FTAI Infrastructure Inc. Reports Fourth Quarter and Full Year 2025 Results, Declares Dividend of $0.03 per Share of Common Stock

⁽¹⁾

^{Excludes $9.0 million gain realized in Q4 related to CPE investment and $120.0 million gain related to the consolidation of Long Ridge following the acquisition of the remaining 49.9% minority stake.}

⁽²⁾

^{Excludes $9.0 million gain realized in Q4 related to CPE investment.}

(in thousands, except per share data)

Selected Financial Results

Three Months Ended December 31, 2025

Year Ended December 31, 2025

Net Loss Attributable to Stockholders, Before Series B Preferred Stock Dividend and Loss on Extinguishment of Preferred Stock

$

(118,959

)

$

(207,403

)

Basic Loss per Share of Common Stock

$

(1.06

)

$

(2.24

)

Diluted Loss per Share of Common Stock

$

(1.08

)

$

(2.26

)

Adjusted EBITDA⁽¹⁾

$

89,158

$

361,224

Adjusted EBITDA – Four Core Segments⁽¹⁾⁽²⁾

$

89,107

$

382,815

_______________________________
^{(1) For definitions and reconciliations of non-GAAP measures, please refer to the exhibit to this press release.
(2) Excludes Sustainability and Energy Transition and Corporate and Other segments.}

FTAI INFRASTRUCTURE INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollar amounts in thousands, except share and per share data)

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

Revenues

Total revenues

$

143,517

$

80,764

$

502,520

$

331,497

Expenses

Operating expenses

83,122

59,108

299,587

247,674

General and administrative

4,045

4,108

16,222

14,798

Acquisition and transaction expenses

11,698

1,084

27,138

5,457

Management fees and incentive allocation to affiliate

4,710

2,734

14,714

11,318

Depreciation and amortization

38,666

19,234

132,489

79,410

Asset impairment

—

72,336

4,401

72,336

Total expenses

142,241

158,604

494,551

430,993

Other income (expense)

Equity in earnings (losses) of unconsolidated entities

6,056

(16,498

)

12,303

(55,496

)

Gain (loss) on sale of assets, net

8,986

(225

)

128,842

2,370

Loss on modification or extinguishment of debt

(42

)

(502

)

(59,323

)

(8,925

)

Interest expense

(90,286

)

(33,312

)

(265,914

)

(122,108

)

Other income

8,452

5,039

20,751

20,904

Total other expense

(66,834

)

(45,498

)

(163,341

)

(163,255

)

Loss before income taxes

(65,558

)

(123,338

)

(155,372

)

(262,751

)

Provision for (benefit from) income taxes

32,163

1,333

(3,318

)

3,313

Net loss

(97,721

)

(124,671

)

(152,054

)

(266,064

)

Less: Net loss attributable to non-controlling interests in consolidated subsidiaries

(10,882

)

(10,366

)

(44,880

)

(42,419

)

Less: Preferred dividends and accretion on redeemable non-controlling interests

32,120

—

44,607

—

Less: Dividends and accretion of redeemable preferred stock

—

19,251

55,622

70,814

Net loss attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock

$

(118,959

)

$

(133,556

)

$

(207,403

)

$

(294,459

)

Net loss attributable to common stockholders

$

(125,482

)

$

(133,556

)

$

(260,406

)

$

(294,459

)

Loss per share:

Basic

$

(1.06

)

$

(1.29

)

$

(2.24

)

$

(2.72

)

Diluted

$

(1.08

)

$

(1.29

)

$

(2.26

)

$

(2.72

)

Weighted average shares outstanding:

Basic

116,294,461

103,426,793

115,214,910

108,217,871

Diluted

116,294,461

103,426,793

115,214,910

108,217,871

FTAI INFRASTRUCTURE INC.
CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands, except share and per share data)

December 31,

2025

2024

Assets

Current assets:

Cash and cash equivalents

$

57,351

$

27,785

Restricted cash and cash equivalents

268,595

119,511

Accounts receivable, net

95,388

52,994

Other current assets

62,677

19,561

Total current assets

484,011

219,851

Leasing equipment, net

36,570

37,453

Operating lease right-of-use assets, net

133,493

67,937

Property, plant, and equipment, net

4,581,771

1,653,468

Investments

22,243

12,529

Intangible assets, net

43,173

46,229

Goodwill

365,703

275,367

Other assets

81,697

61,554

Total assets

$

5,748,661

$

2,374,388

Liabilities

Current liabilities:

