operations | 13,797 | (6,988) | |
Less: net income (loss) attributable to noncontrolling interests | 597 | (75) | |
Net income (loss) from continuing operations attributable to MIC | 13,200 | (6,913) | |
Net income from discontinued operations | [2] | 0 | 18,215 |
Net income from discontinued operations attributable to MIC | 0 | 18,215 | |
Net income attributable to MIC | $ 13,200 | $ 11,302 | |
Basic income (loss) per share from continuing operations attributable to MIC (in dollars per share) | $ 0.15 | $ (0.08) | |
Basic income per share from discontinued operations attributable to MIC (in dollars per share) | 0 | 0.21 | |
Basic income per share attributable to MIC (in dollars per share) | $ 0.15 | $ 0.13 | |
Weighted average number of shares outstanding: basic (in shares) | 87,411,455 | 86,686,972 | |
Diluted income (loss) per share from continuing operations attributable to MIC (in dollars per share) | $ 0.15 | $ (0.08) | |
Diluted income per share from discontinued operations attributable to MIC (in dollars per share) | 0 | 0.21 | |
Diluted income per share attributable to MIC (in dollars per share) | $ 0.15 | $ 0.13 | |
Weighted average number of shares outstanding: diluted (in shares) | 87,495,298 | 86,686,972 | |
Service | |||
Revenue | |||
Total revenue | $ 209,604 | $ 223,997 | |
Costs and expenses | |||
Cost of services and product sales | 82,233 | 94,663 | |
Product | |||
Revenue | |||
Total revenue | 54,587 | 60,462 | |
Costs and expenses | |||
Cost of services and product sales | $ 34,756 | $ 41,934 | |
[1] | Interest expense includes non-cash gains on derivative instruments of $281,000 and non-cash losses of $4.3 million for the quarters ended March 31, 2021 and 2020, respectively. | ||
[2] | See Note 4, “Discontinued Operations and Dispositions”, for discussions on businesses classified as held for sale. |
CONSOLIDATED CONDENSED STATEM_2
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Gain (loss) on derivative instruments | $ 1,907 | $ (9,381) |
Interest Expense | ||
Gain (loss) on derivative instruments | $ 281 | $ (4,300) |
CONSOLIDATED CONDENSED STATEM_3
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 13,797 | $ 11,227 | |
Other comprehensive loss, net of taxes: | |||
Translation adjustment | [1] | 0 | (2,721) |
Other comprehensive loss | 0 | (2,721) | |
Comprehensive income | 13,797 | 8,506 | |
Less: comprehensive income (loss) attributable to noncontrolling interests | 597 | (75) | |
Comprehensive income attributable to MIC | $ 13,200 | $ 8,581 | |
[1] | Translation adjustment is presented net of tax benefit of $1.1 million for the quarter ended March 31, 2020. See Note 10, “Stockholders’ Equity”, for further discussions. |
CONSOLIDATED CONDENSED STATEM_4
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (Parentheticals) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Statement of Comprehensive Income [Abstract] | |
Translation adjustment, tax expense (benefit) | $ (1.1) |
CONSOLIDATED CONDENSED STATEM_5
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | [5] | Manager | Total Stockholders’ Equity | Total Stockholders’ EquityCumulative Effect, Period of Adoption, Adjustment | [5] | Total Stockholders’ EquityManager | Special Stock | Common Stock | Common StockManager | Additional Paid In Capital | Additional Paid In CapitalCumulative Effect, Period of Adoption, Adjustment | [5] | Additional Paid In CapitalManager | Accumulated Other Comprehensive Loss | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | [5] | Noncontrolling Interests | |||
Beginning balance (in shares) at Dec. 31, 2019 | 100 | 86,600,302 | [1] | ||||||||||||||||||||
Beginning balance at Dec. 31, 2019 | $ 2,810,206 | $ 2,802,050 | $ 87 | $ 1,197,845 | $ (36,872) | $ 1,640,990 | $ 8,156 | ||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Issuance of shares to Manager (in shares) | [1] | 213,365 | |||||||||||||||||||||
Issuance of shares to Manager | $ 9,241 | $ 9,241 | $ 9,241 | ||||||||||||||||||||
Stock vested under compensation plans (in shares) | [1],[2] | 1,100 | |||||||||||||||||||||
Stock withheld for taxes on vested stock (in shares) | [2] | (301) | |||||||||||||||||||||
Stock-based compensation expense | 2,391 | 2,391 | 2,391 | ||||||||||||||||||||
Dividends to common stockholders | [3] | (86,742) | (86,742) | (86,742) | |||||||||||||||||||
Comprehensive (loss) income, net of taxes | 8,506 | 8,581 | (2,721) | 11,302 | (75) | ||||||||||||||||||
Ending balance (in shares) at Mar. 31, 2020 | 100 | 86,814,466 | [1] | ||||||||||||||||||||
Ending balance at Mar. 31, 2020 | 2,743,602 | 2,735,521 | $ 87 | 1,122,735 | (39,593) | 1,652,292 | 8,081 | ||||||||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | 100 | 86,600,302 | [1] | ||||||||||||||||||||
Beginning balance at Dec. 31, 2019 | 2,810,206 | 2,802,050 | $ 87 | 1,197,845 | (36,872) | 1,640,990 | 8,156 | ||||||||||||||||
Ending balance (in shares) at Dec. 31, 2020 | 100 | 87,361,929 | [1] | ||||||||||||||||||||
Ending balance at Dec. 31, 2020 | $ 893,306 | [4] | $ (7,159) | 885,016 | $ (7,159) | $ 87 | 177,975 | $ (14,121) | (6,175) | 713,129 | $ 6,962 | 8,290 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||||||
Accounting Standards Update [Extensible List] | Accounting Standards Update 2020-06 | ||||||||||||||||||||||
Issuance of shares to Manager (in shares) | [1] | 142,936 | |||||||||||||||||||||
Issuance of shares to Manager | $ 4,650 | $ 4,650 | $ 1 | $ 4,649 | |||||||||||||||||||
Stock vested under compensation plans (in shares) | [1],[2] | 952 | |||||||||||||||||||||
Stock withheld for taxes on vested stock (in shares) | [1],[2] | (365) | |||||||||||||||||||||
Stock-based compensation expense | $ 2,175 | 2,175 | 2,175 | ||||||||||||||||||||
Comprehensive (loss) income, net of taxes | 13,797 | 13,200 | 13,200 | 597 | |||||||||||||||||||
Ending balance (in shares) at Mar. 31, 2021 | 100 | 87,505,452 | [1] | ||||||||||||||||||||
Ending balance at Mar. 31, 2021 | $ 906,769 | [4] | $ 897,882 | $ 88 | $ 170,678 | $ (6,175) | $ 733,291 | $ 8,887 | |||||||||||||||
[1] | The Company is authorized to issue 500,000,000 shares of common stock with a par value $0.001 per share. | ||||||||||||||||||||||
[2] | Stocks vested and issued under the 2016 Omnibus Employee Incentive Plan and 2014 Independent Directors' Equity Plan. Under the 2016 Omnibus Employee Incentive Plan, shares are withheld for the employee portion of taxes on vested awards and are available for future grants. | ||||||||||||||||||||||
[3] | See Note 13, “Related Party Transactions”, for discussion on cash dividends declared and paid on shares for each period. | ||||||||||||||||||||||
[4] | The Company is authorized to issue 100,000,000 shares of preferred stock, par value $0.001 per share authorized. On March 31, 2021 and December 31, 2020 , no preferred stocks were issued or outstanding. The Company had 100 shares of special stock, par value $0.001 per share, issued and outstanding to its Manager on March 31, 2021 and December 31, 2020. | ||||||||||||||||||||||
[5] | On January 1, 2021, the Company adopted ASU No. 2020-06, Debt - Debt with Conversion and Other Options, using the modified retrospective method and made an adjustment to the beginning balance to Retained Earnings of $7.0 million, net of taxes. See Note 8, “Long-Term Debt”, for further discussions. |
CONSOLIDATED CONDENSED STATEM_6
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |||
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 | |||||
Balance as of period date | $ 906,769 | [1] | $ 893,306 | [1] | $ 2,743,602 | $ 2,810,206 | |
Retained Earnings | |||||||
Balance as of period date | $ 733,291 | 713,129 | $ 1,652,292 | $ 1,640,990 | |||
Cumulative Effect, Period of Adoption, Adjustment | |||||||
Balance as of period date | [2] | (7,159) | |||||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | |||||||
Balance as of period date | [2] | $ 6,962 | |||||
[1] | The Company is authorized to issue 100,000,000 shares of preferred stock, par value $0.001 per share authorized. On March 31, 2021 and December 31, 2020 , no preferred stocks were issued or outstanding. The Company had 100 shares of special stock, par value $0.001 per share, issued and outstanding to its Manager on March 31, 2021 and December 31, 2020. | ||||||
[2] | On January 1, 2021, the Company adopted ASU No. 2020-06, Debt - Debt with Conversion and Other Options, using the modified retrospective method and made an adjustment to the beginning balance to Retained Earnings of $7.0 million, net of taxes. See Note 8, “Long-Term Debt”, for further discussions. |
CONSOLIDATED CONDENSED STATEM_7
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating activities | ||
Net income (loss) from continuing operations | $ 13,797 | $ (6,988) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities from continuing operations: | ||
Depreciation | 19,231 | 19,526 |
Amortization of intangibles | 8,288 | 11,005 |
Write-off of debt discount and financing cost | 4,311 | 0 |
Amortization of debt discount and financing costs | 1,416 | 2,634 |
Adjustments to derivative instruments | (1,458) | 7,385 |
Fees to Manager-related party | 5,552 | 7,356 |
Deferred taxes | 2,157 | (1,823) |
Other non-cash expense, net | 3,046 | 1,979 |
Changes in other assets and liabilities, net of acquisitions: | ||
Accounts receivable | (6,921) | 17,490 |
Inventories | (713) | 6,354 |
Prepaid expenses and other current assets | (2,771) | (2,526) |
Due to Manager - related party | 0 | 150 |
Accounts payable and accrued expenses | (4,373) | (14,740) |
Income taxes payable | 2,484 | 3,414 |
Other, net | (4,053) | 324 |
Net cash provided by operating activities from continuing operations | 39,993 | 51,540 |
Investing activities | ||
Acquisitions of businesses and investments, net of cash, cash equivalents, and restricted cash acquired | 0 | (13,495) |
Purchases of property and equipment | (15,856) | (16,910) |
Other, net | 17 | 3 |
Net cash used in investing activities from continuing operations | (15,839) | (30,402) |
Financing activities | ||
Proceeds from long-term debt | 0 | 874,000 |
Payment of long-term debt | (361,405) | (3,059) |
Dividends paid to common stockholders | (960,981) | (86,742) |
Net cash (used in) provided by financing activities from continuing operations | (1,322,386) | 784,199 |
Net change in cash, cash equivalents, and restricted cash from continuing operations | (1,298,232) | 805,337 |
Cash flows provided by (used in) discontinued operations: | ||
Net cash provided by operating activities | 0 | 48,688 |
Net cash used in investing activities | 0 | (55,023) |
Net cash used in discontinued operations | 0 | (6,335) |
Effect of exchange rate changes on cash and cash equivalents | 0 | (792) |
Net change in cash, cash equivalents, and restricted cash | (1,298,232) | 798,210 |
Cash, cash equivalents, and restricted cash, beginning of period | 1,839,220 | 358,565 |
Cash, cash equivalents, and restricted cash, end of period | 540,988 | 1,156,775 |
Continuing Operations | ||
Non-cash investing and financing activities: | ||
Accrued purchases of property and equipment | 3,902 | 5,081 |
Leased assets obtained in exchange for new operating lease liabilities from continuing operations | 787 | 4,886 |
Taxes paid, net | 660 | 1,405 |
Interest paid, net | 16,570 | 17,308 |
Discontinued Operations | ||
Non-cash investing and financing activities: | ||
Accrued purchases of property and equipment | 0 | 18,583 |
Taxes paid, net | 0 | 1,410 |
Interest paid, net | $ 0 | $ 4,026 |
CONSOLIDATED CONDENSED STATEM_8
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Statement of Cash Flows [Abstract] | ||
Cash and cash equivalents | $ 529,639 | $ 1,131,685 |
Restricted cash - current | 11,349 | 926 |
Cash, cash equivalents, and restricted cash included in assets held for sale | 0 | 24,164 |
Total of cash, cash equivalents and restricted cash shown in the consolidated condensed statement of cash flows | $ 540,988 | $ 1,156,775 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2021 | |
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. Six of the eight members of the Board, and all members of each of the Company's Audit, Compensation, and Nominating and Governance Committees, are independent and have 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 businesses that provide products and services to corporations, government agencies, and individual customers in the United States (U.S.). The Company's operations are organized into three segments: • Atlantic Aviation: a provider of jet fuel, terminal, aircraft hangaring, and other services primarily to operators of general aviation (GA) jet aircraft at 69 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 a holding company headquartered in New York City, MIC Corporate, and a shared services center in Plano, Texas, MIC Global Services. On October 31, 2019, in addition to the active management of the Company’s existing portfolio of businesses, the Company announced its intention to pursue strategic alternatives and has since been engaged in processes that could result in the sale of the Company or one or more of its operating businesses. During the quarter ended September 30, 2020, International-Matex Tank Terminals (IMTT) was classified as a discontinued operation and eliminated as a reportable segment. All periods reported herein reflect this change. In December 2020, the Company completed the sale of IMTT (IMTT Transaction). For additional information, see Note 4, “Discontinued Operations and Dispositions”. On March 30, 2021, MIC entered into an agreement and plan of merger (the Merger Agreement) with Macquarie Infrastructure Holdings, LLC (Holdings LLC), a recently formed Delaware limited liability company and a direct wholly-owned subsidiary of MIC, and Plum Merger Sub, Inc., a recently formed Delaware corporation and a direct wholly owned subsidiary of Holdings LLC (Merger Sub), providing for Merger Sub to merge with and into MIC (the Merger), resulting in MIC becoming a direct wholly-owned subsidiary of Holdings LLC, which will become publicly-traded, subject to the satisfaction of certain closing conditions (including the approval of the Company’s shareholders). Upon the effectiveness of the Merger, each share of the Company’s common stock will be converted into one Holdings LLC common unit. Following the consummation of the Merger, it is anticipated that a direct subsidiary of MIC will distribute all of the limited liability company interests in MIC Hawaii Holdings, LLC (MIC Hawaii) to MIC and MIC will in turn distribute such limited liability company interests to Holdings LLC (such distributions, together with the merger, the “Reorganization”). MIC Hawaii holds the businesses comprising the Company’s MIC Hawaii business segment. MIC believes that the Reorganization will provide flexibility to pursue the sale or sales of the Company’s remaining operating businesses in any sequence without altering the after-tax net proceeds to shareholders. Following receipt of shareholder approval of the Merger, the Board intends to evaluate the status of efforts to sell MIC or its remaining operating businesses, and complete the Reorganization at such time as it determines will be in the best interests of the Company and its shareholders. The Board currently anticipates implementing the Reorganization following execution of a definitive agreement for, and prior to completing, the sale of the Atlantic Aviation business. The Board may abandon or postpone the Merger at any time prior to its effective time. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
