Overview
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- TickerFIP on Nasdaq2
- IndustryRailroads, Line-Haul Operating2
- HeadquartersWilmington, United States2
- Incorporated inDE3
- Business address1345 Avenue Of The Americas, New York, Ny 101053
- Filer categoryLarge accelerated filer3
- Legal formCorporation2
- LEI5299002QA19Z1684IX112
- StatusActive2
- LEI statusIssued and current2
- Registered addressc/o THE CORPORATION TRUST COMPANY, CORPORATION TRUST CENTER 1209 ORANGE ST, 19801 Wilmington, United States2
- Registered withDivision of Corporations, Department of State, 64692422
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Our operations consist of four primary business lines: (i) Railroad, (ii) Ports and Terminals, (iii) Power and Gas and (iv) Sustainability and Energy Transition. Our Railroad business primarily invests in and operates short line and regional railroads in North America. Our Ports and Terminals business, consisting of our Jefferson Terminal and Repauno segments, develops or acquires industrial properties in strategic locations that store and handle for third parties a variety of energy products including crude oil, refined products and clean fuels. Our Power and Gas business develops and operates facilities, such as a 485-megawatt power plant at the Long Ridge terminal in Ohio, that leverage the property’s location and key attributes to generate incremental value. Our Sustainability and Energy Transition business focuses on investments in companies and assets that utilize green technology,…5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
-30.3%Net margin6
51.6%Revenue growth, 20256
-713.1%Return on equity6
173.92×Debt to equity6
-$398.5MFree cash flow6
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Rail Revenue brought in 53% of the revenue FTAI Infrastructure Inc. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2023 | 2024 | 2025 |
|---|---|---|---|
| Rail Revenue | $167.8M | $178.2M | $172.5M |
| Service, Other | $83.3M | $93.3M | $95.1M |
| Roadside Services Revenues | $68.2M | $55.0M | $52.2M |
| License and Service | $3.1M | $5.0M | $5.1M |
| Product and Service, Other | -$1.9M | $32.0K | $324.0K |
Business segments
Power And Gas brought in 28% of the revenue FTAI Infrastructure Inc. broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2023 | 2024 | 2025 |
|---|---|---|---|
| Power And Gas | $0 | $0 | $179.3M |
| Long Ridge | $179.3M | ||
| Railroad | $169.4M | $180.0M | $172.9M |
| Jefferson Terminal | $72.1M | $80.6M | $85.7M |
| Rapauno | $10.7M | $15.8M | $11.0M |
| Repauno | $10.7M | $15.8M | $11.0M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Other costs46¢$233.3M
- Interest53¢$265.9M
- Income tax1¢$3.3M
Out of $502.5M in revenue.6 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 3 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Revenue from Contract with Customer, Excluding Assessed Tax | $502.5M | $331.5M | $320.5M |
| Operating expenses | $299.6M | $247.7M | $253.7M |
| General and administrative | $16.2M | $14.8M | $12.8M |
| Acquisition and transaction expenses | $27.1M | $5.5M | $4.1M |
| Management fees and incentive allocation to affiliate | $14.7M | $11.3M | $12.5M |
| Depreciation and amortization | $132.5M | $79.4M | $81.0M |
| Asset impairment | $4.4M | $72.3M | $743.0K |
| Total expenses | $494.6M | $431.0M | $364.8M |
| Equity in earnings (losses) of unconsolidated entities | $12.3M | -$55.5M | -$24.7M |
| Gain on sale of assets, net | $128.8M | $2.4M | $6.9M |
| Loss on modification or extinguishment of debt | -$59.3M | -$8.9M | -$2.0M |
| Interest expense | -$265.9M | -$122.1M | -$99.6M |
| Other income | $20.8M | $20.9M | $6.6M |
| Total other expense | -$163.3M | -$163.3M | -$112.9M |
| Loss before income taxes | -$155.4M | -$262.8M | -$157.3M |
| Total provision | -$3.3M | $3.3M | $2.5M |
| Net loss | -$152.1M | -$266.1M | -$159.8M |
| Less: Net loss attributable to non-controlling interests in consolidated subsidiaries | -$44.9M | -$42.4M | -$38.4M |
| Less: Preferred dividends and accretion on redeemable non-controlling interests | $44.6M | $0 | $0 |
| Less: Dividends and accretion of redeemable preferred stock | $55.6M | $70.8M | $62.4M |
| Net loss attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock | -$207.4M | -$294.5M | -$183.7M |
| Net loss attributable to common stockholders | -$260.4M | -$294.5M | -$183.7M |
| Basic (dollar per share) | -$2 | -$3 | -$2 |
| Diluted (dollars per share) | -$2 | -$3 | -$2 |
| Basic (in shares) | 115.2M shares | 108.2M shares | 103.0M shares |
| Diluted (in shares) | 115.2M shares | 108.2M shares | 103.0M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 5 quarters (quarterly), latest first.6
| Period ending | 2025-12-31 | 2025-01-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 |
|---|---|---|---|---|---|
| Cash and cash equivalents | $57.4M | $27.8M | |||
| Restricted cash and cash equivalents | $268.6M | $119.5M | |||
| Accounts receivable, net | $95.4M | $53.0M | |||
| Other current assets | $62.7M | $19.6M | |||
| Total current assets | $484.0M | $219.9M | |||
| Leasing equipment, net | $36.6M | $37.5M | |||
| Operating lease right-of-use assets, net | $133.5M | $67.9M | |||