Accounts payable and accrued liabilities

$

280,707

$

176,425

Debt, net

1,611,006

48,594

Operating lease liabilities

9,108

7,172

Derivative liabilities

34,381

—

Other current liabilities

20,363

18,603

Total current liabilities

1,955,565

250,794

Debt, net

2,163,167

1,539,241

Operating lease liabilities

71,000

60,893

Derivative liabilities

189,116

—

Warrant liabilities

81,599

—

Deferred income tax liabilities

300,231

9,639

Other liabilities

44,000

57,465

Total liabilities

4,804,678

1,918,032

Commitments and contingencies

Redeemable preferred stock Series A ($0.01 par value per share; 200,000,000 total preferred shares authorized; 300,000 Series A shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively; redemption amount of $— million and $431.8 million as of December 31, 2025 and December 31, 2024, respectively)

—

381,218

Redeemable convertible preferred stock Series B ($0.01 par value per share; 200,000,000 total preferred shares authorized; 160,000 and — Series B shares issued and outstanding as of December 31, 2025 and December 31, 2024; redemption amount of $192.0 million and $— million as of December 31, 2025 and December 31, 2024)

152,642

—

Redeemable preferred stock Series A RailCo - Non-controlling interest (zero par value per share; 1,000,000 total preferred shares authorized; 1,000,000 and — Series A - RailCo shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively; redemption amount of $1.4 billion and $— million at December 31, 2025 and December 31, 2024, respectively)

937,578

—

Equity

Common stock ($0.01 par value per share; 2,000,000,000 shares authorized; 116,294,461 and 113,934,860 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively)

1,163

1,139

Additional paid in capital

623,771

764,381

Accumulated deficit

(512,992

)

(405,818

)

Accumulated other comprehensive loss

(90,618

)

(157,051

)

Stockholders' equity

21,324

202,651

Non-controlling interests in equity of consolidated subsidiaries

(167,561

)

(127,513

)

Total equity

(146,237

)

75,138

Total liabilities, redeemable preferred stock and equity

$

5,748,661

$

2,374,388

FTAI INFRASTRUCTURE INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollar amounts in thousands, unless otherwise noted)

Year Ended December 31,

2025

2024

Cash flows from operating activities:

Net loss

$

(152,054

)

$

(266,064

)

Equity in (earnings) losses of unconsolidated entities

(12,303

)

55,496

Gain on sale of subsidiaries

(128,921

)

—

Loss (gain) on sale of assets, net

79

(2,370

)

Loss on modification or extinguishment of debt

59,323

8,925

Gain on sale of easement

—

(3,486

)

Equity-based compensation

11,076

8,636

Depreciation and amortization

132,489

79,410

Asset impairment

4,401

72,336

Change in deferred income taxes

(5,764

)

1,920

Change in fair value of non-hedge derivatives

603

—

Change in fair value of warrants

(4,234

)

—

Amortization of deferred financing costs

10,988

6,248

Amortization of bond discount

23,336

8,682

Amortization of other comprehensive income

(20,092

)

—

Paid-in-kind interest expense

5,829

—

Provision for (recovery) credit losses

(888

)

863

Change in:

Accounts receivable

(9,920

)

2,133

Other assets

(13,282

)

(1,976

)

Accounts payable and accrued liabilities

51,745

20,970

Derivative liabilities

(67,006

)

—

Other liabilities

(3,416

)

(7,001

)

Net cash used in operating activities

(118,011

)

(15,278

)

Cash flows from investing activities:

Investment in unconsolidated entities

(18,548

)

(3,826

)

Acquisition of business, net of cash acquired

(856,644

)

—

Acquisition of leasing equipment

(724

)

(3,288

)

Acquisition of property, plant and equipment

(280,526

)

(79,536

)

Investment in investor loan

11,001

—

Investment in promissory notes

—

(31,438

)

Investment in equity instruments

—

(5,000

)

Proceeds from insurance recoveries

—

267

Proceeds from sale of property, plant and equipment

2,775

1,198

Proceeds from sale of easement

—

3,486

Net cash used in investing activities

(1,142,666

)

(118,137

)

Cash flows from financing activities:

Proceeds from debt, net

1,794,074

498,426

Repayment of debt

(780,364

)

(247,594

)

Payment of financing costs

(62,051

)

(11,438

)

Proceeds from issuance of common shares

2,694

—

Proceeds from issuance of redeemable preferred stock

1,000,000

—

Redeemable preferred stock issuance costs

(21,197

)