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 U.S. 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 on December 31, 2020 has been derived from audited financial statements but does not include all the information and notes required by GAAP for complete financial statements. Certain reclassifications were made to the consolidated 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, 2020 included in the Company’s Annual Report on Form 10-K, as filed with the SEC on February 17, 2021. Operating results for the quarter ended March 31, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021 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. The Company considers all highly liquid investments, including commercial paper issued by counterparties with Standard & Poor's rating of A1+ or higher, with maturity of three months or less when purchased to be cash and cash equivalents. The Company did not have any commercial paper on March 31, 2021 or December 31, 2020. Income Taxes The Company files a consolidated federal income tax return that includes the financial results of its operating businesses, Atlantic Aviation and MIC Hawaii. Pursuant to a tax sharing agreement, these businesses pay MIC an amount equal to the federal income tax each would pay on a standalone basis as if they were not part of the consolidated federal income tax return. In addition, the businesses file income tax returns and may pay taxes in the state and local jurisdictions in which they operate. In calculating its state income tax provision, the Company has provided a valuation allowance for certain state income tax net operating loss (NOL) carryforwards, the use of which is uncertain. Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40). The amendments in this ASU impact the accounting for convertible instruments by reducing the number of accounting models used to account for these instruments and amending diluted earnings per share calculations. It also simplifies the requirements for contracts indexed to and potentially settled in an entity's own equity. The amendments in this update are effective for fiscal years ending after December 15, 2021. Early adoption is permitted. The Company early adopted this ASU on January 1, 2021 using the modified retrospective method and made an adjustment to the beginning balance to Retained Earnings . The impact of this ASU has been reflected in the consolidated condensed financial statements and the disclosures related to the Company's convertible debt instruments. See Note 8, "Long-Term Debt", for further discussions. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of Effects of Reference Rate Reform on Financial Reporting , which provides practical expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The expedients and exceptions provided by the amendments in this update apply only to contracts, hedging relationships, and other transactions that reference the London interbank offered rate (LIBOR) or another reference rate expected to be discontinued as a result of reference rate reform. In January 2021, the FASB also issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope |
Impact of COVID-19
Impact of COVID-19 | 3 Months Ended |
Mar. 31, 2021 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Impact of COVID-19 | Impact of COVID-19 Impact to MIC Businesses COVID-19 continues to negatively affect the performance of the Company's businesses although the effects have diminished relative to this time last year. Some of the federal, state, and local governments' pandemic response measures including social distancing, quarantines, travel restrictions, prohibitions on public gatherings, and stay-at-home orders have been rolled back. Despite the roll back, GA flight activity and the demand for jet fuel and ancillary services provided by Atlantic Aviation continues to be affected by COVID-19. The easing of travel restrictions has resulted in an increase in economic activity and the number of visitors to Hawaii, but not to pre-COVID-19 levels. The widespread availability of COVID-19 vaccines is expected to have a positive effect on activity levels at the businesses. The Federal Aviation Administration reported that U.S. domestic GA flight activity for the quarter ended March 31, 2021 increased 8% compared with the quarter ended March 31, 2020 and decreased 3% compared with the quarter ended March 31, 2019. Changes in GA flight activity relative to the levels achieved in the quarter ended March 31, 2021 will depend upon the duration of the pandemic, any governmental response including renewed travel restrictions, and the state of the U.S. and global economies, as well as increases in business, international, and event-driven activity all of which are uncertain. MIC Hawaii continues to be affected by a reduction in the demand for gas resulting from the 60% and 67% decline in the number of visitors to Hawaii during the quarter ended March 31, 2021 compared with the quarters ended March 31, 2020 and 2019, respectively. Visitor arrivals to Hawaii, the primary driver of increases in demand for gas in Hawaii, improved gradually during the first quarter of 2021 over the fourth quarter of 2020 following the implementation of a quarantine exemption for visitors with evidence of a negative COVID-19 test prior to arrival in the islands and increased visitor confidence levels due to the availability of COVID-19 vaccines. The rate of recovery in the number of visitors to Hawaii going forward is uncertain. A corresponding decline in hotel occupancy, restaurants patronage, and use of commercial laundry services resulted in an overall reduction in gas consumption of 18% and 21% during the quarter ended March 31, 2021 compared with the quarters ended March 31, 2020 and 2019, respectively. Impact to Liquidity and Balance Sheet In March 2020 and April 2020, in light of the disruption in the global markets and the unpredictability of the sustained impact to its businesses caused by COVID-19, the Company took certain measures to preserve financial flexibility and increased the strength of its balance sheet and its liquidity position. In March 2020, the Company suspended its cash dividend and drew down a total of $874.0 million on revolving credit facilities including $599.0 million on its holding company revolving credit facility and $275.0 million on the Atlantic Aviation revolving credit facility. The proceeds were additive to the approximately $300.0 million of cash on hand in mid-March 2020. On April 30, 2020, Atlantic Aviation fully repaid the outstanding balance on its revolving credit facility. During the second half of 2020, the Company fully repaid the drawn balance of $599.0 million on its holding company revolving credit facility and all commitments under the facility were terminated effective January 19, 2021. |
Discontinued Operations and Dis
Discontinued Operations and Dispositions | 3 Months Ended |
Mar. 31, 2021 | |
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 in the consolidated condensed statement of operations 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. IMTT On December 23, 2020, the Company completed the IMTT Transaction to an affiliate of Riverstone Holdings, LLC for $2.67 billion, net of closing adjustments, and including assumed debt including accrued interest of approximately $1.11 billion. The net proceeds of $1.55 billion were or are expected to be used to: (i) pay a special dividend of $11.00 per share on January 8, 2021; (ii) pay capital gains taxes in April 2021; (iii) pay transaction costs; (iv) pay a disposition payment under the Disposition Agreement, dated October 30, 2019, to its Manager; and (v) repurchase its 2.00% Convertible Senior Notes. The sale of IMTT is part of the Company's efforts to maximize value for its shareholders. During the quarter ended September 30, 2020, the Company determined that each of the criteria to be classified as held for sale under ASC 205-20, Presentation of Financial Statements — Discontinued Operations , had been met as it relates to IMTT. It was additionally determined that the sale of IMTT is considered a strategic shift for the Company that will have a major effect on operations. Accordingly, IMTT was classified as a discontinued operation and the IMTT segment was eliminated. All prior periods have been restated to reflect these changes. Upon completion of the IMTT Transaction on December 23, 2020, the Company recognized a book loss on sale of approximately $25.0 million. The Company incurred $28.5 million in transaction costs and a Disposition Payment of $28.2 million to its Manager, which are included in Selling, General and Administrative Expenses in the consolidated statement of operations. As part of classifying IMTT as held for sale, the Company recognized an impairment of the IMTT disposal group of $750.0 million, which includes a goodwill impairment of $725.0 million, reported in discontinued operations for the quarter ended September 30, 2020. During the quarter ended September 30, 2020, the Company increased its deferred tax liability by $158.0 million as it became probable that IMTT would be sold in a taxable transaction. The increase represented the deferred tax expense on the difference between the Company's book and tax basis in its investment in IMTT. Subsequent to the close of the IMTT Transaction in December 2020, the Company reclassified the liability to current and reduced the tax to $126.2 million. The reduction primarily reflected the tax benefit of the Disposition Payment and the final determination of the tax basis of its investment in IMTT, which increased due to higher than forecasted taxable income generated prior to completion of the IMTT Transaction, as fewer assets were placed in service for tax purposes resulting in lower bonus tax depreciation during the Company’s ownership period. Summarized financial information for discontinued operations included in Company's consolidated condensed statement of operations related to IMTT segment for the quarter ended March 31, 2020 are as follows ($ in thousands): Quarter Ended March 31, 2020 Service revenue $ 132,026 Cost of services (49,829) Selling, general and administrative expenses (9,434) Depreciation and amortization (34,480) Interest expense, net (15,299) Other income, net 1,561 Net income from discontinued operations before income taxes $ 24,545 Provision for income taxes (6,330) Net income from discontinued operations attributable to MIC $ 18,215 |
Income per Share
Income per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Income per Share | Income per Share Following is a reconciliation of the basic and diluted income (loss) per share computations ($ in thousands, except share and per share data): Quarter Ended March 31, 2021 2020 Numerator: Basic and diluted net income (loss) from continuing operations attributable to MIC $ 13,200 $ (6,913) Basic and diluted net income from discontinued operations attributable to MIC $ — $ 18,215 Denominator: Weighted average number of shares outstanding: basic 87,411,455 86,686,972 Dilutive effect of restricted stock unit grants (1) 83,843 — Weighted average number of shares outstanding: diluted 87,495,298 86,686,972 ___________ (1) Dilutive effect of restricted stock unit grants includes grants to independent directors under the 2014 Independent Directors' Equity Plan and certain employees of the Company's operating businesses under the 2016 Omnibus Employee Incentive Plan. Quarter Ended March 31, 2021 2020 Income per share: Basic income (loss) per share from continuing operations attributable to MIC $ 0.15 $ (0.08) Basic income per share from discontinued operations attributable to MIC — 0.21 Basic income per share attributable to MIC $ 0.15 $ 0.13 Diluted income (loss) per share from continuing operations attributable to MIC $ 0.15 $ (0.08) Diluted income per share from discontinued operations attributable to MIC — 0.21 Diluted income per share attributable to MIC $ 0.15 $ 0.13 The following represents the weighted average potential dilutive shares of common stock that were excluded from the diluted income per share calculation: Quarter Ended March 31, 2021 2020 Restricted stock unit grants — 31,095 2.00% Convertible Senior Notes (1) 4,175,825 3,634,173 Total 4,175,825 3,665,268 ___________ (1) On March 16, 2021, the Company repurchased $358.6 million in aggregate principal amount of its 2.00% Senior Convertible Notes in the tender offer. For the quarter ended March 31, 2021, the weighted average shares reflect the “if-converted” dilutive impact to common stock for the repurchased Notes for the period that the Notes were outstanding and the impact of the increase to the conversion rate following the special dividend paid on January 8, 2021. See Note 8, “Long-Term Debt”, for further discussion. |