| Property, plant, and equipment, net | $4.6B | $1.7B | |||
| Investments | $22.2M | $12.5M | |||
| Intangible assets, net | $43.2M | $46.2M | |||
| Goodwill | $365.7M | $275.4M | |||
| Other assets | $81.7M | $61.6M | |||
| Total assets | $5.7B | $2.4B | |||
| Accounts payable and accrued liabilities | $280.7M | $176.4M | |||
| Debt, net | $65.4M | $48.6M | |||
| Operating lease liabilities | $9.1M | $7.2M | |||
| Derivative Liability, Current | $34.4M | $0 | |||
| Other current liabilities | $20.4M | $18.6M | |||
| Total current liabilities | $410.0M | $250.8M | |||
| Debt, net | $3.7B | $1.5B | |||
| Operating lease liabilities | $71.0M | $60.9M | |||
| Derivative liabilities | $189.1M | $0 | |||
| Warrant liabilities | $81.6M | $0 | |||
| Deferred income tax liabilities | $300.2M | $9.6M | |||
| Other liabilities | $44.0M | $57.5M | |||
| Total liabilities | $4.8B | $1.9B | |||
| Commitments and contingencies | $0 | $0 | |||
| 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) | $1.1B | $381.2M | |||
| 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) | $1.2M | $1.1M | |||
| Additional paid in capital | $623.8M | $764.4M | |||
| Accumulated deficit | -$513.0M | -$405.8M | |||
| Accumulated other comprehensive loss | -$90.6M | -$157.1M | -$178.5M | ||
| Stockholders' equity | $21.3M | $202.7M | |||
| Non-controlling interests in equity of consolidated subsidiaries | -$167.6M | -$127.5M | |||
| Total equity | -$146.2M | $75.1M | $412.9M | $524.8M | |
| Total liabilities, redeemable preferred stock and equity | $5.7B | $2.4B | |||
| Common stock, shares outstanding (in shares) | 116.3M shares | 113.9M shares | 113.9M shares | ||
| Common stock, shares issued (in shares) | 116.3M shares | 113.9M shares | |||
| Common stock, shares authorized (in shares) | 2.0B shares | ||||
| Common stock, par value (usd per share) | $0.01 |
| Period ending | 2025-12-31 | 2025-01-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 |
|---|---|---|---|---|---|
| Cash and cash equivalents | $57.4M | $27.8M | |||
| Restricted cash and cash equivalents | $268.6M | $119.5M | |||
| Accounts receivable, net | $95.4M | $53.0M | |||
| Other current assets | $62.7M | $19.6M | |||
| Total current assets | $484.0M | $219.9M | |||
| Leasing equipment, net | $36.6M | $37.5M | |||
| Operating lease right-of-use assets, net | $133.5M | $67.9M | |||
| Property, plant, and equipment, net | $4.6B | $1.7B | |||
| Investments | $22.2M | $12.5M | |||
| Intangible assets, net | $43.2M | $46.2M | |||
| Goodwill | $365.7M | $275.4M | |||
| Other assets | $81.7M | $61.6M | |||
| Total assets | $5.7B | $2.4B | |||
| Accounts payable and accrued liabilities | $280.7M | $176.4M | |||
| Debt, net | $65.4M | $48.6M | |||
| Operating lease liabilities | $9.1M | $7.2M | |||
| Derivative Liability, Current | $34.4M | $0 | |||
| Other current liabilities | $20.4M | $18.6M | |||
| Total current liabilities | $410.0M | $250.8M | |||
| Debt, net | $3.7B | $1.5B | |||
| Operating lease liabilities | $71.0M | $60.9M | |||
| Derivative liabilities | $189.1M | $0 | |||
| Warrant liabilities | $81.6M | $0 | |||
| Deferred income tax liabilities | $300.2M | $9.6M | |||
| Other liabilities | $44.0M | $57.5M | |||
| Total liabilities | $4.8B | $1.9B | |||
| Commitments and contingencies | $0 | $0 | |||
| 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) | $1.1B | $381.2M | |||
| 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) | $1.2M | $1.1M | |||
| Additional paid in capital | $623.8M | $764.4M | |||
| Accumulated deficit | -$513.0M | -$405.8M | |||
| Accumulated other comprehensive loss | -$90.6M | -$157.1M | -$178.5M | ||
| Stockholders' equity | $21.3M | $202.7M | |||
| Non-controlling interests in equity of consolidated subsidiaries | -$167.6M | -$127.5M | |||
| Total equity | -$146.2M | $75.1M | $412.9M | $524.8M | |
| Total liabilities, redeemable preferred stock and equity | $5.7B | $2.4B | |||
| Common stock, shares outstanding (in shares) | 116.3M shares | 113.9M shares | 113.9M shares | ||
| Common stock, shares issued (in shares) | 116.3M shares | 113.9M shares | |||
| Common stock, shares authorized (in shares) | 2.0B shares | ||||
| Common stock, par value (usd per share) | $0.01 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.6
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Net loss | -$152.1M | -$266.1M | -$159.8M |
| Equity in (earnings) losses of unconsolidated entities | -$12.3M | $55.5M | $24.7M |
| Gain (Loss) on Disposition of Stock in Subsidiary | $128.9M | $0 | $0 |
| Gain (Loss) on Disposition of Assets | -$79.0K | $2.4M | $6.9M |
| Loss on modification or extinguishment of debt | $59.3M | $8.9M | $2.0M |
| Gain On Sale Of Easement | $0 | -$3.5M | $0 |
| Equity-based compensation | $11.1M | $8.6M | $9.2M |
| Depreciation and amortization | $132.5M | $79.4M | $81.0M |
| Asset impairment | $4.4M | $72.3M | $743.0K |
| Change in deferred income taxes | -$5.8M | $1.9M | $2.0M |
| Change in fair value of non-hedge derivatives | $603.0K | $0 | $1.1M |
| Fair Value Adjustment of Warrants | -$4.2M | $0 | $0 |
| Amortization of deferred financing costs | $11.0M | $6.2M | $6.8M |
