Reportable Segments | 10. Reportable Segments At December 31, 2016, the Company’s businesses consist of four reportable segments: IMTT, Atlantic Aviation, CP and MIC Hawaii. Effective July 16, 2014, the date of the IMTT Acquisition, the Company consolidated the financial results of IMTT and IMTT became a reportable segment. Prior to July 16, 2014, the Company had a 50% investment in IMTT, which was accounted for under the equity method of accounting. The Company recorded equity in earnings and amortization charges of investees of $26.1 million from January 1, 2014 through July 15, 2014. This comprises the Company’s 50% share of IMTT’s net income offset by step-up depreciation and amortization charges in connection with the initial 50% investment in IMTT in May 2006. The unaudited pro forma selected consolidated financial data set forth below gives effect to the IMTT Acquisition as if it had occurred as of January 1, 2014. The pro forma adjustments give effect to the IMTT Acquisition based upon the acquisition method of accounting in accordance with U.S. GAAP. The selected unaudited pro forma consolidated financial data is presented for illustrative purposes only and is not necessarily indicative of the results of operations of future periods or results of operations that actually would have been realized had the Company and IMTT been consolidated during the period presented ($ in thousands): Year Ended Revenue $ 1,662,451 Net income attributable to MIC (1) 77,923 (1) The tax rate used to calculate net income attributable to MIC was 35.0%. Financial information for IMTT’s business as a whole is presented below for periods prior to July 16, 2014, where the Company accounted for the investment in IMTT under the equity method of accounting ($ in thousands): As of, and for the (1) Revenue $ 311,533 Net income $ 57,725 Interest expense, net 16,375 Provision for income taxes 38,265 Depreciation and amortization 40,922 Pension expense 4,025 Other non-cash expenses 112 EBITDA excluding non-cash items (2) $ 157,424 Capital expenditures paid $ 59,868 Property, equipment, land and leasehold improvements, net 1,289,245 Total assets 1,415,378 (1) Amounts represent financial position of IMTT business prior to July 16, 2014, the date of the IMTT Acquisition. (2) The Company defines EBITDA excluding non-cash items as net income (loss) or earnings the most comparable GAAP measure IMTT IMTT provides bulk liquid storage, handling and other services in North America through ten terminals located in the United States, one terminal in Quebec, Canada and one partially owned terminal in Newfoundland, Canada. IMTT derives the majority of its revenue from storage and handling of petroleum products, various chemicals, renewable fuels, and vegetable and animal oils. Based on storage capacity, IMTT operates one of the largest third-party bulk liquid terminals businesses in the United States. Revenue from IMTT is included in service revenue. Atlantic Aviation Atlantic Aviation derives the majority of its revenues from fuel delivery services and from other airport services, including de-icing and aircraft hangar rental. All of the revenue of Atlantic Aviation is generated at airports in the U.S. At December 31, 2016, the business operates at 69 airports. Revenue from Atlantic Aviation is included in service revenue. CP The CP business segment derives revenue from solar, wind and gas-fired power facilities. Revenues from the solar, wind and gas-fired power facilities are included in product revenue. As of December 31, 2016, the Company has controlling interests in six utility-scale solar photovoltaic facilities, two wind facilities and 100% ownership of a gas-fired facility that are located in the United States. The solar and wind facilities that are operational at December 31, 2016 have an aggregate generating capacity of 340 megawatt (MW) of wholesale electricity to utilities. These facilities sell substantially all of the electricity generated, subject to agreed upon pricing formulas, to electric utilities pursuant to long-term (typically 20 25 years) PPAs. These projects are held in LLCs, and are treated as partnerships for income tax purposes, with co-investors. The acquisition price on these projects can vary depending on, among other things, factors such as the size of the project, PPA terms, eligibility