Property, Equipment, Land and L
Property, Equipment, Land and Leasehold Improvements | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment, Land and Leasehold Improvements | Property, Equipment, Land and Leasehold Improvements Property, equipment, land and leasehold improvements on March 31, 2021 and December 31, 2020 consisted of the following ($ in thousands): March 31, December 31, 2020 Land $ 10,710 $ 10,710 Buildings 4,141 4,141 Leasehold and land improvements 781,843 778,768 Machinery and equipment 564,723 556,126 Furniture and fixtures 37,686 37,133 Construction in progress 40,774 38,696 1,439,877 1,425,574 Less: accumulated depreciation (590,207) (571,374) Property, equipment, land and leasehold improvements, net $ 849,670 $ 854,200 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible assets on March 31, 2021 and December 31, 2020 consisted of the following ($ in thousands): March 31, December 31, 2020 Contractual arrangements $ 914,430 $ 914,430 Non-compete agreements 9,665 9,665 Customer relationships 65,915 65,915 Trade names 15,671 15,671 Leasehold rights 100 100 Technology 460 460 1,006,241 1,006,241 Less: accumulated amortization (556,942) (548,654) Intangible assets, net $ 449,299 $ 457,587 The goodwill balance by reportable segments on March 31, 2021 is comprised of the following ($ in thousands): Atlantic MIC Total Goodwill acquired in business combinations, net of $ 620,599 $ 123,333 $ 743,932 Accumulated impairment charges (123,200) (3,215) (126,415) Other (653) 75 (578) Balance on December 31, 2020 496,746 120,193 616,939 Other 133 — 133 Balance on March 31, 2021 $ 496,879 $ 120,193 $ 617,072 The Company tests for goodwill impairment at the reporting unit level on October 1 st of each year and between annual tests if a triggering event indicates the possibility of an impairment. There were no triggering events that indicated impairment for the quarter ended March 31, 2021. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt On March 31, 2021 and December 31, 2020, the Company’s consolidated long-term debt balance comprised of the following ($ in thousands): March 31, December 31, 2020 Atlantic Aviation $ 1,001,938 $ 1,004,500 MIC Hawaii 193,495 193,758 MIC Corporate 43,920 391,252 Total 1,239,353 1,589,510 Current portion (117,021) (11,310) Long-term portion 1,122,332 1,578,200 Unamortized deferred financing costs (1) (18,408) (23,841) Long-term portion less unamortized debt discount and deferred financing costs $ 1,103,924 $ 1,554,359 ___________ (1) The weighted average remaining life of the deferred financing costs on March 31, 2021 was 4.6 years. MIC Corporate Senior Secured Revolving Credit Facility On December 31, 2020, MIC Corporate had a $600.0 million senior secured revolving credit facility that was undrawn. During 2020, the Company borrowed $599.0 million on its revolving credit facility and subsequently repaid the amount in full using cash on hand. On January 19, 2021, in accordance with the terms of the facility agreement, all commitments under the senior secured revolving credit facility were terminated as a result of the IMTT Transaction. During the quarter ended March 31, 2021, the Company wrote-off $667,000 of unamortized deferred financing costs related to the senior secured revolving credit facility. 2.00% Convertible Senior Notes due October 2023 (2.00% Convertible Senior Notes) The 2.00% Convertible Senior Notes consisted of the following ($ in thousands): March 31, 2021 (1) December 31, 2020 Liability Component: Principal $ 43,920 $ 402,500 Unamortized debt discount — (11,248) Long-term debt, net of unamortized debt discount 43,920 391,252 Unamortized deferred financing costs (439) (4,134) Net carrying amount $ 43,481 $ 387,118 Equity Component $ — $ 26,748 ___________ (1) Reflects the repurchase of 2.00% Convertible Senior Notes and the adoption of ASU No. 2020-06 effective January 1, 2021. In October 2016, the Company completed an underwritten public offering of a seven year, $402.5 million aggregate principal amount of 2.00% Convertible Senior Notes. The Notes are convertible, at the holder’s option, only upon satisfaction of one or more conditions set forth in the indenture governing the Notes. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of Company’s common stock, or a combination thereof, at the Company’s election. The $402.5 million of 2.00% Convertible Senior Notes had an initial value of the principal amount recorded as a liability of $375.8 million, using an effective interest rate of 3.1%. The remaining $26.7 million of principal amount was allocated to the conversion feature and recorded in Additional Paid in Capital . This amount represents a discount to the debt to be amortized through interest expense using the effective interest method through maturity. The Company also recorded $11.2 million in deferred financing costs from the issuance of the 2.00% Convertible Senior Notes, of which $744,000 was recorded as equity issuance costs as a component of Stockholders’ Equity. On December 31, 2020, the outstanding balance of the liability component of the 2.00% Convertible Senior Notes was $391.3 million with a fair value of approximately $390.0 million. On January 1, 2021, the Company adopted ASU 2020-06 under the modified retrospective method. ASU 2020-06 removes the accounting for cash conversion feature of the notes such that the notes would only be classified as a liability. The adoption of ASU 2020-06 resulted in the reversal of the initial equity component recorded of $26.7 million and made an adjustment to the beginning balance to Retained Earnings of $7.0 million primarily for the reversal of the amortization of debt discount taken through date, net of taxes. On February 17, 2021, the Company initiated a tender offer for any and all of the 2.00% Convertible Senior Notes outstanding. On March 16, 2021, the Company repurchased $358.6 million in aggregate principal amount of the Notes in the tender offer. In connection with the repurchase, the Company incurred $1.2 million of transaction costs and wrote-off $3.6 million of deferred financing costs, recorded in Selling, General and Administrative Expenses and Interest Expense , respectively, in the consolidated condensed statements of operations. On March 31, 2021, the fair value of the 2.00% Convertible Senior Notes was approximately $45.0 million and the conversion rate was 12.6572 shares of common stock per $1,000 principal amount. In April 2021, the Company repurchased an additional $5.7 million of the 2.00% Convertible Senior Notes. For quarter ended March 31, 2021, the Company incurred interest expense of $5.7 million related to the 2.00% Convertible Senior Notes which comprised of $3.6 million related to the write-off of deferred financing costs in connection with the repurchase, $1.8 million related to the interest on the principal, and the remaining balance related to the amortization of deferred financing costs. For the quarter ended March 31, 2020, the Company incurred interest expense of $3.3 million related to the 2.00% Convertible Senior Notes, of which $2.0 million related to the interest on the principal and the remaining balance related to the amortization of debt discount and deferred financing cost. Atlantic Aviation On March 31, 2021 and December 31, 2020, Atlantic Aviation had $1.0 billion outstanding on its seven-year senior secured first lien term loan facility. Atlantic Aviation drew $275.0 million on its revolving credit facility on March 17, 2020. On April 30, 2020, Atlantic Aviation fully repaid the outstanding balance on its revolving credit facility and effective May 4, 2020, reduced the commitments on this facility to $10.0 million, and further to $1.0 million, solely with respect to letters of credit then outstanding. The amendment of the facility eliminates any leverage-based maintenance covenant on the Atlantic Aviation term loan as long as the letters of credit issued under the facility are cash collateralized and rolled over to standalone letters of credit facilities upon renewal. On March 31, 2021 and December 31, 2020, Atlantic Aviation had $9.7 million and $9.6 million, respectively, in letters of credit outstanding. MIC Hawaii On March 31, 2021 and December 31, 2020, Hawaii Gas had $100.0 million of fixed rate senior notes, that had a fair value of approximately $105.0 million at both periods, and an $80.0 million term loan outstanding. Hawaii Gas also had a $60.0 million revolving credit facility that remained undrawn on March 31, 2021 and December 31, 2020. On April 19, 2021, The Gas Company, LLC (d.b.a. Hawaii Gas) fully repaid all of its $100.0 million senior secured notes outstanding and incurred a $4.7 million 'make-whole' payment. In addition, on March 31, 2021 and December 31, 2020, MIC Hawaii's solar facilities had a term loan outstanding of $13.5 million and $13.8 million, respectively. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 3 Months Ended |
Mar. 31, 2021 | |
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. On March 31, 2021, the Company had $1.2 billion of current and long-term debt, of which $413.5 million was economically hedged with interest rate contracts, $143.9 million was fixed rate debt, and $682.0 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 Contracts 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 LPG supply costs and Hawaii Gas may not always be able to pass through cost increases fully or on a timely basis, particularly when product costs rise rapidly. To reduce the volatility of the business’ LPG wholesale market price risk, Hawaii Gas has used and expects to continue to use over-the-counter commodity derivative instruments. Hawaii Gas does not use commodity derivative instruments for speculative or trading purposes. Over-the-counter derivative instruments used by Hawaii Gas to hedge forecasted purchases of LPG are generally settled at expiration of the contract. On March 31, 2021, Hawaii Gas had 7.3 million gallons of LPG hedged through December 2021. In April 2021, the business entered into additional hedging contracts, increasing the total gallons hedged to 16.5 million and extending maturity through December 2023. 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 on March 31, 2021 and December 31, 2020 were ($ in thousands): Assets (Liabilities) at Fair Value Balance Sheet Classification March 31, December 31, 2020 Fair value of derivative instruments - other current assets $ 2,069 $ 937 Total derivative contracts - assets $ 2,069 $ 937 Fair value of derivative instruments - other current liabilities $ (170) $ (172) Fair value of derivative instruments - other noncurrent liabilities (125) (449) Total derivative contracts – liabilities $ (295) $ (621) The Company’s hedging activities for the quarters ended March 31, 2021 and 2020 and the related location within the consolidated condensed statements of operations were ($ in thousands): Income Statement Classification Gain (Loss) Recognized for the 2021 2020 Interest expense - interest rate caps $ (2) $ (3,434) Interest expense - interest rate swaps 283 (833) Cost of product sales - commodity swaps 1,626 (5,114) Total $ 1,907 $ (9,381) |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity 2014 Independent Directors' Equity Plan (2014 Plan) On May 14, 2020, the Company granted its independent directors a total of 32,112 director share units with a grant date fair value of $27.43 per share. These director share units will vest the day immediately preceding the 2021 Annual Meeting of Shareholders. Compensation expense related to the director share units were $225,000 for both of the quarters ended March 31, 2021 and 2020. During the quarter ended March 31, 2021, the Company granted an additional 12,024 director share units to preserve the economic value of the unvested director share units after giving effect to the special dividend made in connection with the IMTT Transaction. Macquarie Infrastructure Corporation Short-Term Incentive Plan (STIP) for MIC Operating Businesses — Restricted Stock Units (RSUs) The Company has a STIP to provide cash and stock-based incentives to eligible employees of its operating businesses under the Company’s 2016 Omnibus Employee Incentive Plan (2016 Plan). In general, the cash component comprises 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. The following represents unvested STIP RSU grants through March 31, 2021: STIP Grants Number of RSUs Weighted Average Grant-Date Fair Value Unvested balance on December 31, 2019 — $ — Granted 55,661 24.50 Forfeited (1,468) 24.50 Vested (1) (19,566) 32.57 Unvested balance on December 31, 2020 34,627 $ 24.50 Granted (2) 57,071 24.49 Vested (3) (24,080) 18.27 Unvested balance on March 31, 2021 67,618 $ 26.77 ___________ (1) As a result of the IMTT Transaction, the Company's Compensation Committee and Board approved the accelerated vesting of the STIP RSU grants for former eligible employees of IMTT. (2) During the quarter ended March 31, 2021, the Company granted an additional 12,614 RSUs to preserve the economic value of the unvested RSUs after giving effect to the special dividend made in connection with the IMTT Transaction. (3) Shares related to RSUs vested on March 31, 2021 were issued in April 2021. On March 31, 2021, the grant date fair value of the unvested awards was $1.8 million and is expected to be recognized over a weighted-average period of 1.1 years. Compensation expense related to the STIP RSUs were $309,000 and $173,000 (which includes the former eligible participants of IMTT) for the quarters ended March 31, 2021 and 2020, respectively. From