| Amortization Of Other Comprehensive Income (Loss) | -$20.1M | $0 | $0 |
| Paid-in-Kind Interest | $5.8M | $0 | $0 |
| Provision for (recovery) credit losses | -$888.0K | $863.0K | $2.0M |
| Amortization of Debt Discount (Premium) | $23.3M | $8.7M | $4.9M |
| Accounts receivable | -$9.9M | $2.1M | $2.8M |
| Other assets | -$13.3M | -$2.0M | $25.2M |
| Accounts payable and accrued liabilities | $51.7M | $21.0M | $8.6M |
| Increase (Decrease) in Derivative Liabilities | -$67.0M | $0 | $0 |
| Other liabilities | -$3.4M | -$7.0M | $1.1M |
| Net cash (used in) provided by operating activities | -$118.0M | -$15.3M | $5.5M |
| Investment in unconsolidated entities | -$18.5M | -$3.8M | -$7.1M |
| Payments to Acquire Businesses, Net of Cash Acquired | -$856.6M | $0 | -$4.4M |
| Acquisition of business, net of cash acquired | -$724.0K | -$3.3M | -$1.7M |
| Acquisition of property, plant and equipment | -$280.5M | -$79.5M | -$99.0M |
| Proceeds from Collection of Loans Receivable | $11.0M | $0 | $0 |
| Investment in promissory notes | $0 | -$31.4M | -$36.0M |
| Investment In equity instruments | $0 | -$5.0M | $0 |
| Proceeds from sale of leasing equipment | $0 | $0 | $105.0K |
| Proceeds from Insurance Settlement, Investing Activities | $0 | $267.0K | $0 |
| Proceeds from Sale of Property, Plant, and Equipment | $2.8M | $1.2M | $1.1M |
| Proceeds from sale of easement | $0 | $3.5M | $0 |
| Net cash used in investing activities | -$1.1B | -$118.1M | -$147.1M |
| Proceeds from debt, net | $1.8B | $498.4M | $181.3M |
| Repayment of debt | -$780.4M | -$247.6M | -$75.1M |
| Payment of financing costs | -$62.1M | -$11.4M | -$8.8M |
| Proceeds from issuance of common shares | $2.7M | $0 | $0 |
| Proceeds from issuance of redeemable preferred stock and warrants | $1.0B | $0 | $0 |
| Redeemable preferred stock issuance costs | -$21.2M | $0 | $0 |
| Payments for Repurchase of Preferred Stock and Preference Stock | -$447.1M | $0 | $0 |
| Distributions to non-controlling interests | -$1.3M | -$15.0M | -$1.6M |
| Settlement of equity-based compensation | -$6.0M | -$3.3M | -$2.2M |
| Cash dividends - common stock | -$13.8M | -$13.1M | -$12.4M |
| Cash dividends - redeemable preferred stock | -$25.5M | -$14.7M | -$1.8M |
| Net cash provided by financing activities | $1.4B | $193.2M | $79.4M |
| Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents | $178.7M | $59.8M | -$62.2M |
| Cash paid for interest, net of capitalized interest | $219.6M | $94.4M | $88.4M |
| Acquisition of property, plant and equipment | -$46.5M | -$48.6M | -$1.7M |
| Noncash or Part Noncash Acquisition, Acquisition Of Business | $286.0M | $0 | $0 |
| Dividends and accretion of redeemable preferred stock | $0 | -$56.1M | -$60.6M |
| Dividends and accretion of redeemable preferred stock - NCI | -$44.6M | $0 | $0 |
| Debt Issuance Costs Incurred During Noncash or Partial Noncash Transaction | $0 | -$16.2M | $0 |
No quarter-by-quarter statement was filed.
Corporate structure
FTAI Infrastructure Inc. sits at the top of its group. 108 entities, 5 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of FTAI Infrastructure Inc.
- Wellington Management Company Filed SCHEDULE 13G/A on FTAI Infrastructure Inc., latest Aug 13, 2026 (4 filings since Nov 12, 2025)
- LIF AIV 1, L.P. Filed SCHEDULE 13D/A on FTAI Infrastructure Inc., latest Jul 2, 2026 (2 filings since Mar 5, 2025)
- AllianceBernstein Filed SCHEDULE 13G/A on FTAI Infrastructure Inc., latest May 18, 2026 (2 filings since Feb 17, 2026)
- VANGUARD GROUP INC Filed SCHEDULE 13G/A on FTAI Infrastructure Inc., latest Mar 26, 2026 (2 filings since Feb 13, 2024)
- FRONTIER CAPITAL MANAGEMENT CO LLC Filed SCHEDULE 13G on FTAI Infrastructure Inc., latest Feb 17, 2026
- Steven D. Lebowitz Filed SCHEDULE 13G on FTAI Infrastructure Inc., latest Feb 12, 2026 (2 filings since Apr 16, 2025)
- Hood River Capital Management LLC Filed SCHEDULE 13G/A on FTAI Infrastructure Inc., latest Nov 14, 2025 (2 filings since Feb 14, 2025)
- Long Focus Capital Management, LLC Filed SCHEDULE 13G on FTAI Infrastructure Inc., latest Nov 14, 2025 (2 filings since Apr 22, 2025)
- Luxor Capital Group, LP Filed SCHEDULE 13G/A on FTAI Infrastructure Inc., latest Nov 14, 2025 (5 filings since Feb 20, 2024)
- BlackRock Filed SCHEDULE 13G/A on FTAI Infrastructure Inc., latest Jul 17, 2025 (2 filings since Jan 26, 2024)
- FIG Buyer GP, LLC Filed SC 13G/A on FTAI Infrastructure Inc., latest Nov 14, 2024 (2 filings since Jun 7, 2024)
- Luxor Capital Partners, LP Filed SC 13G/A on FTAI Infrastructure Inc., latest Nov 14, 2024
- FTAI Infrastructure Inc. Wilmington, Delaware, United States
- Akron Barbeton Cluster Railway Corporation Subsidiary · Ohio, United States
- ARM Investment LLC Subsidiary · Delaware, United States
- Birmingham Southern Railroad Company LLC Subsidiary · Alabama, United States
- CFC Investment LLC Subsidiary · Delaware, United States
- CL Lender LLC Subsidiary · Delaware, United States
- Clean Planet Energy AL LLC Subsidiary · Delaware, United States
- Clean Planet Energy SC LLC Subsidiary · Delaware, United States
- Clean Planet Energy USA LLC Subsidiary · Delaware, United States
- CPE Investor LLC Subsidiary · Delaware, United States