—

Repayment of preferred stock

(447,121

)

—

Distributions to non-controlling interests

(1,311

)

(15,039

)

Settlement of equity-based compensation

(6,050

)

(3,335

)

Cash dividends – common stock

(13,831

)

(13,124

)

Cash dividends – redeemable preferred stock

(25,516

)

(14,664

)

Net cash provided by financing activities

1,439,327

193,232

Net increase in cash and cash equivalents and restricted cash and cash equivalents

178,650

59,817

Cash and cash equivalents and restricted cash and cash equivalents, beginning of period

147,296

87,479

Cash and cash equivalents and restricted cash and cash equivalents, end of period

$

325,946

$

147,296

Three Months Ended December 31,

Year Ended December 31,

(in thousands)

2025

2024

2025

2024

Net loss attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock

$

(118,959

)

$

(133,556

)

$

(207,403

)

$

(294,459

)

Add: Provision for (benefit from) income taxes

32,163

1,333

(3,318

)

3,313

Add: Equity-based compensation expense

7,391

1,868

11,076

8,636

Add: Acquisition and transaction expenses

11,698

1,084

27,138

5,457

Add: Losses on the modification or extinguishment of debt and capital lease obligations

42

502

59,323

8,925

Add: Changes in fair value of non-hedge derivative instruments

(4,274

)

—

(4,063

)

—

Add: Asset impairment charges

—

70,401

4,401

70,401

Add: Incentive allocations

—

—

—

—

Add: Depreciation & amortization expense⁽¹⁾

33,777

20,467

117,328

83,885

Add: Interest expense

90,286

33,312

265,914

122,108

Add: Pro-rata share of Adjusted EBITDA from unconsolidated entities⁽²⁾

18,152

5,182

30,875

20,272

Add: Dividends and accretion of redeemable preferred stock

32,120

19,251

100,229

70,814

Add: Interest and other costs on pension and OPEB liabilities

(93

)

(280

)

(887

)

(66

)

Add: Other non-recurring items⁽³⁾

—

—

2,295

—

Less: Equity in (earnings) losses of unconsolidated entities

(6,056

)

16,498

(12,303

)

55,496

Less: Non-controlling share of Adjusted EBITDA⁽⁴⁾

(7,089

)

(6,889

)

(29,381

)

(27,194

)

Adjusted EBITDA (Non-GAAP)

$

89,158

$

29,173

$

361,224

$

127,588

⁽¹⁾

<sup>Includes the following items for the years ended December 31, 2025 and 2024: (i) depreciation and amortization expense of $132,489 and $79,410, (ii) capitalized contract costs amortization of $4,931 and $4,475 and (iii) amortization of other comprehensive income of $(20,092) and $—, respectively.

Includes the following items for the three months ended December 31, 2025 and 2024: (i) depreciation and amortization expense of $38,666 and $19,234, (ii) capitalized contract costs amortization of $1,233 and $1,233 and (iii) amortization of other comprehensive income of $(6,122) and $—, respectively.</sup>

⁽²⁾

<sup>Includes the following items for the years ended December 31, 2025 and 2024: (i) net income (loss) of $21,206 and $(55,656), (ii) interest expense of $8,574 and $43,549, (iii) depreciation and amortization expense of $9,029 and $28,115, (iv) acquisition and transaction expenses of $201 and $209, (v) changes in fair value of non-hedge derivative instruments of $(12,822) and $(1,488), (vi) asset impairment of $— and $274, (vii) equity-based compensation of $— and $2, (viii) loss on modification or extinguishment of debt of $— and $4,724, (ix) equity method basis adjustments of $10 and $65, (x) provision for income taxes of $4,676 and $— and (xi) other non-recurring items of $1 and $478, respectively.

Includes the following items for the three months ended December 31, 2025 and 2024: (i) net income (loss) of $9,628 and $(16,524), (ii) interest expense of $926 and $10,648, (iii) depreciation and amortization expense of $4,293 and $8,024, (iv) acquisition and transaction expenses of $— and $112, (v) changes in fair value of non-hedge derivative instruments of $— and $2,906, (vi) equity method basis adjustments of $— and $16 and (vii) provision for income taxes of $3,305 and $—, respectively.</sup>

⁽³⁾

^{Includes the following items for the year ended December 31, 2025: (i) incidental utility rebillings of $650, (ii) loss on inventory heel of $385, (iii) Railroad severance expense of $305 and (iv) non-ordinary professional fees of $955.}