time to time, the Company can issue RSUs to reward 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 RSU grants through March 31, 2021: Special RSU Grants Number of RSUs Weighted Average Grant-Date Fair Value Unvested balance on December 31, 2019 6,067 $ 40.30 Granted 4,602 23.50 Vested (5,702) 26.74 Unvested balance on December 31, 2020 4,967 40.30 Granted (1) 1,860 — Vested (2) (6,827) 29.32 Unvested balance on March 31, 2021 — $ — ___________ (1) During the quarter ended March 31, 2021, the Company granted an additional 1,860 RSUs to preserve the economic value of the unvested RSUs after giving effect to the special dividend made in connection with the IMTT Transaction. (2) Shares related to RSUs vested on March 31, 2021 were issued in April 2021. Compensation expense related to the Special RSU grants were $200,000 and $44,000 for the quarters ended March 31, 2021 and 2020, respectively. Macquarie Infrastructure Corporation Long-Term Incentive Plan (LTIP) for MIC Operating Businesses — Performance Stock Units (PSUs) The Company has a 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 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 generally, the Company may award the PSUs. The following represents unvested LTIP PSU grants through March 31, 2021 at the target level of performance: LTIP Grants (at Target) Number of PSUs Weighted Average Grant-Date Fair Value Unvested balance on December 31, 2019 125,194 $ 39.62 Forfeited (18,965) 39.70 Vested (1) (34,708) 39.88 Unvested balance on December 31, 2020 71,521 39.47 Granted (2) 245,541 28.11 Forfeited (692) 40.01 Unvested balance on March 31, 2021 316,370 $ 30.65 ___________ (1) As a result of the IMTT Transaction, the Company's Compensation Committee and Board approved the accelerated vesting of the LTIP PSU grants for former eligible employees of IMTT. (2) During the quarter ended March 31, 2021, the Company granted an additional 26,004 PSUs to preserve the economic value of the unvested PSUs after giving effect to the special dividend made in connection with the IMTT Transaction. On March 31, 2021, depending upon actual performance, the number of PSUs to be issued will vary from zero to 553,656, net of forfeitures. On March 31, 2021, the grant date fair value of the unvested awards was $9.7 million, reflecting target performance by all participants. On March 31, 2021, the unrecognized compensation cost related to unvested PSU awards was $6.6 million at target level performance and is expected to be recognized over a weighted-average period of 1.7 years. Compensation expense related to the LTIP PSUs were $1.5 million and $520,000 (which includes the former eligible participants of IMTT) for the quarters ended March 31, 2021 and 2020, respectively. Accumulated Other Comprehensive Loss, net of taxes The following represents the changes and balances to the components of accumulated other comprehensive loss, net of taxes, for the quarters ended March 31, 2021 and 2020 ($ in thousands): Post-Retirement Benefit Plans, net of taxes Translation Adjustment, net of taxes Total Stockholders’ Accumulated Other Comprehensive Loss, net of taxes Balance on December 31, 2019 $ (24,155) $ (12,717) $ (36,872) Translation adjustment (1) — (2,721) (2,721) Balance on March 31, 2020 $ (24,155) $ (15,438) $ (39,593) Balance on December 31, 2020 $ (6,175) $ — $ (6,175) Balance on March 31, 2021 $ (6,175) $ — $ (6,175) ___________ (1) Translation adjustment is presented net of tax benefit of $1.1 million for the quarter ended March 31, 2020. |
Reportable Segments
Reportable Segments | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments On March 31, 2021, the Company’s businesses consisted of three reportable segments: Atlantic Aviation, MIC Hawaii, and Corporate and Other. During the quarter ended September 30, 2020, IMTT was classified as a discontinued operation and eliminated as a reportable segment. All periods reported herein reflect this change. In December 2020, the Company completed the sale of IMTT. Atlantic Aviation Atlantic Aviation derives the majority of its revenue from jet 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 69 airports. Revenue from Atlantic Aviation is recorded in service revenue. Services provided by Atlantic Aviation include: Fuel . Revenue from jet fuel sales is recognized at a point in time as services are performed. Fuel services are recorded net of 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: (i) Hawaii Gas, Hawaii’s only government-franchised gas utility and an unregulated LPG distribution business providing gas and related services to industrial, 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), LPG, liquefied natural gas (LNG), and renewable natural gas (RNG). Revenue is primarily a function of the amount 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. The renewables projects within MIC Hawaii sell substantially all of the electricity generated at a fixed price to primarily electric utility customers pursuant to long-term power purchase agreements (PPAs) of 20 years. The PPAs are accounted for as operating leases and have no minimum lease payments. Lease income is recorded within product revenue when the electricity is delivered. Corporate and Other Corporate and Other comprises a holding company headquarters in New York City, MIC Corporate, and a shared services center in Plano, Texas, MIC Global Services. 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 thousands): Quarter ended March 31, 2021 Atlantic MIC Total Reportable Segments Service revenue Fuel $ 135,867 $ — $ 135,867 Hangar 25,170 — 25,170 Other 48,567 — 48,567 Total service revenue 209,604 — 209,604 Product revenue Lease — 890 890 Gas — 50,751 50,751 Other — 2,946 2,946 Total product revenue — 54,587 54,587 Total revenue $ 209,604 $ 54,587 $ 264,191 Quarter ended March 31, 2020 Atlantic MIC Total Reportable Segments Service revenue Fuel $ 149,994 $ — $ 149,994 Hangar 24,613 — 24,613 Other 49,390 — 49,390 Total service revenue 223,997 — 223,997 Product revenue Lease — 655 655 Gas — 56,826 56,826 Other — 2,981 2,981 Total product revenue — 60,462 60,462 Total revenue $ 223,997 $ 60,462 $ 284,459 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 amount 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 thousands). Allocations of corporate expenses, intercompany fees, and the tax effect have been excluded as they are eliminated in consolidation. Quarter Ended March 31, 2021 Atlantic MIC Corporate and Other Total Reportable Segments Net income (loss) $ 23,141 $ 6,399 $ (15,743) $ 13,797 Interest expense, net 10,730 1,304 6,424 18,458 Provision (benefit) for income taxes 8,596 2,367 (5,597) 5,366 Depreciation and amortization 23,300 3,748 471 27,519 Fees to Manager - related party — — 5,552 5,552 Other non-cash expense (income), net 1,569 (256) 645 1,958 EBITDA excluding non-cash items $ 67,336 $ 13,562 $ (8,248) $ 72,650 Quarter Ended March 31, 2020 Atlantic MIC Corporate and Other Total Reportable Segments Net income (loss) $ 14,188 $ 3,920 $ (25,096) $ (6,988) Interest expense, net 18,876 2,775 4,586 26,237 Provision (benefit) for income taxes 5,479 1,775 (4,257) 2,997 Depreciation and amortization 26,579 3,624 328 30,531 Fees to Manager - related party — — 7,356 7,356 Other non-cash expense, net 813 3,113 405 4,331 EBITDA excluding non-cash items $ 65,935 $ 15,207 $ (16,678) $ 64,464 Reconciliations of total reportable segments’ EBITDA excluding non-cash items to consolidated net income (loss) from continuing operations before income taxes were ($ in thousands): Quarter Ended March 31, 2021 2020 Total reportable segments EBITDA excluding non-cash items $ 72,650 $ 64,464 Interest expense, net (18,458) (26,237) Depreciation and amortization (27,519) (30,531) Fees to Manager - related party (5,552) (7,356) Other expense, net (1,958) (4,331) Total consolidated net income (loss) from continuing $ 19,163 $ (3,991) Capital expenditures, on a cash basis, for the Company’s reportable segments were ($ in thousands): Quarter Ended March 31, 2021 2020 Atlantic Aviation $ 12,445 $ 10,949 MIC Hawaii 3,339 4,805 Corporate and Other 72 1,156 Total capital expenditures of reportable segments $ 15,856 $ 16,910 Property, equipment, land and leasehold improvements, net, and total assets for the Company’s reportable segments were ($ in thousands): Property, Equipment, Total Assets March 31, 2021 December 31, 2020 March 31, 2021 December 31, 2020 Atlantic Aviation $ 546,125 $ 549,526 $ 2,025,305 $ 1,989,343 MIC Hawaii 296,716 297,375 623,022 509,547 Corporate and Other (1) 6,829 7,299 230,911 1,679,749 Total assets of reportable segments $ 849,670 $ 854,200 $ 2,879,238 $ 4,178,639 ___________ (1) Total assets on December 31, 2020 for Corporate and Other reflects cash received from the IMTT Transaction. |
Long-Term Contracted Revenue
Long-Term Contracted Revenue | 3 Months Ended |
Mar. 31, 2021 | |
Contractors [Abstract] | |
Long-Term Contracted Revenue | Long-Term Contracted Revenue Long-term contracted revenue consists of estimated revenue to be recognized in the future related to performance conditions that are unsatisfied or partially unsatisfied accounted for in accordance with ASC 606, Revenue from Contracts with Customers . The following long-term contracted revenue were in existence on March 31, 2021 ($ in thousands): 2021 remaining $ 47,937 2022 21,309 2023 13,430 2024 7,455 2025 4,307 Thereafter 12,124 Total $ 106,562 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 | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Management Services On March 31, 2021 and December 31, 2020, the Manager held 14,097,757 shares and 13,954,821 shares, respectively, of the Company’s common stock. Pursuant to the terms of the Third Amended and Restated Management 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. The Manager’s holdings on March 31, 2021 represented 16.11% of the Company's outstanding common stock. Since January 1, 2020, the Company paid the Manager cash dividends on shares held for the following periods: Declared Period $ per Record Payable Cash Paid to Manager December 23, 2020 (1) $ 11.00 January 5, 2021 January 8, 2021 $ 153,503 February 14, 2020 Fourth quarter 2019 1.00 March 6, 2020 March 11, 2020 13,396 ___________ (1) Special dividend declared and paid out of the net proceeds from the IMTT Transaction. Shares of MIC traded with “due-bills” attached through January 8, 2021 and traded ex-dividend on January 11, 2021. 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 stockholder 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 quarters ended March 31, 2021 and 2020, the Company incurred base management fees of $5.6 million and $7.4 million, respectively. The Company did not incur any performance fees for the quarters ended March 31, 2021 and 2020. Effective November 1, 2018, the Manager waived two portions 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. As part of the Disposition Agreement entered into between the Company and its Manager, discussed below, the Manager has agreed not to revoke the waiver during the term of the Disposition Agreement. Disposition Agreement To facilitate sales of its operating businesses, the Company announced that it has entered into a Disposition Agreement (Disposition Agreement) with its Manager on October 30, 2019 (see Exhibit 10.3 of the Form 10-K filed on February 17, 2021). Outside of the Disposition Agreement, the Company has limited ability to terminate the Management Services Agreement. The Disposition Agreement provides for the termination of the Company’s external management relationship with its Manager as to any businesses, or substantial portions thereof, that are sold (including if the Company itself is sold). In connection therewith, the Company will make a payment to its Manager of approximately 2.9% to 6.1% of the net proceeds generated in the event of such sales, subject to a minimum amount of payments for all sales in the aggregate in the event of a Qualifying Termination Event (QTE) of (i) $50.0 million plus (ii) 1.5% multiplied by proceeds in excess of $500.0 million in the aggregate. A ‘‘QTE’’ means (i) the sale of the Company or (ii) a transaction or series of transactions resulting in a third party or parties acquiring all the assets of the Company. The Disposition Agreement provides that the Management Services Agreement will terminate upon the occurrence of a QTE or upon mutual agreement of the parties. If the Management Services Agreement has not been terminated prior to the sixth anniversary of the Disposition Agreement, its Manager and its independent directors will engage in reasonable, good faith discussions regarding a potential internalization or other framework for a termination of the Management Services Agreement. The Disposition Agreement provides that if a QTE occurs on or prior to January 1, 2022 (subject to extension under certain circumstances for up to six months thereafter), then the Company will pay its Manager an additional payment of $25.0 million. The Disposition Agreement further provides that its Manager will receive a make-whole payment following a QTE, to the extent that the aggregate management fees paid to its Manager through the date of the QTE were less than (i) $20.0 million per year for the two years following the date of the Disposition Agreement and (ii) $10.0 million per year for any period thereafter. In addition, following a QTE, its Manager will be paid in cash all accrued and unpaid management fees, including fees of $8.5 million waived in accordance with the Limited Waiver, which waived fees would have been payable through October 31, 2019. The Manager has agreed not to exercise its right to retract the Limited Waiver for periods after October 31, 2019 and prior to the termination of the Disposition Agreement. The Disposition Agreement will terminate on the earlier to occur of (i) the termination of the Management Services Agreement and (ii) the sixth anniversary of the agreement, subject to extension under certain circumstances if a transaction is pending. In connection with the IMTT Transaction and pursuant to the Disposition Agreement, the Company deposited a disposition payment of $28.2 million to its Manager in an escrow account in December 2020 and subsequently released the payment from escrow in March 2021. 