SEGMENT INFORMATION | 14. SEGMENT INFORMATION During the third quarter of 2022, we reorganized our historical operating segments into five operating segments as described below. Additionally, during the third quarter of 2022, we modified our definition of Adjusted EBITDA to exclude the impact of interest costs on pension and other post-employment benefit (“OPEB”) liabilities and dividends and accretion of redeemable preferred stock. During the first quarter of 2023 we modified our definition of Adjusted EBITDA to exclude the impact of other non-recurring items, such as severance expense. All segment data and related disclosures for earlier periods presented herein have been recast to reflect the new segment reporting structure. Our reportable segments represent strategic business units comprised of investments in different types of infrastructure assets. We have five reportable segments which operate in infrastructure businesses across several market sectors, all in North America. Our reportable segments are (i) Railroad, (ii) Jefferson Terminal, (iii) Repauno, (iv) Power and Gas and (v) Sustainability and Energy Transition. The Railroad segment is comprised of five freight railroads and one switching company that provide rail service to certain manufacturing and production facilities, in addition to KRS, a railcar cleaning operation. The Jefferson Terminal segment consists of a multi-modal crude oil and refined products terminal and other related assets. The Repauno segment consists of a 1,630-acre deep-water port located along the Delaware River with an underground storage cavern, a new multipurpose dock, a rail-to-ship transloading system and multiple industrial development opportunities. The Power and Gas segment is comprised of an equity method investment in Long Ridge, which is a 1,660-acre multi-modal port located along the Ohio River with rail, dock, and multiple industrial development opportunities, including a power plant in operation. The Sustainability and Energy Transition segment is comprised of Aleon/Gladieux, Clean Planet, and CarbonFree, and all three investments are development stage businesses focused on sustainability and recycling. Corporate and Other primarily consists of unallocated corporate general and administrative expenses, management fees, debt and redeemable preferred stock. Additionally, Corporate and Other includes an operating company that provides roadside assistance services for the intermodal and over-the-road trucking industries and an investment in an unconsolidated entity engaged in the acquisition and leasing of shipping containers. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The chief operating decision maker (“CODM”) evaluates investment performance for each reportable segment primarily based on Adjusted EBITDA. Adjusted EBITDA is defined as net income (loss) attributable to stockholders or Former Parent, adjusted (a) to exclude the impact of provision for (benefit from) income taxes, equity-based compensation expense, acquisition and transaction expenses, losses on the modification or extinguishment of debt and capital lease obligations, changes in fair value of non-hedge derivative instruments, asset impairment charges, incentive allocations, depreciation and amortization expense, interest expense, interest and other costs on pension and OPEB liabilities, dividends and accretion on redeemable preferred stock, and other non-recurring items, (b) to include the impact of our pro-rata share of Adjusted EBITDA from unconsolidated entities, and (c) to exclude the impact of equity in earnings (losses) of unconsolidated entities and the non-controlling share of Adjusted EBITDA. We believe that net income (loss) attributable to stockholders or Former Parent, as defined by U.S. GAAP, is the most appropriate earnings measure with which to reconcile Adjusted EBITDA. Adjusted EBITDA should not be considered as an alternative to net income (loss) attributable