- CPE Repauno LLC Subsidiary · Delaware, United States
- Delaware River Partners Holdco LLC Subsidiary · Delaware, United States
- Delaware River Partners LLC Subsidiary · Delaware, United States
- Delray Connecting Railroad Company Inc Subsidiary · Michigan, United States
- DRP Trading LLC Subsidiary · Delaware, United States
- DRP Urban Renewal 1, LLC Subsidiary · New Jersey, United States
- DRP Urban Renewal 2, LLC Subsidiary · New Jersey, United States
- DRP Urban Renewal 3, LLC Subsidiary · New Jersey, United States
- DRP Urban Renewal 4, LLC Subsidiary · Delaware, United States
- DRP Urban Renewal 5, LLC Subsidiary · Delaware, United States
- East Ohio Valley Railway LLC Subsidiary · Delaware, United States
- ECM Investment Holdco LLC Subsidiary · Delaware, United States
- ECM Investment LLC Subsidiary · Delaware, United States
- ECM Investment Parent LLC Subsidiary · Delaware, United States
- Fairfield Southern Company, LLC Subsidiary · Alabama, United States
- FFFXY Holdco LLC Subsidiary · Delaware, United States
- and 82 more
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What FTAI Infrastructure Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $5.1B6 Dec 31, 2025 | $2.0B6 Dec 31, 2024 | +152.4% |
| Accumulated depreciation | $477.5M6 Dec 31, 2025 | $350.7M6 Dec 31, 2024 | +36.1% |
| Property and equipment, net | $4.6B6 Dec 31, 2025 | $1.7B6 Dec 31, 2024 | +177.1% |
| Operating-lease assets (leased space) | $133.5M6 Dec 31, 2025 | $67.9M6 Dec 31, 2024 | +96.5% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $57.4M6 Dec 31, 2025 | $27.8M6 Dec 31, 2024 | +106.4% |
| Stakes in other companies (equity method) | $22.2M6 Dec 31, 2025 | $12.5M6 Dec 31, 2024 | +77.5% |
| Deposits held (banks) | $3.8M6 Dec 31, 2025 | $06 Dec 31, 2024 |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $365.7M6 Dec 31, 2025 | $275.4M6 Dec 31, 2024 | +32.8% |
| Intangible assets, net (excluding goodwill) | $43.2M6 Dec 31, 2025 | $46.2M6 Dec 31, 2024 | −6.6% |
| Finite-lived intangibles, net | $43.2M6 Dec 31, 2025 | $46.2M9 Dec 31, 2024 | −6.6% |
Properties, in its own words
An affiliate of our Manager leases principal executive offices at 1345 Avenue of the Americas, 45th Floor, New York, NY 10105. We sublease a portion of office space from an entity controlled by certain employees of the Manager in New York. Jefferson Terminal leases approximately 300 acres of property for its terminal facilities and leases approximately 16,100 square feet of office space in Texas. We are redeveloping Repauno, located in New Jersey, which includes over 1,600 acres of land, riparian rights, rail tracks and a 186,000 barrel underground storage cavern, to be a multi-purpose, multi-modal deepwater port. Transtar owns or has operating rights (through easements, leases, licenses, or other arrangements) on roughly 2,000 acres of real property in Michigan, Ohio, Pennsylvania, Texas, and Indiana. Wheeling owns or has operating rights (through ownership, leases, easements, and other arrangements) over rail lines, yards, terminals, and related facilities located primarily in Ohio, Pennsylvania, West Virginia and Maryland. Long Ridge owns a total of 1,660 acres located in Ohio and West Virginia. Additionally, FYX and our railcar cleaning business lease space in Kentucky, Florida and Maine, respectively. We believe that our office facilities and properties are suitable and adequate for our business as it is contemplated to be conducted.
Item 2 of the 10-K filed Mar 16, 2026.5
Leadership
Who has led FTAI Infrastructure Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
2025
- Chief executive officerKenneth J. Nicholson Jul 15, 2022 to now12
- PresidentKenneth J. Nicholson Jul 15, 2022 to now12
- Chief financial officerCarl Russell Fletcher Iv. Mar 27, 2025 to now13
- Chief financial officerScott Christopher Jul 15, 2022 to Aug 3, 202214
Board members and other officers (7)
- Board memberAiv 1. L.p. Lif Feb 28, 2025 to now15
- Board memberMatthew Rinklin Feb 28, 2025 to now16
- Board memberMichael Jay Sacks Feb 28, 2025 to now15
- Board memberJoseph P. Adams Jr. Jul 15, 2022 to now17
- Board memberJudith A. Hannaway Jul 22, 2022 to now18
- Board memberRay M. Robinson Aug 2, 2022 to now19
- Board memberKenneth J. Nicholson Nov 3, 2022 to Nov 3, 202220
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- ARM Investment LLC Delaware4
- Akron Barbeton Cluster Railway Corporation Ohio4
- Birmingham Southern Railroad Company LLC Alabama4
- CFC Investment LLC Delaware4
- CL Lender LLC Delaware4
- CPE Investor LLC Delaware4
- CPE Repauno LLC Delaware4
- Clean Planet Energy AL LLC Delaware4
- Clean Planet Energy SC LLC Delaware4
- Clean Planet Energy USA LLC Delaware4
- DRP Trading LLC Delaware4
- DRP Urban Renewal 1, LLC New Jersey4
- DRP Urban Renewal 2, LLC New Jersey4
- DRP Urban Renewal 3, LLC New Jersey4
- DRP Urban Renewal 4, LLC Delaware4
- DRP Urban Renewal 5, LLC Delaware4
- Delaware River Partners Holdco LLC Delaware4
- Delaware River Partners LLC Delaware4
- Delray Connecting Railroad Company Inc Michigan4
- ECM Investment Holdco LLC Delaware4
- ECM Investment LLC Delaware4
- ECM Investment Parent LLC Delaware4
- East Ohio Valley Railway LLC Delaware4