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. The following table shows the Manager's reinvestment of its base management fees and performance fees, if any, in shares: Period Base Management Performance Shares 2021 Activities: First quarter 2021 $ 5,552 $ — 176,296 (1) 2020 Activities: Fourth quarter 2020 $ 4,903 $ — 162,791 Third quarter 2020 4,980 — 172,976 Second quarter 2020 3,824 — 146,452 First quarter 2020 7,356 — 181,617 ___________ (1) The Manager elected to reinvest all monthly base management fees for the quarter ended March 31, 2021 in new primary shares. The Company issued 176,296 shares for the quarter ended March 31, 2021, including 67,120 shares that were issued in April 2021 for the March 2021 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 ended March 31, 2021, the Manager charged the Company an insignificant amount for the reimbursement of out-of-pocket expenses compared with $288,000 for the quarter ended March 31, 2020. 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. During the quarter ended March 31, 2021, the Company paid $30,000 in legal fees previously incurred for the Manager related to Shareholder Litigation. For additional information, see Note 14, "Legal Proceedings and Contingencies", for further discussions. Macquarie Group - 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 The Company had a $600.0 million senior secured revolving credit facility at the holding company level where Macquarie Capital Funding LLC had a $40.0 million commitment. On January 19, 2021, all commitments on the senior secured revolving credit facility were terminated in accordance with the terms of that agreement. For the quarter ended March 31, 2021 and 2020, the Company incurred interest expense of $8,000 and $87,000, respectively, related to Macquarie Capital Funding LLC’s portion of the MIC senior secured revolving credit facility. All outstanding balances were repaid as of December 31, 2020. Other Related Party Transactions |
Legal Proceedings and Contingen
Legal Proceedings and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
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 former subsidiary, 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. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
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. |
Income Taxes | Income Taxes The Company files a consolidated federal income tax return that includes the financial results of its operating businesses, Atlantic Aviation and MIC Hawaii. Pursuant to a tax sharing agreement, these businesses pay MIC an amount equal to the federal income tax each would pay on a standalone basis as if they were not part of the consolidated federal income tax return. In addition, the businesses file income tax returns and may pay taxes in the state and local jurisdictions in which they operate. In calculating its state income tax provision, the Company has provided a valuation allowance for certain state income tax net operating loss (NOL) carryforwards, the use of which is uncertain. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40). The amendments in this ASU impact the accounting for convertible instruments by reducing the number of accounting models used to account for these instruments and amending diluted earnings per share calculations. It also simplifies the requirements for contracts indexed to and potentially settled in an entity's own equity. The amendments in this update are effective for fiscal years ending after December 15, 2021. Early adoption is permitted. The Company early adopted this ASU on January 1, 2021 using the modified retrospective method and made an adjustment to the beginning balance to Retained Earnings . The impact of this ASU has been reflected in the consolidated condensed financial statements and the disclosures related to the Company's convertible debt instruments. See Note 8, "Long-Term Debt", for further discussions. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of Effects of Reference Rate Reform on Financial Reporting , which provides practical expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The expedients and exceptions provided by the amendments in this update apply only to contracts, hedging relationships, and other transactions that reference the London interbank offered rate (LIBOR) or another reference rate expected to be discontinued as a result of reference rate reform. In January 2021, the FASB also issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope |
Discontinued Operations and D_2
Discontinued Operations and Dispositions (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups | Summarized financial information for discontinued operations included in Company's consolidated condensed statement of operations related to IMTT segment for the quarter ended March 31, 2020 are as follows ($ in thousands): Quarter Ended March 31, 2020 Service revenue $ 132,026 Cost of services (49,829) Selling, general and administrative expenses (9,434) Depreciation and amortization (34,480) Interest expense, net (15,299) Other income, net 1,561 Net income from discontinued operations before income taxes $ 24,545 Provision for income taxes (6,330) Net income from discontinued operations attributable to MIC $ 18,215 |
Income per Share (Tables)
Income per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Reconciliation of Earnings (Loss) per Share | Following is a reconciliation of the basic and diluted income (loss) per share computations ($ in thousands, except share and per share data): Quarter Ended March 31, 2021 2020 Numerator: Basic and diluted net income (loss) from continuing operations attributable to MIC $ 13,200 $ (6,913) Basic and diluted net income from discontinued operations attributable to MIC $ — $ 18,215 Denominator: Weighted average number of shares outstanding: basic 87,411,455 86,686,972 Dilutive effect of restricted stock unit grants (1) 83,843 — Weighted average number of shares outstanding: diluted 87,495,298 86,686,972 ___________ (1) Dilutive effect of restricted stock unit grants includes grants to independent directors under the 2014 Independent Directors' Equity Plan and certain employees of the Company's operating businesses under the 2016 Omnibus Employee Incentive Plan. Quarter Ended March 31, 2021 2020 Income per share: Basic income (loss) per share from continuing operations attributable to MIC $ 0.15 $ (0.08) Basic income per share from discontinued operations attributable to MIC — 0.21 Basic income per share attributable to MIC $ 0.15 $ 0.13 Diluted income (loss) per share from continuing operations attributable to MIC $ 0.15 $ (0.08) Diluted income per share from discontinued operations attributable to MIC — 0.21 Diluted income per share attributable to MIC $ 0.15 $ 0.13 |
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 March 31, 2021 2020 Restricted stock unit grants — 31,095 2.00% Convertible Senior Notes (1) 4,175,825 3,634,173 Total 4,175,825 3,665,268 ___________ (1) On March 16, 2021, the Company repurchased $358.6 million in aggregate principal amount of its 2.00% Senior Convertible Notes in the tender offer. For the quarter ended March 31, 2021, the weighted average shares reflect the “if-converted” dilutive impact to common stock for the repurchased Notes for the period that the Notes were outstanding and the impact of the increase to the conversion rate following the special dividend paid on January 8, 2021. See Note 8, “Long-Term Debt”, for further discussion. |
Property, Equipment, Land and_2
Property, Equipment, Land and Leasehold Improvements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Equipment, Land and Leasehold Improvements | Property, equipment, land and leasehold improvements on March 31, 2021 and December 31, 2020 consisted of the following ($ in thousands): March 31, December 31, 2020 Land $ 10,710 $ 10,710 Buildings 4,141 4,141 Leasehold and land improvements 781,843 778,768 Machinery and equipment 564,723 556,126 Furniture and fixtures 37,686 37,133 Construction in progress 40,774 38,696 1,439,877 1,425,574 Less: accumulated depreciation (590,207) (571,374) Property, equipment, land and leasehold improvements, net $ 849,670 $ 854,200 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets on March 31, 2021 and December 31, 2020 consisted of the following ($ in thousands): March 31, December 31, 2020 Contractual arrangements $ 914,430 $ 914,430 Non-compete agreements 9,665 9,665 Customer relationships 65,915 65,915 Trade names 15,671 15,671 Leasehold rights 100 100 Technology 460 460 1,006,241 1,006,241 Less: accumulated amortization (556,942) (548,654) Intangible assets, net $ 449,299 $ 457,587 |
Schedule of Goodwill | The goodwill balance by reportable segments on March 31, 2021 is comprised of the following ($ in thousands): Atlantic MIC Total Goodwill acquired in business combinations, net of $ 620,599 $ 123,333 $ 743,932 Accumulated impairment charges (123,200) (3,215) (126,415) Other (653) 75 (578) Balance on December 31, 2020 496,746 120,193 616,939 Other 133 — 133 Balance on March 31, 2021 $ 496,879 $ 120,193 $ 617,072 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | On March 31, 2021 and December 31, 2020, the Company’s consolidated long-term debt balance comprised of the following ($ in thousands): March 31, December 31, 2020 Atlantic Aviation $ 1,001,938 $ 1,004,500 MIC Hawaii 193,495 193,758 MIC Corporate 43,920 391,252 Total 1,239,353 1,589,510 Current portion (117,021) (11,310) Long-term portion 1,122,332 1,578,200 Unamortized deferred financing costs (1) (18,408) (23,841) Long-term portion less unamortized debt discount and deferred financing costs $ 1,103,924 $ 1,554,359 ___________ (1) The weighted average remaining life of the deferred financing costs on March 31, 2021 was 4.6 years. |
Convertible Debt | The 2.00% Convertible Senior Notes consisted of the following ($ in thousands): March 31, 2021 (1) December 31, 2020 Liability Component: Principal $ 43,920 $ 402,500 Unamortized debt discount — (11,248) Long-term debt, net of unamortized debt discount 43,920 391,252 Unamortized deferred financing costs (439) (4,134) Net carrying amount $ 43,481 $ 387,118 Equity Component $ — $ 26,748 ___________ (1) Reflects the repurchase of 2.00% Convertible Senior Notes and the adoption of ASU No. 2020-06 effective January 1, 2021. |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 on March 31, 2021 and December 31, 2020 were ($ in thousands): Assets (Liabilities) at Fair Value Balance Sheet Classification March 31, December 31, 2020 Fair value of derivative instruments - other current assets $ 2,069 $ 937 Total derivative contracts - assets $ 2,069 $ 937 Fair value of derivative instruments - other current liabilities $ (170) $ (172) Fair value of derivative instruments - other noncurrent liabilities (125) (449) Total derivative contracts – liabilities $ (295) $ (621) |
Schedule of Location of Hedging Activities | The Company’s hedging activities for the quarters ended March 31, 2021 and 2020 and the related location within the consolidated condensed statements of operations were ($ in thousands): Income Statement Classification Gain (Loss) Recognized for the 2021 2020 Interest expense - interest rate caps $ (2) $ (3,434) Interest expense - interest rate swaps 283 (833) Cost of product sales - commodity swaps 1,626 (5,114) Total $ 1,907 $ (9,381) |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of Nonvested Restricted Stock Units Activity | The following represents unvested STIP RSU grants through March 31, 2021: STIP Grants Number of RSUs Weighted Average Grant-Date Fair Value Unvested balance on December 31, 2019 — $ — Granted 55,661 24.50 Forfeited (1,468) 24.50 Vested (1) (19,566) 32.57 Unvested balance on December 31, 2020 34,627 $ 24.50 Granted (2) 57,071 24.49 Vested (3) (24,080) 18.27 Unvested balance on March 31, 2021 67,618 $ 26.77 ___________ (1) As a result of the IMTT Transaction, the Company's Compensation Committee and Board approved the accelerated vesting of the STIP RSU grants for former eligible employees of IMTT. (2) During the quarter ended March 31, 2021, the Company granted an additional 12,614 RSUs to preserve the economic value of the unvested RSUs after giving effect to the special dividend made in connection with the IMTT Transaction. (3) Shares related to RSUs vested on March 31, 2021 were issued in April 2021. The following represents unvested Special RSU grants through March 31, 2021: Special RSU Grants Number of RSUs Weighted Average Grant-Date Fair Value Unvested balance on December 31, 2019 6,067 $ 40.30 Granted 4,602 23.50 Vested (5,702) 26.74 Unvested balance on December 31, 2020 4,967 40.30 Granted (1) 1,860 — Vested (2) (6,827) 29.32 Unvested balance on March 31, 2021 — $ — ___________ (1) During the quarter ended March 31, 2021, the Company granted an additional 1,860 RSUs to preserve the economic value of the unvested RSUs after giving effect to the special dividend made in connection with the IMTT Transaction. (2) Shares related to RSUs vested on March 31, 2021 were issued in April 2021. |