to stockholders or Former Parent as determined in accordance with U.S. GAAP. The following tables set forth certain information for each reportable segment: I. For the Three Months Ended June 30, 2023 Three Months Ended June 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 42,546 $ 17,104 $ 3,947 $ — $ — $ 18,235 $ 81,832 Expenses Operating expenses 22,257 15,990 5,776 173 28 18,551 62,775 General and administrative — — — — — 3,702 3,702 Acquisition and transaction expenses 184 36 — 49 — 367 636 Management fees and incentive allocation to affiliate — — — — — 3,084 3,084 Depreciation and amortization 5,125 12,144 2,281 — — 742 20,292 Asset impairment 602 — — — — — 602 Total expenses 28,168 28,170 8,057 222 28 26,446 91,091 Other (expense) income Equity in earnings (losses) of unconsolidated entities — — — 1,639 (3,277) 13 (1,625) (Loss) gain on sale of assets, net (85) 732 — — — — 647 Interest expense (1,215) (7,978) (615) (1) — (14,373) (24,182) Other (expense) income (544) (349) — 1,643 620 — 1,370 Total other (expense) income (1,844) (7,595) (615) 3,281 (2,657) (14,360) (23,790) Income (loss) before income taxes 12,534 (18,661) (4,725) 3,059 (2,685) (22,571) (33,049) Provision for (benefit from) income taxes 720 152 40 — — (89) 823 Net income (loss) 11,814 (18,813) (4,765) 3,059 (2,685) (22,482) (33,872) Less: Net income (loss) attributable to non-controlling interests in consolidated subsidiaries 28 (10,048) (255) — — (1) (10,276) Less: Dividends and accretion on redeemable preferred stock — — — — — 15,257 15,257 Net income (loss) attributable to stockholders $ 11,786 $ (8,765) $ (4,510) $ 3,059 $ (2,685) $ (37,738) $ (38,853) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to stockholders: Three Months Ended June 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 20,304 $ 7,082 $ (1,636) $ 10,403 $ (1,448) $ (7,028) $ 27,677 Add: Non-controlling share of Adjusted EBITDA 4,946 Add: Equity in losses of unconsolidated entities (1,625) Less: Interest costs on pension and OPEB liabilities (480) Less: Dividends and accretion on redeemable preferred stock (15,257) Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (6,886) Less: Interest expense (24,182) Less: Depreciation and amortization expense (20,292) Less: Incentive allocations — Less: Asset impairment charges (602) Less: Changes in fair value of non-hedge derivative instruments — Less: Losses on the modification or extinguishment of debt and capital lease obligations — Less: Acquisition and transaction expenses (636) Less: Equity-based compensation expense (642) Less: Provision for income taxes (823) Less: Other non-recurring items (51) Net loss attributable to stockholders $ (38,853) II. For the Six Months Ended June 30, 2023 Six Months Ended June 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 83,551 $ 36,196 $ 2,494 $ — $ — $ 36,085 $ 158,326 Expenses Operating expenses 47,492 32,415 10,705 597 29 36,699 127,937 General and administrative — — — — — 6,903 6,903 Acquisition and transaction expenses 367 36 — 71 1 430 905 Management fees and incentive allocation to affiliate — — — — — 6,066 6,066 Depreciation and amortization 10,226 24,013 4,526 — — 1,662 40,427 Asset impairment 743 — — — — — 743 Total expenses 58,828 56,464 15,231 668 30 51,760 182,981 Other expense Equity in earnings (losses) of unconsolidated entities — — — 9,400 (6,693) 34 2,741 (Loss) gain on sale of assets, net (209) 732 — — — — 523 Interest expense (2,170) (15,862) (1,203) (3) — (28,194) (47,432) Other (expense) income (1,096) (1,412) — 2,872 1,227 — 1,591 Total other (expense) income (3,475) (16,542) (1,203) 12,269 (5,466) (28,160) (42,577) Income (loss) before income taxes 21,248 (36,810) (13,940) 11,601 (5,496) (43,835) (67,232) Provision for income taxes 1,318 350 154 — — 730 2,552 Net income (loss) 19,930 (37,160) (14,094) 11,601 (5,496) (44,565) (69,784) Less: Net income (loss) attributable to non-controlling interests in consolidated