- FFFXY Holdco LLC Delaware4
All 108 listed subsidiaries
- FFFYX LLC Delaware4
- FIP RR 1 LLC Delaware4
- FIP RR 2 LLC Delaware4
- FIP RR Holding Company LLC Delaware4
- FIP RR Holdings LLC Delaware4
- FTAI Energy Co 1 LLC Delaware4
- FTAI Energy Co 1 Ltd. Bermuda4
- FTAI Energy Development Holdings LLC Delaware4
- FTAI Energy Downstream Holdings LLC Delaware4
- FTAI Energy Holdings LLC Delaware4
- FTAI Energy Holdings Sub I LLC Delaware4
- FTAI Energy Holdings Sub II LLC Delaware4
- FTAI Energy Marketing LLC Delaware4
- FTAI Energy Midstream Holdings LLC Delaware4
- FTAI Energy Partners LLC Delaware4
- FTAI Midstream GP Holdings LLC Delaware4
- FTAI Midstream GP LLC Delaware4
- FTAI Midstream Holdings LLC Delaware4
- FTAI Partner Holdings LLC Delaware4
- FTAI Railcar Holdings LLC Delaware4
- FYX Fleet, LLC (f/k/a TRAC Interstar LLC) Delaware4
- FYX Holdco LLC Delaware4
- FYX Owner LLC Delaware4
- FYX Trust Holdco LLC Delaware4
- Fairfield Southern Company, LLC Alabama4
- GM-FTAI Holdco LLC Delaware4
- Gary Railway Company, LLC Delaware4
- Intermodal Finance I Ltd. (process of dissolution) Cayman Islands4
- Intermodal Operations, Inc. Ohio4
- JCCOM Holdco LLC Delaware4
- JGC Holdco LLC Delaware4
- JGC Investment Holdings LLC Delaware4
- JGC Management Holdings Inc. Delaware4
- JGP Energy Partners LLC (f/k/a Jefferson Ethanol Partners LLC) Delaware4
- Jefferson 2010 Bond Holdings LLC Delaware4
- Jefferson 2012 Bond Holdings LLC Delaware4
- Jefferson 2020 Bond Borrower LLC Delaware4
- Jefferson 2020 Bond Lessee LLC Delaware4
- Jefferson Canadian Crude Oil Marketing ULC Canada4
- Jefferson Cross Channel Pipeline LLC Delaware4
- Jefferson DRE Liabilities LLC Delaware4
- Jefferson Docks I LLC Delaware4
- Jefferson Energy Canco LLC Delaware4
- Jefferson Energy Marketing LLC Delaware4
- Jefferson Ethanol Holdings LLC Delaware4
- Jefferson Gas Processing LLC Delaware4
- Jefferson Gulf Coast Connector LLC Delaware4
- Jefferson Gulf Coast Energy Holdings LLC Delaware4
- Jefferson Gulf Coast Energy Partners LLC Delaware4
- Jefferson Gulf Coast Management LLC Delaware4
- Jefferson Gulf Coast Real Estate LLC Delaware4
- Jefferson LNG Holdings LLC Delaware4
- Jefferson Pipeline I LLC Delaware4
- Jefferson Railport Terminal I (Texas) LLC Texas4
- Jefferson Railport Terminal I LLC Delaware4
- Jefferson Railport Terminal II Holdings LLC Delaware4
- Jefferson Railport Terminal II LLC Delaware4
- Jefferson Southern Star Pipeline LLC Delaware4
- Jefferson Storage I LLC Delaware4
- Jefferson Terminal Logistics LLC Delaware4
- Jefferson Terminal South LLC Delaware4
- Jefferson Truck Terminal I LLC Delaware4
- KAT Holdco LLC Delaware4
- Katahdin Railcar Services LLC Delaware4
- Long Ridge Energy & Power LLC (f/k/a Long Ridge Terminal LLC) Delaware4
- Long Ridge Energy Generation LLC (f/k/a Ohio Powerco LLC) Delaware4
- Long Ridge Energy LLC (f/k/a Ohio River PP Holdco LLC) Delaware4
- Long Ridge Retail Electric Supplier LLC Delaware4
- Long Ridge West Virginia LLC Delaware4
- Ohio Gasco LLC Delaware4
- Ohio River Partners Finance LLC Delaware4
- Ohio River Partners Holdco LLC Delaware4
- Ohio River Partners Shareholder LLC Delaware4
- Percy Acquisition LLC Delaware4
- Pyroplast Energy Ltd England and Wales4
- Repauno Financing Holdco LLC Delaware4
- Texas & Northern Railway Company, LLC Texas4
- The Lake Terminal Railroad Company, LLC Delaware4
- The Wheeling Corporation Delaware4
- Transtar LLC Delaware4
- Union Railroad Company LLC Delaware4
- WWTAI Container Holdco Ltd. Bermuda4
- WWTAI Container I Ltd. Bermuda4
- Wheeling & Lake Erie Railway Company Ohio4
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
- FTAI Infrastructure LLCDec 20, 2021 to Jul 25, 20223
Timeline
- Sep 28, 20268-K Entered a material agreement; Regulation FD disclosure21
- Aug 5, 20268-K Results of operations22
- Jul 2, 20268-K Entered a material agreement; New debt or obligation23
- May 29, 20268-K Shareholder vote24
- May 7, 20268-K Results of operations25
- Apr 30, 20268-K Entered a material agreement; Regulation FD disclosure26
- Apr 17, 20268-K Change of auditor27
- Feb 26, 20268-K Entered a material agreement; Ended a material agreement; Results of operations28
- Jan 26, 20268-K Regulation FD disclosure; Other events29
- Oct 30, 20258-K Results of operations30
- Oct 24, 20258-K Regulation FD disclosure31
- Aug 25, 20258-K Entered a material agreement; Ended a material agreement; Completed an acquisition or sale32
- Jul 15, 2022New chief executive Kenneth J. Nicholson becomes CEO12
- Dec 13, 2021Founded FTAI Infrastructure Inc. is founded2
Calendar
Coming up
- Nov 5, 2026 · After the closeReports results for the quarter ending Sep/202633
When it reported results
- Aug 5, 2026Reported quarterly or annual results22
- May 7, 2026Reported quarterly or annual results25
- Feb 26, 2026Reported quarterly or annual results28
- Oct 30, 2025Reported quarterly or annual results30
- Aug 7, 2025Reported quarterly or annual results34
- May 8, 2025Reported quarterly or annual results35
- Feb 28, 2025Reported quarterly or annual results36
- Oct 30, 2024Reported quarterly or annual results37
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