⁽⁴⁾

<sup>Includes the following items for the years ended December 31, 2025 and 2024: (i) equity-based compensation of $449 and $1,127, (ii) benefit from income taxes of $(219) and $(510), (iii) interest expense of $15,569 and $11,555, (iv) depreciation and amortization expense of $12,543 and $12,930, (v) changes in fair value of non-hedge derivative instruments of $(25) and $—, (vi) acquisition and transaction expenses of $278 and $7, (vii) interest and other costs on pension and OPEB liabilities of $(5) and $(1), (viii) asset impairment of $24 and $—, (ix) equity in earnings of unconsolidated entities of $96 and $—, (x) dividends and accretion of redeemable preferred stock of $243 and $—, (xi) loss on modification or extinguishment of debt of $367 and $2,086 and (xii) other recurring items of $61 and $—, respectively.

Includes the following items for the three months ended December 31, 2025 and 2024: (i) equity-based compensation of $105 and $188, (ii) benefit from income taxes of $(421) and $(136), (iii) interest expense of $3,801 and $3,649, (iv) depreciation and amortization expense of $3,324 and $3,075, (v) changes in fair value of non-hedge derivative instruments of $(22) and $—, (vi) acquisition and transaction expenses of $60 and $4, (vii) interest and other costs on pension and OPEB liabilities of $— and $(2), (viii) asset impairment charges of $(1) and $—, (ix) equity in earnings of unconsolidated entities of $65 and $—, (x) dividends and accretion of redeemable preferred stock of $171 and $— and (xi) loss on modification or extinguishment of debt of $7 and $111, respectively.</sup>

Three Months Ended December 31, 2025

(in thousands)

Railroad

Jefferson Terminal

Repauno

Power and Gas

Four Core Segments

Net loss attributable to stockholders, before series B preferred stock and loss on extinguishment of preferred stock

$

(8,191

)

$

(6,971

)

$

(8,195

)

$

(45,699

)

$

(69,056

)

Add: Provision for (benefit from) income taxes

317

(2,593

)

658

34,933

33,315

Add: Equity-based compensation expense

1,230

328

70

5,636

7,264

Add: Acquisition and transaction expenses

1,190

—

959

3,966

6,115

Add: Losses on the modification or extinguishment of debt and capital lease obligations

—

12

—

30

42

Add: Changes in fair value of non-hedge derivative instruments

(3,764

)

—

—

(510

)

(4,274

)

Add: Asset impairment charges

—

—

—

—

—

Add: Incentive allocations

—

—

—

—

—

Add: Depreciation & amortization expense⁽¹⁾

6,057

13,542

2,494

11,438

33,531

Add: Interest expense

552

15,442

2,413

26,730

45,137

Add: Pro-rata share of Adjusted EBITDA from unconsolidated entities⁽²⁾

18,305

—

—

—

18,305

Add: Dividends and accretion of redeemable preferred stock

32,120

—

—

—

32,120

Add: Interest and other costs on pension and OPEB liabilities

(93

)

—

—

—

(93

)

Add: Other non-recurring items

—

—

—

—

—

Less: Equity in earnings of unconsolidated entities

(6,210

)

—

—

—

(6,210

)

Less: Non-controlling share of Adjusted EBITDA⁽³⁾

(261

)

(6,191

)

(300

)

(337

)

(7,089

)

Adjusted EBITDA (Non-GAAP)

$

41,252

$

13,569

$

(1,901

)

$

36,187

$

89,107

Year Ended December 31, 2025

(in thousands)

Railroad

Jefferson Terminal

Repauno

Power and Gas

Four Core Segments

Net income (loss) attributable to stockholders, before series B preferred stock and loss on extinguishment of preferred stock

$

15,817

$

(46,043

)

$

(30,765

)

$

109,824

$

48,833

Add: Provision for (benefit from) income taxes

5,937

(1,873

)

714

(7,524

)

(2,746

)

Add: Equity-based compensation expense

2,300

1,495

1,240

5,636

10,671

Add: Acquisition and transaction expenses

3,607

68

4,253

6,594

14,522

Add: Losses on the modification or extinguishment of debt and capital lease obligations

—

748

3,324

77

4,149

Add: Changes in fair value of non-hedge derivative instruments

(4,234

)

—

—

171

(4,063

)