Schedule of Nonvested Performance-based Units Activity | The following represents unvested LTIP PSU grants through March 31, 2021 at the target level of performance: LTIP Grants (at Target) Number of PSUs Weighted Average Grant-Date Fair Value Unvested balance on December 31, 2019 125,194 $ 39.62 Forfeited (18,965) 39.70 Vested (1) (34,708) 39.88 Unvested balance on December 31, 2020 71,521 39.47 Granted (2) 245,541 28.11 Forfeited (692) 40.01 Unvested balance on March 31, 2021 316,370 $ 30.65 ___________ (1) As a result of the IMTT Transaction, the Company's Compensation Committee and Board approved the accelerated vesting of the LTIP PSU grants for former eligible employees of IMTT. |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following represents the changes and balances to the components of accumulated other comprehensive loss, net of taxes, for the quarters ended March 31, 2021 and 2020 ($ in thousands): Post-Retirement Benefit Plans, net of taxes Translation Adjustment, net of taxes Total Stockholders’ Accumulated Other Comprehensive Loss, net of taxes Balance on December 31, 2019 $ (24,155) $ (12,717) $ (36,872) Translation adjustment (1) — (2,721) (2,721) Balance on March 31, 2020 $ (24,155) $ (15,438) $ (39,593) Balance on December 31, 2020 $ (6,175) $ — $ (6,175) Balance on March 31, 2021 $ (6,175) $ — $ (6,175) ___________ (1) Translation adjustment is presented net of tax benefit of $1.1 million for the quarter ended March 31, 2020. |
Reportable Segments (Tables)
Reportable Segments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Revenue From External Customers | Revenue from external customers for the Company’s consolidated reportable segments were ($ in thousands): Quarter ended March 31, 2021 Atlantic MIC Total Reportable Segments Service revenue Fuel $ 135,867 $ — $ 135,867 Hangar 25,170 — 25,170 Other 48,567 — 48,567 Total service revenue 209,604 — 209,604 Product revenue Lease — 890 890 Gas — 50,751 50,751 Other — 2,946 2,946 Total product revenue — 54,587 54,587 Total revenue $ 209,604 $ 54,587 $ 264,191 Quarter ended March 31, 2020 Atlantic MIC Total Reportable Segments Service revenue Fuel $ 149,994 $ — $ 149,994 Hangar 24,613 — 24,613 Other 49,390 — 49,390 Total service revenue 223,997 — 223,997 Product revenue Lease — 655 655 Gas — 56,826 56,826 Other — 2,981 2,981 Total product revenue — 60,462 60,462 Total revenue $ 223,997 $ 60,462 $ 284,459 |
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 thousands). Allocations of corporate expenses, intercompany fees, and the tax effect have been excluded as they are eliminated in consolidation. Quarter Ended March 31, 2021 Atlantic MIC Corporate and Other Total Reportable Segments Net income (loss) $ 23,141 $ 6,399 $ (15,743) $ 13,797 Interest expense, net 10,730 1,304 6,424 18,458 Provision (benefit) for income taxes 8,596 2,367 (5,597) 5,366 Depreciation and amortization 23,300 3,748 471 27,519 Fees to Manager - related party — — 5,552 5,552 Other non-cash expense (income), net 1,569 (256) 645 1,958 EBITDA excluding non-cash items $ 67,336 $ 13,562 $ (8,248) $ 72,650 Quarter Ended March 31, 2020 Atlantic MIC Corporate and Other Total Reportable Segments Net income (loss) $ 14,188 $ 3,920 $ (25,096) $ (6,988) Interest expense, net 18,876 2,775 4,586 26,237 Provision (benefit) for income taxes 5,479 1,775 (4,257) 2,997 Depreciation and amortization 26,579 3,624 328 30,531 Fees to Manager - related party — — 7,356 7,356 Other non-cash expense, net 813 3,113 405 4,331 EBITDA excluding non-cash items $ 65,935 $ 15,207 $ (16,678) $ 64,464 Reconciliations of total reportable segments’ EBITDA excluding non-cash items to consolidated net income (loss) from continuing operations before income taxes were ($ in thousands): Quarter Ended March 31, 2021 2020 Total reportable segments EBITDA excluding non-cash items $ 72,650 $ 64,464 Interest expense, net (18,458) (26,237) Depreciation and amortization (27,519) (30,531) Fees to Manager - related party (5,552) (7,356) Other expense, net (1,958) (4,331) Total consolidated net income (loss) from continuing $ 19,163 $ (3,991) |
Schedule of Capital Expenditures | Capital expenditures, on a cash basis, for the Company’s reportable segments were ($ in thousands): Quarter Ended March 31, 2021 2020 Atlantic Aviation $ 12,445 $ 10,949 MIC Hawaii 3,339 4,805 Corporate and Other 72 1,156 Total capital expenditures of reportable segments $ 15,856 $ 16,910 |
Schedule of Reconciliation of Assets of Reportable Segments | Property, equipment, land and leasehold improvements, net, and total assets for the Company’s reportable segments were ($ in thousands): Property, Equipment, Total Assets March 31, 2021 December 31, 2020 March 31, 2021 December 31, 2020 Atlantic Aviation $ 546,125 $ 549,526 $ 2,025,305 $ 1,989,343 MIC Hawaii 296,716 297,375 623,022 509,547 Corporate and Other (1) 6,829 7,299 230,911 1,679,749 Total assets of reportable segments $ 849,670 $ 854,200 $ 2,879,238 $ 4,178,639 ___________ (1) Total assets on December 31, 2020 for Corporate and Other reflects cash received from the IMTT Transaction. |
Long-Term Contracted Revenue (T
Long-Term Contracted Revenue (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Contractors [Abstract] | |
Schedule of Financing Receivables, Minimum Payments | The following long-term contracted revenue were in existence on March 31, 2021 ($ in thousands): 2021 remaining $ 47,937 2022 21,309 2023 13,430 2024 7,455 2025 4,307 Thereafter 12,124 Total $ 106,562 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Dividends Paid to Manager | Since January 1, 2020, the Company paid the Manager cash dividends on shares held for the following periods: Declared Period $ per Record Payable Cash Paid to Manager December 23, 2020 (1) $ 11.00 January 5, 2021 January 8, 2021 $ 153,503 February 14, 2020 Fourth quarter 2019 1.00 March 6, 2020 March 11, 2020 13,396 ___________ (1) Special dividend declared and paid out of the net proceeds from the IMTT Transaction. Shares of MIC traded with “due-bills” attached through January 8, 2021 and traded ex-dividend on January 11, 2021. |
Schedule of Base Management Fees and Performance Fees | The following table shows the Manager's reinvestment of its base management fees and performance fees, if any, in shares: Period Base Management Performance Shares 2021 Activities: First quarter 2021 $ 5,552 $ — 176,296 (1) 2020 Activities: Fourth quarter 2020 $ 4,903 $ — 162,791 Third quarter 2020 4,980 — 172,976 Second quarter 2020 3,824 — 146,452 First quarter 2020 7,356 — 181,617 ___________ |
Organization and Description _2
Organization and Description of Business (Details) | 3 Months Ended |
Mar. 31, 2021segmentairport | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of reportable segments | segment | 3 |
Atlantic Aviation | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Number of airport locations | airport | 69 |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Commercial paper | $ 0 | $ 0 |
Impact of COVID-19 (Details)
Impact of COVID-19 (Details) - USD ($) $ in Thousands | Apr. 19, 2021 | Mar. 16, 2021 | Mar. 17, 2020 | Apr. 30, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2020 | Oct. 31, 2016 |
Impact of COVID-19 [Line Items] | |||||||||
Increase in domestic general aviation flight activity quoted using Federal Aviation Administration data for quarter period one year prior current period | 8.00% | ||||||||
Decrease in domestic general aviation flight activity quoted using Federal Aviation Administration data for quarter period two years prior current period | 3.00% | ||||||||
Cash and cash equivalents | $ 300,000 | $ 1,131,685 | $ 529,639 | $ 1,828,063 | $ 1,828,063 | ||||
Cash on hand | $ 359,500 | ||||||||
Revolving Credit Facility | |||||||||
Impact of COVID-19 [Line Items] | |||||||||
Proceeds from line of credit | 874,000 | ||||||||
MIC Corporate | 2.00% Convertible Senior Notes due October 2023 | |||||||||
Impact of COVID-19 [Line Items] | |||||||||
Interest rate, stated percentage | 2.00% | 2.00% | |||||||
Debt repurchased, face amount | $ 358,600 | ||||||||
Make whole payment | $ 1,200 | ||||||||
MIC Corporate | 2.00% Convertible Senior Notes due October 2023 | Subsequent Event | |||||||||
Impact of COVID-19 [Line Items] | |||||||||
Debt repurchased, face amount | $ 5,700 | ||||||||
MIC Corporate | Revolving Credit Facility | |||||||||
Impact of COVID-19 [Line Items] | |||||||||
Proceeds from line of credit | 599,000 | $ 599,000 | |||||||
Repayments of long-term lines of credit | $ 599,000 | ||||||||
Atlantic Aviation | Revolving Credit Facility | |||||||||
Impact of COVID-19 [Line Items] | |||||||||
Proceeds from line of credit | $ 275,000 | $ 275,000 | |||||||
Hawaii Gas Business | |||||||||
Impact of COVID-19 [Line Items] | |||||||||
Decline of visitor arrivals to Hawaii for quarter period one year prior current period | 60.00% | ||||||||
Decline of visitor arrivals to Hawaii for quarter period two years prior current period | 67.00% | ||||||||
Gas reduction for quarter period one year prior current period | 18.00% | ||||||||
Gas reduction for quarter period two years prior current period | 21.00% | ||||||||
Hawaii Gas Business | Senior Notes | Subsequent Event | |||||||||
Impact of COVID-19 [Line Items] | |||||||||
Debt repurchased, face amount | $ 100,000 | 100,000 | |||||||
Make whole payment | $ 4,700 | $ 4,700 |
Discontinued Operations and D_3
Discontinued Operations and Dispositions - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 23, 2020 | Dec. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2021 | Oct. 31, 2016 |
2.00% Convertible Senior Notes due October 2023 | MIC Corporate | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Interest rate, stated percentage | 2.00% | 2.00% | |||
IMTT | Disposal Group, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Purchase price of business sold, gross | $ 2,670 | ||||
Consideration including debt outstanding and cash | 1,110 | ||||
Proceeds from divestiture of business, net | $ 1,550 | ||||
Special dividend (in dollars per share) | $ 11 | ||||
Loss on disposition of business | $ 25 | ||||
Transaction costs on business disposal | 28.5 | ||||
Disposition payment | $ 28.2 | $ 28.2 | |||
Impairment on disposal group | $ 750 | ||||
Goodwill impairment | 725 | ||||
Deferred tax liability due to book vs tax basis | $ 158 | ||||
Accrued income tax payable, current | $ 126.2 |
Discontinued Operations and D_4
Discontinued Operations and Dispositions - Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net income from discontinued operations before income taxes | [1] | $ 0 | $ 24,545 |
Provision for income taxes | [1] | 0 | (6,330) |
Net income from discontinued operations attributable to MIC | $ 0 | 18,215 | |
IMTT | Discontinued Operations, Held-for-sale or Disposed of by Sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cost of services | (49,829) | ||
Selling, general and administrative expenses | (9,434) | ||
Depreciation and amortization | (34,480) | ||
Interest expense, net | (15,299) | ||
Other income, net | 1,561 | ||
Net income from discontinued operations before income taxes | 24,545 | ||
Provision for income taxes | (6,330) | ||
Net income from discontinued operations attributable to MIC | 18,215 | ||
Service | IMTT | Discontinued Operations, Held-for-sale or Disposed of by Sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Service revenue | $ 132,026 | ||
[1] | See Note 4, “Discontinued Operations and Dispositions”, for discussions on businesses classified as held for sale. |
Income per Share - Schedule of
Income per Share - Schedule of Reconciliation of the Basic and Diluted Income (Loss) per Share Computations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Basic net income (loss) from continuing operations attributable to MIC | $ 13,200 | $ (6,913) |
Diluted net income (loss) from continuing operations attributable to MIC | 13,200 | (6,913) |
Basic net income from discontinued operations attributable to MIC | 0 | 18,215 |
Diluted net income from discontinued operations attributable to MIC | $ 0 | $ 18,215 |
Denominator: | ||
Weighted average number of shares outstanding: basic (in shares) | 87,411,455 | 86,686,972 |
Dilutive effect of restricted stock unit grants (in shares) | 83,843 | 0 |
Weighted average number of shares outstanding: diluted (in shares) | 87,495,298 | 86,686,972 |
Income per share: | ||
Basic income (loss) per share from continuing operations attributable to MIC (in dollars per share) | $ 0.15 | $ (0.08) |
Basic income per share from discontinued operations attributable to MIC (in dollars per share) | 0 | 0.21 |
Basic income per share attributable to MIC (in dollars per share) | 0.15 | 0.13 |
Diluted income (loss) per share from continuing operations attributable to MIC (in dollars per share) | 0.15 | (0.08) |
Diluted income per share from discontinued operations attributable to MIC (in dollars per share) | 0 | 0.21 |
Diluted income per share attributable to MIC (in dollars per share) | $ 0.15 | $ 0.13 |
Income per Share - Schedule o_2
Income per Share - Schedule of Shares Excluded from Calculation (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 16, 2021 | Oct. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 4,175,825 | 3,665,268 | ||
2.00% Convertible Senior Notes due October 2023 | MIC Corporate | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Interest rate, stated percentage | 2.00% | 2.00% | ||
Debt repurchased, face amount | $ 358.6 | |||
Restricted stock unit grants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 0 | 31,095 | ||
2.00% Convertible Senior Notes due October 2023 | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 4,175,825 | 3,634,173 | ||
Interest rate, stated percentage | 2.00% | 2.00% |
Property, Equipment, Land and_3
Property, Equipment, Land and Leasehold Improvements (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,439,877 | $ 1,425,574 |
Less: accumulated depreciation | (590,207) | (571,374) |
Property, equipment, land and leasehold improvements, net | 849,670 | 854,200 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 10,710 | 10,710 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,141 | 4,141 |
Leasehold and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 781,843 | 778,768 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 564,723 | 556,126 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 37,686 | 37,133 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 40,774 | $ 38,696 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill -Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 1,006,241 | $ 1,006,241 |
