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 and other non-cash impacts. 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 September 30, 2023 Three Months Ended September 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 41,864 $ 16,610 $ 4,087 $ — $ — $ 18,145 $ 80,706 Expenses Operating expenses 24,332 17,548 6,179 1,393 — 18,964 68,416 General and administrative — — — — — 2,485 2,485 Acquisition and transaction expenses 186 80 — — — 383 649 Management fees and incentive allocation to affiliate — — — — — 3,238 3,238 Depreciation and amortization 4,362 12,643 2,390 — — 755 20,150 Total expenses 28,880 30,271 8,569 1,393 — 25,825 94,938 Other (expense) income Equity in (losses) earnings of unconsolidated entities — — — (7,057) (2,867) 10 (9,914) (Loss) gain on sale of assets, net (264) 1 — — — — (263) Loss on extinguishment of debt (937) — — — — (1,083) (2,020) Interest expense (82) (8,280) (642) — — (16,995) (25,999) Other (expense) income (520) 109 — 2,149 649 — 2,387 Total other expense (1,803) (8,170) (642) (4,908) (2,218) (18,068) (35,809) Income (loss) before income taxes 11,181 (21,831) (5,124) (6,301) (2,218) (25,748) (50,041) Provision for (benefit from) income taxes 524 (126) 103 — — (493) 8 Net income (loss) 10,657 (21,705) (5,227) (6,301) (2,218) (25,255) (50,049) Less: Net income (loss) attributable to non-controlling interests in consolidated subsidiaries 37 (9,688) (281) — — — (9,932) Less: Dividends and accretion on redeemable preferred stock — — — — — 15,984 15,984 Net income (loss) attributable to stockholders $ 10,620 $ (12,017) $ (4,946) $ (6,301) $ (2,218) $ (41,239) $ (56,101) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to stockholders: Three Months Ended September 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 17,434 $ 7,763 $ (959) $ 7,970 $ (1,005) $ (6,548) $ 24,655 Add: Non-controlling share of Adjusted EBITDA 5,410 Add: Equity in losses of unconsolidated entities (9,914) Less: Interest costs on pension and OPEB liabilities (480) Less: Dividends and accretion on redeemable preferred stock (15,984) Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (5,554) Less: Interest expense (25,999) Less: Depreciation and amortization expense (20,150) Less: Incentive allocations — Less: Asset impairment charges — Less: Changes in fair value of non-hedge derivative instruments — Less: Losses on the modification or extinguishment of debt and capital lease obligations (2,020) Less: Acquisition and transaction expenses (649) Less: Equity-based compensation expense (4,277) Less: Provision for income taxes (8) Less: Other non-recurring items (1,131) Net loss attributable to stockholders $ (56,101) II. For the Nine Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 125,415 $ 52,806 $ 6,581 $ — $ — $ 54,230 $ 239,032 Expenses Operating expenses 71,824 49,963 16,884 1,990 29 55,663 196,353 General and administrative — — — — — 9,388 9,388 Acquisition and transaction expenses 553 116 — 71 1 813 1,554 Management fees and incentive allocation to affiliate — — — — — 9,304 9,304 Depreciation and amortization 14,588 36,656 6,916 — — 2,417 60,577 Asset impairment 743 — — — — — 743 Total expenses 87,708 86,735 23,800 2,061 30 77,585 277,919 Other income (expense) Equity in earnings (losses) of unconsolidated entities — — — 2,343 (9,560) 44 (7,173) (Loss) gain on sale of assets, net (473) 733 — — — — 260 Loss on extinguishment of debt (937) — — — — (1,083) (2,020) Interest expense (2,252) (24,142) (1,845) (3) — (45,189) (73,431) Other (expense) income (1,616) (1,303) — 5,021 1,876 — 3,978 Total other (expense) income (5,278) (24,712) (1,845) 7,361 (7,684) (46,228) (78,386) Income (loss) before income taxes 32,429 (58,641) (19,064) 5,300 (7,714) (69,583) (117,273) Provision for income taxes 1,842 224 257 — — 237 2,560 Net income (loss) 