subsidiaries 46 (19,233) (753) — — (229) (20,169) Less: Dividends and accretion on redeemable preferred stock — — — — — 29,827 29,827 Net income (loss) attributable to stockholders $ 19,884 $ (17,927) $ (13,341) $ 11,601 $ (5,496) $ (74,163) $ (79,442) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to stockholders: Six Months Ended June 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 37,455 $ 13,600 $ (6,497) $ 21,717 $ (3,158) $ (13,544) $ 49,573 Add: Non-controlling share of Adjusted EBITDA 10,167 Add: Equity in earnings of unconsolidated entities 2,741 Less: Interest costs on pension and OPEB liabilities (960) Less: Dividends and accretion on redeemable preferred stock (29,827) Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (15,076) Less: Interest expense (47,432) Less: Depreciation and amortization expense (40,427) Less: Incentive allocations — Less: Asset impairment charges (743) Less: Changes in fair value of non-hedge derivative instruments (1,125) Less: Losses on the modification or extinguishment of debt and capital lease obligations — Less: Acquisition and transaction expenses (905) Less: Equity-based compensation expense (1,537) Less: Provision for income taxes (2,552) Less: Other non-recurring items (1,339) Net loss attributable to stockholders $ (79,442) III. For the Three Months Ended June 30, 2022 Three Months Ended June 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 39,613 $ 14,528 $ 1,640 $ — $ — $ 10,087 $ 65,868 Expenses Operating expenses 20,868 14,261 4,190 93 10 9,807 49,229 General and administrative — — — — — 2,498 2,498 Acquisition and transaction expenses 149 — — — 29 8,694 8,872 Management fees and incentive allocation to affiliate — — — — — 3,065 3,065 Depreciation and amortization 4,864 9,739 2,376 — — 340 17,319 Total expenses 25,881 24,000 6,566 93 39 24,404 80,983 Other (expense) income Equity in (losses) earnings of unconsolidated entities — — — (12,971) (933) 45 (13,859) Interest expense (17) (6,127) (341) — — (1) (6,486) Other (expense) income (305) (1,291) — — 552 491 (553) Total other (expense) income (322) (7,418) (341) (12,971) (381) 535 (20,898) Income (loss) before income taxes 13,410 (16,890) (5,267) (13,064) (420) (13,782) (36,013) Provision for income taxes 1,818 68 — — 61 — 1,947 Net income (loss) 11,592 (16,958) (5,267) (13,064) (481) (13,782) (37,960) Less: Net loss attributable to non-controlling interests in consolidated subsidiaries — (8,135) (320) — — (25) (8,480) Net income (loss) attributable to Former Parent $ 11,592 $ (8,823) $ (4,947) $ (13,064) $ (481) $ (13,757) $ (29,480) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to Former Parent: Three Months Ended June 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 18,708 $ 4,158 $ (3,704) $ 7,379 $ (125) $ (4,862) $ 21,554 Add: Non-controlling share of Adjusted EBITDA 3,716 Add: Equity in losses of unconsolidated entities (13,859) Less: Interest costs on pension and OPEB liabilities — Less: Dividends and accretion on redeemable preferred stock — Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (6,825) Less: Interest expense (6,486) Less: Depreciation and amortization expense (17,319) Less: Incentive allocations — Less: Asset impairment charges — Less: Changes in fair value of non-hedge derivative instruments 1,514 Less: Losses on the modification or extinguishment of debt and capital lease obligations — Less: Acquisition and transaction expenses (8,872) Less: Equity-based compensation expense (956) Less: Provision for income taxes (1,947) Less: Other non-recurring items — Net loss attributable to Former Parent $ (29,480) IV. For the Six Months Ended June 30, 2022 Six Months Ended June 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 74,701 $ 27,574 $ (346) $ — $ — $ 10,087 $ 112,016 Expenses Operating expenses 41,930 27,384 7,998 168 10 9,807 87,297 General and administrative — — — — — 4,928 4,928 Acquisition and transaction expenses 355 — — — 29 12,724 13,108 