for tax incentives, debt package, operating cost structure and development stage. A completed project takes out all of the construction risk, testing and costs associated with construction contracts. The Company has certain rights to make decisions over the management and operations of these solar and wind facilities. The Company has determined that it is appropriate to consolidate these projects, with the co-investors’ interest reflected as noncontrolling interests in the consolidated financial statements. On April 1, 2015, the Company acquired 100% of BEC. As a result of this transaction, the financial results of BEC have been consolidated as part of CP segment since the acquisition date. BEC is a 512 MW gas-fired facility located in Bayonne, New Jersey, adjacent to IMTT’s Bayonne facility. BEC has tolling agreements with a creditworthy off-taker for 62.5% of its power generating capacity and power produced is delivered to New York City via a dedicated transmission cable under New York Harbor. The tolling agreements generate revenue whether or not the facility is in use for power production. In addition to revenue related to the tolling agreement and capacity payments from the grid operator, BEC generates an energy margin when the facility is dispatched. MIC Hawaii Effective the quarter ended September 30, 2016, the Company combined its businesses and projects in Hawaii into a single segment, consistent with how the Company is managing those operations. Prior to the third quarter of 2016, MIC Hawaii consisted solely of Hawaii Gas. MIC Hawaii now comprises: Hawaii Gas, Hawaii’s only government-franchised gas utility and an unregulated liquefied petroleum gas distribution business providing gas and related services to commercial, residential and governmental customers; a mechanical contractor focused on designing and constructing energy efficient and related building infrastructure; and controlling interests in renewable and distributed power facilities including two facilities on Oahu. Revenue from Hawaii Gas and the renewable power facilities are recorded in product revenue. Revenue from the mechanical contractor business is recorded in service revenue. Revenue from the Hawaii Gas business is generated from the distribution and sales of synthetic natural gas (SNG), liquefied petroleum gas (LPG) and liquefied natural gas (LNG). Revenue is primarily a function of the volume of SNG, LPG and LNG consumed by customers and the price per thermal unit or gallon charged to customers. Because both SNG and LPG are derived from petroleum, revenue levels, without organic growth, will generally track global oil prices. 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): Year Ended December 31, 2016 IMTT Atlantic Contracted MIC Intersegment Total Service revenue $ 532,472 $ 740,209 $ $ 20,762 $ (4,881 ) $ 1,288,562 Product revenue 150,010 213,159 363,169 Total revenues $ 532,472 $ 740,209 $ 150,010 $ 233,921 $ (4,881 ) $ 1,651,731 Year Ended December 31, 2015 IMTT Atlantic Contracted MIC Total Service revenue $ 550,041 $ 738,460 $ $ $ 1,288,501 Product revenue 123,797 226,952 350,749 Total revenues $ 550,041 $ 738,460 $ 123,797 $ 226,952 $ 1,639,250 Year Ended December 31, 2014 IMTT (1) Atlantic Contracted MIC Total Service revenue $ 255,934 $ 779,261 $ 29,487 $ $ 1,064,682 Product revenue 19,779 264,621 284,400 Financing and equipment lease income 1,836 1,836 Total revenues $ 255,934 $ 779,261 $ 51,102 $ 264,621 $ 1,350,918 (1) Represents IMTT results subsequent to July 16, 2014, the date of the IMTT Acquisition. In accordance with FASB ASC 280, Segment Reporting the most comparable GAAP measure EBITDA excluding non-cash items for the Company’s consolidated reportable segments 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 on consolidation. Year Ended December 31, 2016 IMTT Atlantic Contracted MIC Total Reportable Net income $ 83,142 $ 59,538 $ 14,093 $ 35,744 $ 192,517 Interest expense, net 38,752 33,961 21,286 5,559 99,558 Provision for income taxes 57,736 39,889 14,328 20,441 132,394 Depreciation 123,346 41,493 51,120 10,533 226,492 Amortization of intangibles 11,039 49,166 4,428 792 65,425 Pension expense 7,219 110 1,272 8,601 Other non-cash expense (income) 657 905 (7,047 ) (11,539 ) (17,024 ) EBITDA excluding non-cash items $ 321,891 $ 225,062 $ 98,208 $ 62,802 $ 707,963 Year Ended December 31, 2015 IMTT Atlantic Contracted MIC Total Reportable Net income (loss) $ 74,726 $ 22,805 $ (7,152 ) $ 23,993 $ 114,372 Interest expense, net 37,378 35,735 28,390 7,279 108,782 Provision for income taxes 51,520 16,081 4,887 14,261 86,749 Depreciation 120,950 40,249 45,490 8,554 215,243 Amortization of intangibles 11,052 86,102 3,500 781 101,435 Pension expense 6,063 112 1,125 7,300 Other non-cash expense (income) 378 2,533 (6,959 ) 4,090 42 EBITDA excluding non-cash items $ 302,067 $ 203,617 $ 68,156 $ 60,083 $ 633,923 Year Ended December 31, 2014 IMTT (1) Atlantic Contracted MIC Total Reportable Net income (loss) $ 34,948 $ 36,964 $ (6,242 ) $ 21,329 $ 86,999 Interest expense, net 10,864 40,618 8,606 7,091 67,179 Provision for income taxes 25,768 25,096 823 12,635 64,322 Depreciation (2) 47,475 28,264 19,132 7,945 102,816 Amortization of intangibles 5,091 35,514 843 1,247 42,695 Pension expense 3,410 114 624 4,148 Other non-cash expense (income) 195 1,361 (439 ) 6,085 7,202 EBITDA excluding non-cash items $ 127,751 $ 167,931 $ 22,723 $ 56,956 $ 375,361 (1) Represents IMTT results subsequent to July 16, 2014, the date of the IMTT Acquisition. (2) Depreciation includes depreciation expense for the district energy business, a component of the CP segment prior to the Company’s divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated statements of operations. Reconciliation of total reportable segments’ EBITDA excluding non-cash items to consolidated net income (loss) before income taxes were ($ in thousands): Year Ended December 31, 2016 2015 2014 Total reportable segments EBITDA excluding non-cash items (1) $ 707,963 $ 633,923 $ 375,361 Interest income 132 55 112 Interest expense (116,933 ) (123,079 ) (73,196 ) Depreciation (2) (226,492 ) (215,243 ) (102,816 ) Amortization of intangibles (65,425 ) (101,435 ) (42,695 ) Selling, general and administrative expenses Corporate and Other (13,056 ) (11,575 ) (15,526 ) Fees to Manager related party (68,486 ) (354,959 ) (168,182 ) Gain from acquisition/divestiture of businesses 1,027,054 Equity in earnings and amortization charges of investee (1) 26,391 Pension expense (8,601 ) (7,300 ) (4,148 ) Other income (expense), net 17,024 645 (7,446 ) Total consolidated net income (loss) before income taxes $ 226,126 $ (178,968 ) $ 1,014,909 (1) Subsequent to July 16, 2014, the date of the IMTT Acquisition, total reportable segments' EBITDA excluding non-cash items includes the results of IMTT’s EBITDA excluding non-cash items. Prior to July 16, 2014, MIC accounted for its 50% investment in IMTT under the equity method of accounting. As such, MIC’s 50% share of IMTT’s net income was reported in equity in earnings and amortization charges of investee in the above table for the period prior to July 16, 2014. (2) Depreciation includes depreciation expense for the district energy business, a component of the CP segment prior to the Company’s divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated statements of operations. Capital expenditures, on a cash basis, for the Company’s reportable segments were ($ in thousands): Year Ended December 31, 2016 2015 2014 IMTT $ 96,865 $ 96,990 $ 47,376 Atlantic Aviation 113,092 64,385 43,691 Contracted Power 69,268 15,636 14,376 MIC Hawaii 35,459 17,137 18,503 Total $ 314,684 $ 194,148 $ 123,946 Property, equipment, land and leasehold improvements, net, goodwill and total assets for the Company’s reportable segments and its reconciliation to consolidated total assets as of December 31 st Property, Equipment, Goodwill Total Assets 2016 2015 2016 2015 2016 2015 (1) IMTT $ 2,218,256 $ 2,238,654 $ 1,411,029 $ 1,410,668 $ 3,978,379 $ 4,000,079 Atlantic Aviation 465,096 390,188 468,419 464,722 1,564,668 1,502,512 Contracted Power 1,383,289 1,274,557 21,628 21,628 1,516,602 1,411,233 MIC Hawaii 279,863 212,764 123,333 120,193 501,713 386,080 Total assets of reportable segments $ 4,346,504 $ 4,116,163 $ 2,024,409 $ 2,017,211 $ 7,561,362 $ 7,299,904 Corporate and other 32 (2,109 ) 8,900 Total consolidated assets $ 4,346,536 $ 4,116,163 $ 2,024,409 $ 2,017,211 $ 7,559,253 $ 7,308,804 (1) Conformed to current period presentation. See Note 2, “Summary of Significant Accounting Policies”, for Recently Issued Accounting Standards adopted during the year ended December 31, 2016. |