Less: accumulated amortization | (556,942) | (548,654) |
Intangible assets, net | 449,299 | 457,587 |
Contractual arrangements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 914,430 | 914,430 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 9,665 | 9,665 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 65,915 | 65,915 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 15,671 | 15,671 |
Leasehold rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 100 | 100 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 460 | $ 460 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Goodwill [Line Items] | ||
Goodwill acquired in business combinations, net of disposals, on December 31, 2020 | $ 743,932 | |
Accumulated impairment charges | (126,415) | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 616,939 | |
Other | 133 | (578) |
Ending balance | 617,072 | 616,939 |
Atlantic Aviation | ||
Goodwill [Line Items] | ||
Goodwill acquired in business combinations, net of disposals, on December 31, 2020 | 620,599 | |
Accumulated impairment charges | (123,200) | |
Goodwill [Roll Forward] | ||
Beginning balance | 496,746 | |
Other | 133 | (653) |
Ending balance | 496,879 | 496,746 |
MIC Hawaii | ||
Goodwill [Line Items] | ||
Goodwill acquired in business combinations, net of disposals, on December 31, 2020 | 123,333 | |
Accumulated impairment charges | (3,215) | |
Goodwill [Roll Forward] | ||
Beginning balance | 120,193 | |
Other | 0 | 75 |
Ending balance | $ 120,193 | $ 120,193 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||
Total Debt | $ 1,239,353 | $ 1,589,510 |
Current portion | (117,021) | (11,310) |
Long-term portion | 1,122,332 | 1,578,200 |
Unamortized deferred financing costs | (18,408) | (23,841) |
Long-term portion less unamortized debt discount and deferred financing costs | $ 1,103,924 | 1,554,359 |
Weighted average life of deferred financing costs | 4 years 7 months 6 days | |
Atlantic Aviation | ||
Debt Instrument [Line Items] | ||
Total Debt | $ 1,001,938 | 1,004,500 |
MIC Hawaii | ||
Debt Instrument [Line Items] | ||
Total Debt | 193,495 | 193,758 |
MIC Corporate | ||
Debt Instrument [Line Items] | ||
Total Debt | $ 43,920 | $ 391,252 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | Apr. 19, 2021USD ($) | Mar. 16, 2021USD ($) | Jan. 01, 2021USD ($) | Mar. 17, 2020USD ($) | Apr. 30, 2021USD ($) | Mar. 31, 2020USD ($) | Oct. 31, 2016USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Jan. 18, 2021USD ($) | May 04, 2020USD ($) | Dec. 31, 2019USD ($) | |||
Debt Instrument [Line Items] | ||||||||||||||||
Write off of unamortized deferred debt issuance cost | $ 4,311,000 | $ 0 | ||||||||||||||
Debt outstanding | 1,239,353,000 | $ 1,589,510,000 | ||||||||||||||
Unamortized deferred financing costs | 18,408,000 | 23,841,000 | ||||||||||||||
Balance as of period date | $ 2,743,602,000 | 906,769,000 | [1] | 2,743,602,000 | 893,306,000 | [1] | $ 2,810,206,000 | |||||||||
Interest expense | [2] | 18,619,000 | 26,705,000 | |||||||||||||
Retained Earnings | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Balance as of period date | 1,652,292,000 | 733,291,000 | 1,652,292,000 | 713,129,000 | $ 1,640,990,000 | |||||||||||
Cumulative Effect, Period of Adoption, Adjustment | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Balance as of period date | [3] | (7,159,000) | ||||||||||||||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Balance as of period date | [3] | 6,962,000 | ||||||||||||||
MIC Corporate | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt outstanding | 43,920,000 | 391,252,000 | ||||||||||||||
MIC Corporate | 2.00% Convertible Senior Notes due October 2023 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Write off of unamortized deferred debt issuance cost | $ 3,600,000 | $ 3,600,000 | ||||||||||||||
Transaction cost | 1,200,000 | |||||||||||||||
Interest rate, stated percentage | 2.00% | 2.00% | ||||||||||||||
Debt instrument, term | 7 years | |||||||||||||||
Convertible senior notes | $ 402,500,000 | |||||||||||||||
Debt outstanding | $ 375,800,000 | 391,300,000 | ||||||||||||||
Interest rate, effective | 3.10% | |||||||||||||||
Equity component of convertible senior notes (reversal of equity component of convertible senior notes) | $ 26,700,000 | |||||||||||||||
Unamortized deferred financing costs | 11,200,000 | |||||||||||||||
Issuance costs | $ 744,000 | |||||||||||||||
Fair value of convertible senior notes | $ 45,000,000 | 390,000,000 | ||||||||||||||
Debt repurchased, face amount | $ 358,600,000 | |||||||||||||||
Conversion rate | 0.0126572 | |||||||||||||||
Interest expense | $ 5,700,000 | 3,300,000 | ||||||||||||||
Interest expense, related to principal portion | 1,800,000 | $ 2,000,000 | ||||||||||||||
MIC Corporate | 2.00% Convertible Senior Notes due October 2023 | Subsequent Event | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt repurchased, face amount | $ 5,700,000 | |||||||||||||||
MIC Corporate | 2.00% Convertible Senior Notes due October 2023 | Accounting Standards Update 2020-06 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Equity component of convertible senior notes (reversal of equity component of convertible senior notes) | $ (26,700,000) | |||||||||||||||
Atlantic Aviation | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt outstanding | 1,001,938,000 | 1,004,500,000 | ||||||||||||||
Letters of credit | 9,700,000 | 9,600,000 | ||||||||||||||
Hawaii Gas Business | Senior Notes | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Long-term debt | 100,000,000 | 100,000,000 | ||||||||||||||
Debt instrument, fair value disclosure | 105,000,000 | 105,000,000 | ||||||||||||||
Hawaii Gas Business | Senior Notes | Subsequent Event | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Transaction cost | $ 4,700,000 | 4,700,000 | ||||||||||||||
Debt repurchased, face amount | $ 100,000,000 | $ 100,000,000 | ||||||||||||||
Revolving Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Proceeds from line of credit | 874,000,000 | |||||||||||||||
Revolving Credit Facility | MIC Corporate | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | 600,000,000 | $ 600,000,000 | ||||||||||||||
Proceeds from line of credit | 599,000,000 | 599,000,000 | ||||||||||||||
Write off of unamortized deferred debt issuance cost | 667,000 | |||||||||||||||
Revolving Credit Facility | Atlantic Aviation | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Proceeds from line of credit | $ 275,000,000 | $ 275,000,000 | ||||||||||||||
Letters of credit | 1,000,000 | $ 10,000,000 | ||||||||||||||
Revolving Credit Facility | Hawaii Gas Business | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Undrawn portion of line of credit | $ 60,000,000 | 60,000,000 | ||||||||||||||
Term Loan Facility | Atlantic Aviation | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, term | 7 years | |||||||||||||||
Debt outstanding | $ 1,000,000,000 | 1,000,000,000 | ||||||||||||||
Term Loan Facility | Hawaii Gas Business | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Borrowing capacity | 80,000,000 | 80,000,000 | ||||||||||||||
Term Loan Facility | Hawaii Gas Business | Solar facilities | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt outstanding | $ 13,500,000 | $ 13,800,000 | ||||||||||||||
[1] | The Company is authorized to issue 100,000,000 shares of preferred stock, par value $0.001 per share authorized. On March 31, 2021 and December 31, 2020 , no preferred stocks were issued or outstanding. The Company had 100 shares of special stock, par value $0.001 per share, issued and outstanding to its Manager on March 31, 2021 and December 31, 2020. | |||||||||||||||
[2] | Interest expense includes non-cash gains on derivative instruments of $281,000 and non-cash losses of $4.3 million for the quarters ended March 31, 2021 and 2020, respectively. | |||||||||||||||
[3] | On January 1, 2021, the Company adopted ASU No. 2020-06, Debt - Debt with Conversion and Other Options, using the modified retrospective method and made an adjustment to the beginning balance to Retained Earnings of $7.0 million, net of taxes. See Note 8, “Long-Term Debt”, for further discussions. |
Long-Term Debt - Schedule of 2.
Long-Term Debt - Schedule of 2.00% Convertible Senior Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Total Debt | $ 1,239,353 | $ 1,589,510 |
Unamortized deferred financing costs | (18,408) | (23,841) |
Long-term portion less unamortized debt discount and deferred financing costs | 1,103,924 | 1,554,359 |
MIC Corporate | ||
Total Debt | $ 43,920 | 391,252 |
2.00% Convertible Senior Notes due October 2023 | MIC Corporate | ||
Interest rate, stated percentage | 2.00% | |
Convertible senior notes | $ 43,920 | 402,500 |
Unamortized debt discount | 0 | (11,248) |
Total Debt | 43,920 | 391,252 |
Unamortized deferred financing costs | (439) | (4,134) |
Long-term portion less unamortized debt discount and deferred financing costs | 43,481 | 387,118 |
Equity Component | $ 0 | $ 26,748 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Narrative (Details) gal in Millions, $ in Millions | 9 Months Ended | 33 Months Ended | |
Dec. 31, 2021gal | Dec. 31, 2023gal | Mar. 31, 2021USD ($) | |
Derivative [Line Items] | |||
Current and long-term debt | $ 1,200 | ||
Fixed rate debt | 143.9 | ||
Unhedged debt | 682 | ||
Interest Rate Contracts | |||
Derivative [Line Items] | |||
Debt economically hedged with interest rate contracts | $ 413.5 | ||
Commodity Price Hedges | MIC Hawaii | Hawaii Gas Business | Subsequent Event | |||
Derivative [Line Items] | |||
Nonmonetary notional amount, volume (in gallons) | gal | 7.3 | ||
Commodity Price Hedges | MIC Hawaii | Hawaii Gas Business | Subsequent Event | Forecast | |||
Derivative [Line Items] | |||
Nonmonetary notional amount, volume (in gallons) | gal | 16.5 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Schedule of Fair Value of Derivative Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Fair value of derivative instruments - other current assets | $ 2,069 | $ 937 |
Total derivative contracts - assets | 2,069 | 937 |
Fair value of derivative instruments - other current liabilities | (170) | (172) |
Fair value of derivative instruments - other noncurrent liabilities | (125) | (449) |
Total derivative contracts – liabilities | $ (295) | $ (621) |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Schedule of Location of Hedging Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) on derivative instruments | $ 1,907 | $ (9,381) |
Interest Expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) on derivative instruments | 281 | (4,300) |
Interest Expense | Interest expense - interest rate caps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) on derivative instruments | (2) | (3,434) |
Interest Expense | Interest expense - interest rate swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) on derivative instruments | 283 | (833) |
Cost of product sales | Cost of product sales - commodity swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) on derivative instruments | $ 1,626 | $ (5,114) |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | May 14, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
2014 Plan | Director Share Units | |||||
Shares Activity [Line Items] | |||||
Number of shares granted | 32,112 | ||||
Granted (in shares) | 12,024 | ||||
Granted, fair value (in dollars per share) | $ 27.43 | ||||
Compensation expense | $ 225 | $ 225 | |||
Short Term Incentive Plan | STIP Grants | |||||
Shares Activity [Line Items] | |||||
Granted (in shares) | 57,071 | 55,661 | |||
Granted, fair value (in dollars per share) | $ 24.49 | $ 24.50 | |||
Compensation expense | $ 309 | ||||
Cash component of an incentive award | 75.00% | ||||
Stock component of an incentive award | 25.00% | ||||
Share-based payment award performance period | 1 year | ||||
Vesting period | 2 years | ||||
Weighted average grant date fair value of nonvested awards | $ 1,800 | ||||
Weighted average period of unrecognized compensation costs | 1 year 1 month 6 days | ||||
Number of shares issued, net of forfeitures | 67,618 | 34,627 | 0 | ||
Short Term Incentive Plan | STIP Grants | IMTT | Disposal Group, Disposed of by Sale | |||||
Shares Activity [Line Items] | |||||
Compensation expense | 173 | ||||
Short Term Incentive Plan | Tranche 1 | STIP Grants | |||||
Shares Activity [Line Items] | |||||
Vesting percentage | 50.00% | ||||
Short Term Incentive Plan | Tranche 2 | STIP Grants | |||||
Shares Activity [Line Items] | |||||
Vesting percentage | 50.00% | ||||
2019 Short Term Incentive Plan | Special RSU Grants | |||||
Shares Activity [Line Items] | |||||
Granted (in shares) | 1,860 | 4,602 | |||
Granted, fair value (in dollars per share) | $ 0 | $ 23.50 | |||
Compensation expense | $ 200 | 44 | |||
Number of shares issued, net of forfeitures | 0 | 4,967 | 6,067 | ||
Long Term Incentive Plan | |||||
Shares Activity [Line Items] | |||||
Share-based payment award performance period | 3 years | ||||
Long Term Incentive Plan | LTIP Grants | |||||
Shares Activity [Line Items] | |||||
Granted (in shares) | 245,541 | ||||
Granted, fair value (in dollars per share) | $ 28.11 | ||||
Compensation expense | $ 1,500 | ||||
Weighted average period of unrecognized compensation costs | 1 year 8 months 12 days | ||||
Number of shares issued, net of forfeitures | 316,370 | 71,521 | 125,194 | ||
Grant date fair value of awards | $ 9,700 | ||||
Unrecognized compensation costs | $ 6,600 | ||||
Long Term Incentive Plan | LTIP Grants | IMTT | Disposal Group, Disposed of by Sale | |||||
Shares Activity [Line Items] | |||||
Compensation expense | $ 520 | ||||
Long Term Incentive Plan | Minimum | LTIP Grants | |||||
Shares Activity [Line Items] | |||||
Number of shares issued, net of forfeitures | 0 | ||||
Long Term Incentive Plan | Maximum | LTIP Grants | |||||
Shares Activity [Line Items] | |||||