30,587 (58,865) (19,321) 5,300 (7,714) (69,820) (119,833) Less: Net income (loss) attributable to non-controlling interests in consolidated subsidiaries 83 (28,921) (1,034) — — (229) (30,101) Less: Dividends and accretion on redeemable preferred stock — — — — — 45,811 45,811 Net income (loss) attributable to stockholders $ 30,504 $ (29,944) $ (18,287) $ 5,300 $ (7,714) $ (115,402) $ (135,543) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to stockholders: Nine Months Ended September 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 54,889 $ 21,363 $ (7,456) $ 29,687 $ (4,163) $ (20,092) $ 74,228 Add: Non-controlling share of Adjusted EBITDA 15,577 Add: Equity in losses of unconsolidated entities (7,173) Less: Interest costs on pension and OPEB liabilities (1,440) Less: Dividends and accretion on redeemable preferred stock (45,811) Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (20,630) Less: Interest expense (73,431) Less: Depreciation and amortization expense (60,577) 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 (2,020) Less: Acquisition and transaction expenses (1,554) Less: Equity-based compensation expense (5,814) Less: Provision for income taxes (2,560) Less: Other non-recurring items (2,470) Net loss attributable to stockholders $ (135,543) III. For the Three Months Ended September 30, 2022 Three Months Ended September 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 39,186 $ 17,177 $ 1,879 $ — $ — $ 20,317 $ 78,559 Expenses Operating expenses 22,003 14,194 4,266 298 — 20,173 60,934 General and administrative — — — — — 3,208 3,208 Acquisition and transaction expenses 224 — — 358 — 2,172 2,754 Management fees and incentive allocation to affiliate — — — — — 2,659 2,659 Depreciation and amortization 5,337 9,748 2,310 — — 741 18,136 Total expenses 27,564 23,942 6,576 656 — 28,953 87,691 Other (expense) income Equity in (losses) earnings of unconsolidated entities — — — (9,222) (2,891) 33 (12,080) Loss on sale of assets, net (134) — — — — — (134) Interest expense (64) (5,983) (432) — — (12,682) (19,161) Other (expense) income (311) (1,401) — (25) 473 132 (1,132) Total other expense (509) (7,384) (432) (9,247) (2,418) (12,517) (32,507) Income (loss) before income taxes 11,113 (14,149) (5,129) (9,903) (2,418) (21,153) (41,639) (Benefit from) provision for income taxes (942) 2,114 — — (61) 444 1,555 Net income (loss) 12,055 (16,263) (5,129) (9,903) (2,357) (21,597) (43,194) Less: Net income (loss) attributable to non-controlling interests in consolidated subsidiaries 6 (8,002) (212) — — (173) (8,381) Less: Dividends and accretion on redeemable preferred stock — — — — 9,263 9,263 Net income (loss) attributable to stockholders and Former Parent $ 12,049 $ (8,261) $ (4,917) $ (9,903) $ (2,357) $ (30,687) $ (44,076) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to stockholders and Former Parent: Three Months Ended September 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 18,419 $ 6,023 $ (2,471) $ 11,253 $ (1,340) $ (5,780) $ 26,104 Add: Non-controlling share of Adjusted EBITDA 4,502 Add: Equity in losses of unconsolidated entities (12,080) Less: Interest costs on pension and OPEB liabilities (896) Less: Dividends and accretion on redeemable preferred stock (9,263) Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (9,770) Less: Interest expense (19,161) Less: Depreciation and amortization expense (18,136) Less: Incentive allocations — Less: Asset impairment charges — Less: Changes in fair value of non-hedge derivative instruments 310 Less: Losses on the modification or extinguishment of debt and capital lease obligations — Less: Acquisition and transaction expenses (2,754) Less: Equity-based compensation expense (1,377) Less: Provision for income taxes (1,555) Less: Other non-recurring items — Net loss attributable to stockholders