Management fees and incentive allocation to affiliate — — — — — 7,226 7,226 Depreciation and amortization 9,791 19,439 4,745 — — 340 34,315 Total expenses 52,076 46,823 12,743 168 39 35,025 146,874 Other (expense) income Equity in losses (earnings) of unconsolidated entities — — — (34,352) (1,638) 88 (35,902) Interest expense (79) (12,237) (628) — — (1) (12,945) Other (expense) income (665) (1,390) — — 1,080 (37) (1,012) Total other (expense) income (744) (13,627) (628) (34,352) (558) 50 (49,859) Income (loss) before income taxes 21,881 (32,876) (13,717) (34,520) (597) (24,888) (84,717) Provision for income taxes 3,333 137 — — 61 — 3,531 Net income (loss) 18,548 (33,013) (13,717) (34,520) (658) (24,888) (88,248) Less: Net loss attributable to non-controlling interests in consolidated subsidiaries — (15,271) (650) — — (25) (15,946) Net income (loss) attributable to Former Parent $ 18,548 $ (17,742) $ (13,067) $ (34,520) $ (658) $ (24,863) $ (72,302) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to Former Parent: Six Months Ended June 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 32,374 $ 7,964 $ (8,355) $ 13,399 $ (303) $ (11,963) $ 33,116 Add: Non-controlling share of Adjusted EBITDA 7,532 Add: Equity in losses of unconsolidated entities (35,902) Less: Interest costs on pension and OPEB liabilities — Less: Dividends and accretion on redeemable preferred stock — Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (12,232) Less: Interest expense (12,945) Less: Depreciation and amortization expense (34,315) Less: Incentive allocations — Less: Asset impairment charges — Less: Changes in fair value of non-hedge derivative instruments 748 Less: Losses on the modification or extinguishment of debt and capital lease obligations — Less: Acquisition and transaction expenses (13,108) Less: Equity-based compensation expense (1,665) Less: Provision for income taxes (3,531) Less: Other non-recurring items — Net loss attributable to Former Parent $ (72,302) V. Balance Sheet The following tables sets forth the summarized balance sheet. All property, plant and equipment and leasing equipment are located in North America. June 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Current assets $ 55,086 $ 109,808 $ 4,098 $ 2,093 $ 21,973 $ 21,381 $ 214,439 Non-current assets 670,829 1,145,429 295,976 13,664 81,045 16,228 2,223,171 Total assets 725,915 1,255,237 300,074 15,757 103,018 37,609 2,437,610 Debt, net 50,000 735,499 25,000 — — 466,142 1,276,641 Current liabilities 45,439 63,134 7,603 8,666 28 57,191 182,061 Non-current liabilities 102,783 793,702 28,296 37,464 — 467,489 1,429,734 Total liabilities 148,222 856,836 35,899 46,130 28 524,680 1,611,795 Redeemable preferred stock — — — — — 294,417 294,417 Non-controlling interests in equity of consolidated subsidiaries 1,868 (51,534) 520 — — — (49,146) Total equity 577,693 398,401 264,175 (30,373) 102,990 (781,488) 531,398 Total liabilities, redeemable preferred stock and equity $ 725,915 $ 1,255,237 $ 300,074 $ 15,757 $ 103,018 $ 37,609 $ 2,437,610 December 31, 2022 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Current assets $ 56,631 $ 166,252 $ 16,888 $ 396 $ 20,747 $ 16,890 $ 277,804 Non-current assets 672,275 1,136,095 289,132 8,142 84,390 10,561 2,200,595 Total assets 728,906 1,302,347 306,020 8,538 105,137 27,451 2,478,399 Debt, net 10,000 732,145 25,000 — — 463,012 1,230,157 Current liabilities 51,902 81,147 5,958 906 — 19,668 159,581 Non-current liabilities 59,698 790,687 28,163 187,165 — 463,721 1,529,434 Total liabilities 111,600 871,834 34,121 188,071 — 483,389 1,689,015 Redeemable preferred stock — — — — — 264,590 264,590 Non-controlling interests in equity of consolidated subsidiaries 1,403 (33,048) 1,093 — — 3,723 (26,829) Total equity 617,306 430,513 271,899 (179,533) 105,137 (720,528) 524,794 Total liabilities, redeemable preferred stock and equity $ 728,906 $ 1,302,347 $ 306,020 $ 8,538 $ 105,137 $ 27,451 $ 2,478,399 |