224 filings to the SEC since October 2021: 4 annual reports, 13 quarterly reports, 54 major events, 70 insider forms, 33 large holders, 50 other. The latest 20:
- Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
- Sep 28, 20268-K EDGAR
- Aug 13, 2026SCHEDULE 13G/A EDGAR
- Aug 10, 202610-Q EDGAR
- Aug 5, 20268-K EDGAR
- Jul 2, 20268-K EDGAR
- Jul 2, 20264 OWNERSHIP DOCUMENT EDGAR
- Jul 2, 2026SCHEDULE 13D/A EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- Jun 29, 20264 EDGAR
- May 29, 20268-K EDGAR
- May 28, 20264 EDGAR
- May 18, 2026SCHEDULE 13G/A EDGAR
- May 8, 202610-Q EDGAR
- May 7, 20268-K EDGAR
- Apr 30, 20268-K EDGAR
- Apr 20, 2026ARS EDGAR
- Apr 20, 2026DEF 14A EDGAR
- Apr 17, 20268-K EDGAR
The 224 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
9 open-market trades by officers, directors and large owners since October 2021: 8 buys and 1 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| May 28, 2026 | Fletcher Carl Russell IVCFO and CAO | Buy | 10,000 | $4.58 | $45.8K | Form 4 |
| Aug 21, 2025 | Fletcher Carl Russell IVCFO and CAO | Buy | 10,000 | $4.48 | $44.8K | Form 4 |
| May 23, 2025 | Fletcher Carl Russell IVCFO and CAO | Buy | 20,000 | $5.33 | $106.6K | Form 4 |
| May 20, 2025 | Nicholson Kenneth J.CEO and President | Buy | 500,000 | $5.22 | $2.6M | Form 4 |
| Aug 9, 2024 | FINCO I Intermediate Holdco LLC10% owner | Sale | 3,399,501 | $9.04 | $30.7M | Form 4 |
| Aug 3, 2022 | Christopher ScottCFO, CAO | Buy | 7,500 | $2.71 | $20.3K | Form 4 |
| Aug 2, 2022 | Nicholson Kenneth J.CEO and President | Buy | 300,000 | $2.93 | $879.5K | Form 4 |
| Aug 2, 2022 | Adams Joseph P. Jr.Director | Buy | 50,000 | $2.75 | $137.5K | Form 4 |
| Aug 2, 2022 | Hamilton James L.Director | Buy | 2,000 | $2.66 | $5.3K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Wellington Management CompanySCHEDULE 13G/A, 4 filings Nov 12, 2025 to Aug 13, 202638
- LIF AIV 1, L.P.SCHEDULE 13D/A, 2 filings Mar 5, 2025 to Jul 2, 202639
- AllianceBernsteinSCHEDULE 13G/A, 2 filings Feb 17, 2026 to May 18, 202640
- VANGUARD GROUP INCSCHEDULE 13G/A, 2 filings Feb 13, 2024 to Mar 26, 202641
- FRONTIER CAPITAL MANAGEMENT CO LLCSCHEDULE 13G, 1 filing Feb 17, 202642
- Steven D. LebowitzSCHEDULE 13G, 2 filings Apr 16, 2025 to Feb 12, 202643
- Hood River Capital Management LLCSCHEDULE 13G/A, 2 filings Feb 14, 2025 to Nov 14, 202544
- Long Focus Capital Management, LLCSCHEDULE 13G, 2 filings Apr 22, 2025 to Nov 14, 202545
- Luxor Capital Group, LPSCHEDULE 13G/A, 5 filings Feb 20, 2024 to Nov 14, 202546
- BlackRockSCHEDULE 13G/A, 2 filings Jan 26, 2024 to Jul 17, 202547
- FIG Buyer GP, LLCSC 13G/A, 2 filings Jun 7, 2024 to Nov 14, 202448
- Luxor Capital Partners, LPSC 13G/A, 1 filing Nov 14, 202449
- ARES MANAGEMENT LLCSC 13G/A, 3 filings Aug 11, 2022 to Nov 8, 202450
- Fortress Investment Group LLCSC 13G/A, 2 filings Feb 10, 2023 to Feb 9, 202451
- WASHINGTON STATE INVESTMENT BOARDSC 13G, 1 filing Aug 10, 202252
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Scott ChristopherFormer Chief Financial Officer, Chief Accounting Officer and Treasurer | $102.3K | $552.5K53 | |
| 2024 | Scott ChristopherFormer Chief Financial Officer, Chief Accounting Officer and Treasurer | $200.0K | $1.1M53 | |
| 2023 | Scott ChristopherFormer Chief Financial Officer, Chief Accounting Officer and Treasurer | $200.0K | $1.2M53 |
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Wellington Management Group Llp | 13,490,351 | $62.6M | 0.0% | +1,259,468 |
| Washington State Investment Board | 11,785,779 | $54.7M | 20.4% | No change |
| BlackRock, Inc. | 8,950,618 | $41.5M | 0.0% | +708,946 |
| Frontier Capital Management Co LLC | 8,257,704 | $38.3M | 0.4% | +702,012 |
| First Eagle Investment Management, LLC | 5,495,124 | $25.5M | 0.0% | +2,969,562 |
| Caspian Capital LP | 5,211,307 | $24.2M | 13.7% | No change |
| Vanguard Capital Management LLC | 4,847,955 | $22.5M | 0.0% | +162,654 |
| Alliancebernstein L.P. | 4,253,292 | $21.0M | 0.0% | −944,709 |
| Long Focus Capital Management, LLC | 3,517,209 | $16.3M | 0.7% | −556,096 |
| Royce & Associates LP | 3,307,338 | $15.3M | 0.1% | +410,160 |
| State Street Corp | 3,001,777 | $13.9M | 0.0% | +307,478 |
| Geode Capital Management, LLC | 2,946,803 | $13.7M | 0.0% | +174,165 |
| Garnet Equity Capital Holdings, Inc. | 2,164,177 | $10.0M | 4.5% | +205,458 |
| Shay Capital LLC | 2,134,051 | $9.9M | 1.1% | −165,949 |
| Pingora Partners LLC | 2,094,053 | $9.7M | 5.7% | +41,400 |
| CenterBook Partners LP | 1,962,977 | $9.1M | 0.4% | +615,865 |
| Diamond Hill Capital Management, LLC (Investment Advisor) | 1,851,613 | $8.6M | 0.1% | +293,664 |
| Goldman Sachs Group Inc | 1,349,528 | $6.3M | 0.0% | +153,056 |
| Ares Management LLC | 1,197,554 | $5.6M | 0.3% | No change |
| Bard Associates Inc | 1,196,467 | $5.6M | 1.2% | −8,126 |
| UBS Group AG | 1,055,149 | $4.9M | 0.0% | +509,190 |
| Northern Trust Corp | 1,045,124 | $4.8M | 0.0% | +145,296 |
| Citadel Advisors LLC | 940,471 | $4.4M | 0.0% | +342,054 |
| Vanguard Portfolio Management LLC | 896,668 | $4.2M | 0.0% | +119,255 |
| Charles Schwab Investment Management Inc | 891,425 | $4.1M | 0.0% | −38,787 |
13F reports cover disclosed long positions in U.S. stocks only.