Add: Asset impairment charges

4,401

—

—

—

4,401

Add: Incentive allocations

—

—

—

—

—

Add: Depreciation & amortization expense⁽¹⁾

21,273

51,128

9,973

34,144

116,518

Add: Interest expense

883

65,130

6,943

88,490

161,446

Add: Pro-rata share of Adjusted EBITDA from unconsolidated entities⁽²⁾

26,713

—

—

6,503

33,216

Add: Dividends and accretion of redeemable preferred stock

44,607

—

—

—

44,607

Add: Interest and other costs on pension and OPEB liabilities

(887

)

—

—

—

(887

)

Add: Other non-recurring items⁽³⁾

305

—

1,035

—

1,340

Less: Equity in earnings of unconsolidated entities

(9,223

)

—

—

(10,588

)

(19,811

)

Less: Non-controlling share of Adjusted EBITDA⁽⁴⁾

(524

)

(27,028

)

(1,492

)

(337

)

(29,381

)

Adjusted EBITDA (Non-GAAP)

$

110,975

$

43,625

$

(4,775

)

$

232,990

$

382,815

⁽¹⁾

<sup>Jefferson Terminal
Includes the following items for the three months and year ended December 31, 2025: (i) depreciation and amortization expense of $12,309 and $46,197 and (ii) capitalized contract costs amortization of $1,233 and $4,931, respectively.

Power and Gas
Includes the following items for the three months and year ended December 31, 2025: (i) depreciation and amortization expense of $17,560 and $54,236 and (ii) amortization of other comprehensive income of $(6,122) and $(20,092), respectively.</sup>

⁽²⁾

<sup>Railroad
Includes the following items for the three months and year ended December 31, 2025: (i) net income of $9,781 and $14,966, (ii) depreciation expense of $4,293 and $6,145, (iii) interest expense of $926 and $926 and (iv) provision for income taxes of $3,305 and $4,676.

Power and Gas
Includes the following items for the three months and year ended December 31, 2025: (i) net income of $— and $10,576, (ii) interest expense of $— and $6,352, (iii) depreciation and amortization expense of $— and $2,185, (iv) acquisition and transaction expenses of $— and $201, (v) changes in fair value of non-hedge derivative instruments of $— and $(12,822), (vi) equity method basis adjustments of $— and $10 and (vii) other non-recurring items of $— and $1, respectively.</sup>

⁽³⁾

<sup>Railroad
Includes the following items for the year ended December 31, 2025: Railroad severance expense of $305.

Repauno
Includes the following items for the year ended December 31, 2025: (i) incidental utility rebillings of $650 and (ii) loss on inventory heel of $385.</sup>

⁽⁴⁾

<sup>Railroad
Includes the following items for the three months and year ended December 31, 2025: (i) equity-based compensation of $7 and $13, (ii) (benefit from) provision for income taxes of $1 and $33, (iii) interest expense of $3 and $5, (iv) depreciation and amortization expense of $29 and $116, (v) acquisition and transaction expenses of $6 and $20, (vi) interest and other costs on pension and OPEB liabilities of $— and $(5), (vii) changes in fair value of non-hedge derivative instruments of $(20) and $(23), (viii) asset impairment charges of $(1) and $24, (ix) equity in earnings of unconsolidated entities of $65 and $96, (x) dividends and accretion of redeemable preferred stock of $171 and $243 and (xi) other non-recurring items of $— and $2, respectively.

Jefferson Terminal
Includes the following items for the three months and year ended December 31, 2025: (i) equity-based compensation of $75 and $346, (ii) (benefit from) provision for income taxes of $(601) and $(434), (iii) interest expense of $3,577 and $15,085, (iv) depreciation and amortization expense of $3,137 and $11,842, (v) acquisition and transaction expenses of $— and $16 and (vi) loss on modification or extinguishment of debt of $3 and $173, respectively.

Repauno
Includes the following items for the three months and year ended ended December 31, 2025: (i) equity-based compensation of $— and $67, (ii) provision for income taxes of $36 and $39, (iii) interest expense of $115 and $373, (iv) depreciation and amortization expense of $111 and $538, (v) acquisition and transaction expense of $38 and $226, (vi) loss on modification or extinguishment of debt of $— and $190 and (vii) other non-recurring items of $— and $59, respectively.

Power and Gas
Includes the following items for the three months and year ended ended December 31, 2025: (i) equity-based compensation of $23 and $23, (ii) interest expense of $106 and $106, (iii) depreciation and amortization expense of $47 and $47, (iv) changes in fair value of non-hedge derivative instruments of $(2) and $(2), (v) provision for income taxes of $143 and $143, (vi) acquisition and transaction expense of $16 and $16 and (vii) loss on modification or extinguishment of debt of $4 and $4, respectively.</sup>