Number of shares issued, net of forfeitures | 553,656 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Unvested Stock Unit (Details) - $ / shares | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Jan. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Short Term Incentive Plan | STIP Grants | |||
Number of Units | |||
Beginning balance (in shares) | 34,627 | 34,627 | 0 |
Granted (in shares) | 57,071 | 55,661 | |
Forfeited (in shares) | (1,468) | ||
Vested (in shares) | (24,080) | (19,566) | |
Ending balance (in shares) | 67,618 | 34,627 | |
Weighted Average Grant-Date Fair Value (per share) | |||
Beginning balance (in dollars per share) | $ 24.50 | $ 24.50 | $ 0 |
Granted (in dollars per share) | 24.49 | 24.50 | |
Forfeited (in dollars per share) | 24.50 | ||
Vested (in dollars per share) | 18.27 | 32.57 | |
Ending balance (in dollars per share) | $ 26.77 | $ 24.50 | |
Short Term Incentive Plan | Make Whole Grant For Special Dividend, STIP Grants | |||
Number of Units | |||
Granted (in shares) | 12,614 | ||
2019 Short Term Incentive Plan | Special RSU Grants | |||
Number of Units | |||
Beginning balance (in shares) | 4,967 | 4,967 | 6,067 |
Granted (in shares) | 1,860 | 4,602 | |
Vested (in shares) | (6,827) | (5,702) | |
Ending balance (in shares) | 0 | 4,967 | |
Weighted Average Grant-Date Fair Value (per share) | |||
Beginning balance (in dollars per share) | $ 40.30 | $ 40.30 | $ 40.30 |
Granted (in dollars per share) | 0 | 23.50 | |
Vested (in dollars per share) | 29.32 | 26.74 | |
Ending balance (in dollars per share) | $ 0 | $ 40.30 | |
2019 Short Term Incentive Plan | Make Whole Grant For Special Dividend, Special RSU Grants | |||
Number of Units | |||
Granted (in shares) | 1,860 | ||
Long Term Incentive Plan | LTIP Grants | |||
Number of Units | |||
Beginning balance (in shares) | 71,521 | 71,521 | 125,194 |
Granted (in shares) | 245,541 | ||
Forfeited (in shares) | (692) | (18,965) | |
Vested (in shares) | (34,708) | ||
Ending balance (in shares) | 316,370 | 71,521 | |
Weighted Average Grant-Date Fair Value (per share) | |||
Beginning balance (in dollars per share) | $ 39.47 | $ 39.47 | $ 39.62 |
Granted (in dollars per share) | 28.11 | ||
Forfeited (in dollars per share) | 40.01 | 39.70 | |
Vested (in dollars per share) | 39.88 | ||
Ending balance (in dollars per share) | $ 30.65 | $ 39.47 | |
Long Term Incentive Plan | Make Whole Grant For Special Dividend, LTIP Grants | |||
Number of Units | |||
Granted (in shares) | 26,004 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 893,306 | [1] | $ 2,810,206 | |
Translation adjustment | [2] | 0 | (2,721) | |
Ending balance | 906,769 | [1] | 2,743,602 | |
Translation adjustment, net of tax benefit | 1,100 | |||
Total Stockholders’ Accumulated Other Comprehensive Loss, net of taxes | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (6,175) | (36,872) | ||
Ending balance | (6,175) | (39,593) | ||
Post-Retirement Benefit Plans, net of taxes | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (6,175) | (24,155) | ||
Translation adjustment | 0 | |||
Ending balance | (6,175) | (24,155) | ||
Translation Adjustment, net of taxes | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 0 | (12,717) | ||
Translation adjustment | (2,721) | |||
Ending balance | $ 0 | $ (15,438) | ||
[1] | The Company is authorized to issue 100,000,000 shares of preferred stock, par value $0.001 per share authorized. On March 31, 2021 and December 31, 2020 , no preferred stocks were issued or outstanding. The Company had 100 shares of special stock, par value $0.001 per share, issued and outstanding to its Manager on March 31, 2021 and December 31, 2020. | |||
[2] | Translation adjustment is presented net of tax benefit of $1.1 million for the quarter ended March 31, 2020. See Note 10, “Stockholders’ Equity”, for further discussions. |
Reportable Segments - Narrative
Reportable Segments - Narrative (Details) | 3 Months Ended |
Mar. 31, 2021segmentairportfacility | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | segment | 3 |
Atlantic Aviation | |
Segment Reporting Information [Line Items] | |
Number of airport locations | airport | 69 |
MIC Hawaii | |
Segment Reporting Information [Line Items] | |
Number of solar projects | facility | 2 |
MIC Hawaii | Minimum | |
Segment Reporting Information [Line Items] | |
Life of purchase power agreements | 20 years |
Reportable Segments - Revenue f
Reportable Segments - Revenue from External Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Total revenue | $ 264,191 | $ 284,459 |
Total service revenue | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 209,604 | 223,997 |
Fuel | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 135,867 | 149,994 |
Hangar | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 25,170 | 24,613 |
Other | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 48,567 | 49,390 |
Total product revenue | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 54,587 | 60,462 |
Lease | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 890 | 655 |
Gas | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 50,751 | 56,826 |
Other | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 2,946 | 2,981 |
Operating Segments | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 209,604 | 223,997 |
Operating Segments | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 54,587 | 60,462 |
Operating Segments | Total service revenue | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 209,604 | 223,997 |
Operating Segments | Total service revenue | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Fuel | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 135,867 | 149,994 |
Operating Segments | Fuel | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Hangar | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 25,170 | 24,613 |
Operating Segments | Hangar | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Other | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 48,567 | 49,390 |
Operating Segments | Other | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Total product revenue | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Total product revenue | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 54,587 | 60,462 |
Operating Segments | Lease | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Lease | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 890 | 655 |
Operating Segments | Gas | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Gas | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 50,751 | 56,826 |
Operating Segments | Other | Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 0 | 0 |
Operating Segments | Other | MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Total revenue | $ 2,946 | $ 2,981 |
Reportable Segments - Schedule
Reportable Segments - Schedule of EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Net income (loss) from continuing operations | $ 13,797 | $ (6,988) |
Interest expense, net | 18,458 | 26,237 |
Provision (benefit) for income taxes | 5,366 | 2,997 |
Depreciation and amortization | 27,519 | 30,531 |
Fees to Manager-related party | 5,552 | 7,356 |
Other non-cash expense (income), net | 1,958 | 4,331 |
EBITDA excluding non-cash items | 72,650 | 64,464 |
Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Net income (loss) from continuing operations | 23,141 | 14,188 |
Interest expense, net | 10,730 | 18,876 |
Provision (benefit) for income taxes | 8,596 | 5,479 |
Depreciation and amortization | 23,300 | 26,579 |
Fees to Manager-related party | 0 | 0 |
Other non-cash expense (income), net | 1,569 | 813 |
EBITDA excluding non-cash items | 67,336 | 65,935 |
MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Net income (loss) from continuing operations | 6,399 | 3,920 |
Interest expense, net | 1,304 | 2,775 |
Provision (benefit) for income taxes | 2,367 | 1,775 |
Depreciation and amortization | 3,748 | 3,624 |
Fees to Manager-related party | 0 | 0 |
Other non-cash expense (income), net | (256) | 3,113 |
EBITDA excluding non-cash items | 13,562 | 15,207 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Net income (loss) from continuing operations | (15,743) | (25,096) |
Interest expense, net | 6,424 | 4,586 |
Provision (benefit) for income taxes | (5,597) | (4,257) |
Depreciation and amortization | 471 | 328 |
Fees to Manager-related party | 5,552 | 7,356 |
Other non-cash expense (income), net | 645 | 405 |
EBITDA excluding non-cash items | $ (8,248) | $ (16,678) |
Reportable Segments - Schedul_2
Reportable Segments - Schedule of Reconciliation of EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting [Abstract] | ||
Total reportable segments EBITDA excluding non-cash items | $ 72,650 | $ 64,464 |
Interest expense, net | (18,458) | (26,237) |
Depreciation and amortization | (27,519) | (30,531) |
Fees to Manager - related party | (5,552) | (7,356) |
Other expense, net | (1,958) | (4,331) |
Net income (loss) from continuing operations before income taxes | $ 19,163 | $ (3,991) |
Reportable Segments - Schedul_3
Reportable Segments - Schedule of Capital Expenditures (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 15,856 | $ 16,910 |
Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 12,445 | 10,949 |
MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 3,339 | 4,805 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 72 | $ 1,156 |
Reportable Segments - Schedul_4
Reportable Segments - Schedule of Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | $ 849,670 | $ 854,200 |
Total Assets | 2,879,238 | 4,178,639 |
Atlantic Aviation | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 546,125 | 549,526 |
Total Assets | 2,025,305 | 1,989,343 |
MIC Hawaii | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 296,716 | 297,375 |
Total Assets | 623,022 | 509,547 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Property, Equipment, Land and Leasehold Improvements, net | 6,829 | 7,299 |
Total Assets | $ 230,911 | $ 1,679,749 |
Long-Term Contracted Revenue (D
Long-Term Contracted Revenue (Details) - Accounting Standards Update 2014-09 $ in Thousands | Mar. 31, 2021USD ($) |
Long-term Contracted Revenue [Line Items] | |
2021 remaining | $ 47,937 |
2022 | 21,309 |
2023 | 13,430 |
2024 | 7,455 |
2025 | 4,307 |
Thereafter | 12,124 |
Total | $ 106,562 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | Dec. 23, 2020 | Oct. 30, 2019 | Apr. 30, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2021 | Jan. 18, 2021 |
Related Party Transaction [Line Items] | |||||||||||
Percentage of shares held by manager | 16.11% | 16.11% | |||||||||
Base management fees to be settled | $ 5,552,000 | $ 4,903,000 | $ 4,980,000 | $ 3,824,000 | $ 7,356,000 | ||||||
Performance fees | $ 0 | 0 | $ 0 | $ 0 | 0 | ||||||
Percentage of cap on base management fee | 1.00% | ||||||||||
Disposition agreement, qualifying termination event, minimum due upon sale or sales of businesses | $ 50,000,000 | ||||||||||
Disposition agreement, qualifying termination event, percentage applied above threshold | 1.50% | ||||||||||
Disposition agreement, qualifying termination event, threshold, net proceeds | $ 500,000,000 | ||||||||||
Disposition agreement, potential extension period for additional payment subject to qualifying termination event occurring on or prior to January 1, 2022 | 6 months | ||||||||||
Disposition agreement, qualifying termination event, additional payment | $ 25,000,000 | ||||||||||
Disposition agreement, minimum management fee for years one and two | $ 20,000,000 | ||||||||||
Disposition agreement, minimum management fee for years one and two | 2 years | ||||||||||
Disposition agreement, minimum management fee for years three and thereafter | $ 10,000,000 | ||||||||||
Recapture amount of previously waived management fees | $ 8,500,000 | ||||||||||
Disposition agreement, maximum period without qualifying termination event | sixth anniversary | ||||||||||
Subsequent Event | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of shares issued subsequent for base management fees to manager | 67,120 | ||||||||||
MIC Corporate | Revolving Credit Facility | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Borrowing capacity | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | ||||||||
Management | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of shares held by manager | 13,954,821 | 14,097,757 | 13,954,821 | 14,097,757 | |||||||
Base management fees to be settled | $ 5,600,000 | 7,400,000 | |||||||||
Notice period (not less than) | 1 year | ||||||||||
Reimbursement of out-of-pocket expenses | 288,000 | ||||||||||
Legal fees | 30,000 | ||||||||||
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 | $ 8,000 | 87,000 | |||||||||
Advisory Services | Former Board of Director | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Reimbursement of out-of-pocket expenses | $ 25,000 | ||||||||||
Minimum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Disposition agreement, percentage of net proceeds due upon sale or sales of businesses | 2.90% | ||||||||||
Maximum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Disposition agreement, percentage of net proceeds due upon sale or sales of businesses | 6.10% | ||||||||||
Disposal Group, Disposed of by Sale | IMTT | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Disposition payment | $ 28,200,000 | $ 28,200,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Dividends Paid to Manager (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Related Party Transactions [Abstract] | ||
Cash dividend declared per share (in dollars per share) | $ 11 | $ 1 |
Cash Paid to Manager | $ 153,503 | $ 13,396 |
Related Party Transactions - _2
Related Party Transactions - Schedule of Base Management Fees and Performance Fees (Details) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |||||
Base Management Fee Amount | $ 5,552,000 | $ 4,903,000 | $ 4,980,000 | $ 3,824,000 | $ 7,356,000 |
Performance Fee Amount | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Shares Issued (in shares) | 176,296 | 162,791 | 172,976 | 146,452 | 181,617 |