Members of Congress who traded it
2 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.
| Date | Member | Trade | Amount | Vs S&P since | Filing |
|---|---|---|---|---|---|
| May 5, 2026 | Brian BabinRepublican, House | Sale | $1,001 - $15,000 | +62.3% | Report |
| Aug 2, 2022 | Brian BabinRepublican, House | Buy | $1,001 - $15,000 | −99.5% | Report |
Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).
SEC filer profile
How FTAI Infrastructure Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARFTAI Infrastructure Inc.1
- CIK0001899883
- Employer ID (EIN)87-44070055
- Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
- Incorporated inDelaware5
- Fiscal year endsDecember 311
- Industry code (SIC)4011 Railroads, Line-Haul Operating1
- SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
- Business address1345 Avenue Of The Americas, New York, NY 101051
- Phone(212) 798-61001
- Shares outstanding118,181,737 as of Aug 4, 202611
- Public float$698.0M as of Jun 30, 20255
- AuditorErnst & Young LLP, New York, New York PCAOB ID 42; it also attests to the company’s internal control over financial reporting5
- On EDGAR sinceDec 20, 20211
- Filings224 in all: 4 (53), 8-K (52), 3 (15), 10-Q (13), SCHEDULE 13G/A (11), CORRESP (8), SCHEDULE 13G (8), UPLOAD (8)1
All 32 form types
SC 13G (6), SC 13G/A (6), 10-K (4), ARS (4), DEF 14A (4), 10-12B/A (3), DEFA14A (3), EFFECT (3), NT 10-K (3), S-3 (3), 8-K/A (2), DRS/A (2), NT 10-Q (2), 10-12B (1), 3/A (1), 4/A (1), CERT (1), DRS (1), DRSLTR (1), S-3/A (1), S-3ASR (1), SCHEDULE 13D (1), SCHEDULE 13D/A (1), SEC STAFF ACTION (1)
- Latest filingsAnnual report (10-K) Mar 16, 2026
Quarterly report (10-Q) Aug 10, 2026
Proxy statement (DEF 14A) Apr 20, 2026
Latest 8-K (8-K) Sep 28, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common stock, par value $0.01 per share | FIP | The Nasdaq Global Select Market |
From the cover page of the 10-K filed Mar 16, 2026 (Section 12(b) of the Exchange Act).5
Risk factors and legal proceedings
The risks FTAI Infrastructure Inc. names in Item 1A of its 10-K filed Mar 16, 2026: 61 risks under these headings, as written.5
- Risks Related to Our Business
- We have limited operating history as an independent company and may not be able to successfully operate our business strategy, generate sufficient revenue to make or sustain distributions to our stockholders or meet our contractual commitments.
- Uncertainty relating to macroeconomic conditions may reduce the demand for our assets, limit our ability to obtain additional capital to finance new investments or refinance existing debt, or have other unforeseen negative effects.
- The industries in which we operate have experienced periods of oversupply during which asset values have declined, particularly during the most recent economic downturn, and any future oversupply could materially adversely affect our results of operations and cash flows.
- There can be no assurance that any target returns will be achieved.
- Contractual defaults may adversely affect our business, prospects, financial condition, results of operations and cash flows by decreasing revenues and increasing storage, positioning, collection, recovery and lost equipment expenses.
- If we acquire a high concentration of a particular type of asset, or concentrate our investments in a particular sector, our business, prospects, financial condition, results of operations and cash flows could be adversely affected by changes in market demand or problems specific to that asset or sector.
- We may not generate a sufficient amount of cash or generate sufficient free cash flow to fund our operations or repay our and our subsidiaries’ indebtedness and preferred stock.
- We operate in highly competitive markets.
- The values of our assets may fluctuate due to various factors.
- We may acquire operating businesses, including businesses whose operations are not fully matured and stabilized. These businesses may be subject to significant operating and development risks, including increased competition, cost overruns and delays, and difficulties in obtaining approvals or financing. These factors could materially affect our business, financial condition, liquidity and results of operations.
- Our use of joint ventures or partnerships, and our Manager’s outsourcing of certain functions, may present unforeseen obstacles or costs.
The other 50 risks
- We are subject to the risks and costs of obsolescence of our assets.
- The North American rail sector is a highly regulated industry and increased costs of compliance with, or liability for violation of, existing or future laws, regulations and other requirements could significantly increase our operational costs of doing business, thereby adversely affecting our profitability.
- Our business could be adversely affected if service on the railroads is interrupted or if more stringent regulations are adopted regarding railcar design or the transportation of crude oil by rail.
- We could be negatively impacted by environmental, social, and governance (“ESG”) and sustainability-related matters.
- We transport hazardous materials.
- We may be affected by fluctuating prices for fuel and energy.
- Because we depend on Class I railroads for a significant portion of our operations in North America, our results of operations, financial condition and liquidity may be adversely affected if our relationships with these carriers deteriorate.
- The Railroad segment faces competition from other railroads and other transportation providers.
- Our assets are exposed to unplanned interruptions caused by events outside of our control which may disrupt our business and cause damage or losses that may not be adequately covered by insurance.