and Former Parent $ (44,076) IV. For the Nine Months Ended September 30, 2022 Nine Months Ended September 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Revenues Total revenues $ 113,887 $ 44,751 $ 1,533 $ — $ — $ 30,404 $ 190,575 Expenses Operating expenses 63,933 41,578 12,264 466 10 29,980 148,231 General and administrative — — — — — 8,136 8,136 Acquisition and transaction expenses 579 — — 358 29 14,896 15,862 Management fees and incentive allocation to affiliate — — — — — 9,885 9,885 Depreciation and amortization 15,128 29,187 7,055 — — 1,081 52,451 Total expenses 79,640 70,765 19,319 824 39 63,978 234,565 Other (expense) income Equity in losses (earnings) of unconsolidated entities — — — (43,574) (4,529) 121 (47,982) Loss on sale of assets, net (134) — — — — — (134) Interest expense (143) (18,220) (1,060) — — (12,683) (32,106) Other (expense) income (976) (2,791) — (25) 1,553 95 (2,144) Total other expense (1,253) (21,011) (1,060) (43,599) (2,976) (12,467) (82,366) Income (loss) before income taxes 32,994 (47,025) (18,846) (44,423) (3,015) (46,041) (126,356) Provision for income taxes 2,391 2,251 — — — 444 5,086 Net income (loss) 30,603 (49,276) (18,846) (44,423) (3,015) (46,485) (131,442) Less: Net income (loss) attributable to non-controlling interests in consolidated subsidiaries 6 (23,273) (862) — — (198) (24,327) Less: Dividends and accretion on redeemable preferred stock — — — — — 9,263 9,263 Net income (loss) attributable to stockholders and Former Parent $ 30,597 $ (26,003) $ (17,984) $ (44,423) $ (3,015) $ (55,550) $ (116,378) The following table sets forth a reconciliation of Adjusted EBITDA to net loss attributable to stockholders and Former Parent: Nine Months Ended September 30, 2022 Port and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Adjusted EBITDA $ 50,793 $ 13,987 $ (10,826) $ 24,652 $ (1,643) $ (17,743) $ 59,220 Add: Non-controlling share of Adjusted EBITDA 12,034 Add: Equity in losses of unconsolidated entities (47,982) Less: Interest costs on pension and OPEB liabilities (896) Less: Dividends and accretion on redeemable preferred stock (9,263) Less: Pro-rata share of Adjusted EBITDA from unconsolidated entities (22,002) Less: Interest expense (32,106) Less: Depreciation and amortization expense (52,451) Less: Incentive allocations — Less: Asset impairment charges — Less: Changes in fair value of non-hedge derivative instruments 1,058 Less: Losses on the modification or extinguishment of debt and capital lease obligations — Less: Acquisition and transaction expenses (15,862) Less: Equity-based compensation expense (3,042) Less: Provision for income taxes (5,086) Less: Other non-recurring items — Net loss attributable to stockholders and Former Parent $ (116,378) 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. September 30, 2023 Ports and Terminals Railroad Jefferson Terminal Repauno Power and Gas Sustainability and Energy Transition Corporate and Other Total Current assets $ 59,165 $ 84,018 $ 4,893 $ 495 $ 22,616 $ 8,770 $ 179,957 Non-current assets 667,543 1,136,242 296,200 14,751 80,943 9,499 2,205,178 Total assets 726,708 1,220,260 301,093 15,246 103,559 18,269 2,385,135 Debt, net — 736,417 25,000 — — 557,064 1,318,481 Current liabilities 49,698 53,616 5,247 9,248 — 44,600 162,409 Non-current liabilities 53,421 794,366 28,361 7,823 — 557,900 1,441,871 Total liabilities 103,119 847,982 33,608 17,071 — 602,500 1,604,280 Redeemable preferred stock — — — — — 310,401 310,401 Non-controlling interests in equity of consolidated subsidiaries 2,152 (65,904) 340 — — — (63,412) Total equity 623,589 372,278 267,485 (1,825) 103,559 (894,632) 470,454 Total liabilities, redeemable preferred stock and equity $ 726,708 $ 1,220,260 $ 301,093 $ 15,246 $ 103,559 $ 18,269 $ 2,385,135 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 |