- We are actively evaluating potential acquisitions of assets and operating companies in other infrastructure sectors which could result in additional risks and uncertainties for our business and unexpected regulatory compliance costs.
- Restrictive covenants in our and our subsidiaries’ debt and preferred stock instruments may adversely affect us.
- Terrorist attacks or other hostilities could negatively impact our operations and our profitability and may expose us to liability and reputational damage.
- Our inability to obtain sufficient capital would constrain our ability to grow our portfolio and to increase our revenues.
- The effects of various environmental regulations may negatively affect the industries in which we operate which could have a material adverse effect on our financial condition, results of operations and cash flows.
- Our Repauno site and the Long Ridge property are subject to environmental laws and regulations that may expose us to significant costs and liabilities.
- We have material customer concentration with respect to the Jefferson Terminal and Railroad segments, with a limited number of customers accounting for a material portion of our revenues.
- A cyberattack that bypasses our information technology (“IT”) security systems or the IT security systems of our third-party providers, causing an IT security breach or cybersecurity incident, may lead to a disruption of our IT systems and the loss of business information which may hinder our ability to conduct our business effectively and may result in lost revenues and additional costs.
- If we are deemed an “investment company” under the Investment Company Act, it could have a material adverse effect on our business, prospects, financial condition, results of operations and cash flows.
- Adverse judgments or settlements in legal proceedings could materially harm our business, financial condition, operating results and cash flows.
- Risks Related to Our Manager
- We are dependent on our Manager and other key personnel at Fortress and may not find suitable replacements if our Manager terminates the Management Agreement or if other key personnel depart.
- There are conflicts of interest in our relationship with our Manager.
- Our directors have approved a broad asset acquisition strategy for our Manager and will not approve each acquisition we make at the direction of our Manager. In addition, we may change our strategy without a stockholder vote, which may result in our acquiring assets that are different, riskier or less profitable than our current assets.
- Our Manager will not be liable to us for any acts or omissions performed in accordance with the Management Agreement, including with respect to the performance of our assets.
- Our Manager’s due diligence of potential asset acquisitions or other transactions may not identify all pertinent risks, which could materially affect our business, financial condition, liquidity and results of operations.
- Risks Related to the Spin-off
- The ownership by some of our directors of common shares, options, or other equity awards of FTAI may create, or may create the appearance of, conflicts of interest.
- We may compete with affiliates of and entities managed by our Manager which could adversely affect our and their results of operations.
- We share certain key directors with FTAI, which means those officers do not devote their full time and attention to our affairs and the overlap may give rise to conflicts.
- The degree to which we are leveraged could cause a material adverse effect on our business, financial condition, results of operations and cash flows.
- We experienced an “ownership change” for purposes of Section 382 of the Code, which limits our ability to utilize our net operating loss and certain other tax attributes to reduce our future taxable income.
- Risks Related to the Wheeling Acquisition
- We may be unable to successfully integrate the businesses and realize the anticipated benefits of the Wheeling Acquisition.
- We may not have discovered undisclosed liabilities or other issues of Wheeling during our due diligence process, and we may not have adequate legal protection from potential liabilities of, or in respect of our acquisition of Wheeling.
- Wheeling faces competition from other railroads and other transportation providers.
- Wheeling has material customer concentration, with a limited number of customers accounting for a material portion of our revenues.
- The future results of the Company may be adversely impacted if the Company does not effectively manage its expanded operations following the completion of the Wheeling Acquisition.
- Wheeling has not been required to comply with the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”).
- Risks Related to Our Common Stock
- The market price and trading volume of our common stock may be volatile, which could result in rapid and substantial losses for our stockholders.
- An increase in market interest rates may have an adverse effect on the market price of our common stock.
- There can be no assurance that the market for our common stock will provide you with adequate liquidity.
- Failure to maintain effective internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002 could have a material adverse effect on our business and stock price.
- Your percentage ownership in us may be diluted in the future.
- Our common stock is subject to ownership and transfer restrictions intended to preserve our ability to use our net operating loss carryforwards and other tax attributes.
- We may incur or issue debt or issue equity, which may negatively affect the market price of our common stock.
- Provisions of Delaware law, our certificate of incorporation and our bylaws, prevent or delay an acquisition of our company, which could decrease the market price of our common stock.
- Our bylaws contain exclusive forum provisions for certain claims, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
- While we currently pay regular quarterly dividends to our stockholders, we may change our dividend policy at any time.
- As a public company, we will incur additional costs and face increased demands on our management.
- If securities or industry analysts do not publish research or reports about our business, or if they downgrade their recommendations regarding our common stock, our stock price and trading volume could decline.
- Our determination of how much leverage to use to finance our acquisitions may adversely affect our return on our assets and may reduce funds available for distribution.
- Non-U.S. persons that hold or have held (actually or constructively) more than 5% of our common stock may be subject to U.S. federal income tax upon the disposition of some or all their stock.
- Changes to United States federal income tax laws could materially and adversely affect us and our stockholders.
Legal proceedings
We are and may become involved in legal proceedings, including but not limited to regulatory investigations and inquiries, in the ordinary course of our business. Although we are unable to predict with certainty the eventual outcome of any litigation, regulatory investigation or inquiry, in the opinion of management, we do not expect our current and any threatened legal proceedings to have a material adverse effect on our business, financial position or results of operations. Given the inherent unpredictability of these types of proceedings, however, it is possible that future adverse outcomes could have a material adverse effect on our financial results.
The opening of Item 3, Legal Proceedings.5
Sources
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- 15SEC EDGARAiv 1. L.p. Lif, Board member
- 16SEC EDGARMatthew Rinklin, Board member
- 17SEC EDGARJoseph P. Adams Jr., Board member
- 18SEC EDGARJudith A. Hannaway, Board member
- 19SEC EDGARRay M. Robinson, Board member
- 20SEC EDGARKenneth J. Nicholson, Board member
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- 22SEC EDGARResults of operations
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- 24SEC EDGARShareholder vote
- 25SEC EDGARResults of operations
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- 27SEC EDGARChange of auditor
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- 30SEC EDGARResults of operations
- 31SEC EDGARRegulation FD disclosure
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