10-Q

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)
x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2015

OR

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from             to            

Commission File Number: 001-32384

 

MACQUARIE INFRASTRUCTURE COMPANY LLC

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware	43-2052503
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification No.)

125 West 55^th Street
New York, New York 10019

(Address of Principal Executive Offices) (Zip Code)

(212) 231-1000

(Registrant’s Telephone Number, Including Area Code)

(Former Name, Former Address and Former Fiscal Year if Changed Since Last Report): N/A

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer x	Accelerated Filer o	Non-accelerated Filer o	Smaller Reporting Company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes o No x

There were 79,338,386 LLC interests, or shares, without par value outstanding at May 1, 2015.

 

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
TABLE OF CONTENTS

	Page
PART I. FINANCIAL INFORMATION
Management’s Discussion and Analysis of Financial Condition and Results of Operations		1
Quantitative and Qualitative Disclosure About Market Risk		25
Controls and Procedures		26
Consolidated Condensed Balance Sheets as of March 31, 2015 (Unaudited) and December 31, 2014		27
Consolidated Condensed Statements of Operations for the Quarters Ended March 31, 2015 and 2014 (Unaudited)		28
Consolidated Condensed Statements of Comprehensive (Loss) Income for the Quarters Ended March 31, 2015 and 2014 (Unaudited)		29
Consolidated Condensed Statements of Cash Flows for the Quarters ended March 31, 2015 and 2014 (Unaudited)		30
Notes to Consolidated Condensed Financial Statements (Unaudited)		32
PART II. OTHER INFORMATION
Item 1. Legal Proceedings		49
Item 1A. Risk Factors		49
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		50
Item 3. Defaults Upon Senior Securities		50
Item 4. Mine Safety Disclosures		50
Item 5. Other Information		50
Item 6. Exhibits		50

Macquarie Infrastructure Company LLC is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia) and its obligations do not represent deposits or other liabilities of Macquarie Bank Limited ABN 46 008 583 542 (MBL). MBL does not guarantee or otherwise provide assurance in respect of the obligations of Macquarie Infrastructure Company LLC.

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Cautionary Note Regarding Forward-Looking Statements

In addition to historical information, this quarterly report on Form 10-Q (the “Quarterly Report”) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Section 21E of the Exchange Act. Forward-looking statements may appear throughout this Quarterly Report, including without limitation, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section. We use words such as “believe,” “intend,” “expect,” “anticipate,” “plan,” “may,” “will,” “should,” “estimate,” “potential,” “project” and similar expressions to identify forward-looking statements. Such statements include, among others, those concerning our expected financial performance and strategic and operational plans, as well as all assumptions, expectations, predictions, intentions or beliefs about future events. You are cautioned that any such forward-looking statements are not guarantees of future performance and that a number of risks and uncertainties could cause actual results to differ materially from those anticipated in the forward-looking statements. Such risks and uncertainties include, but are not limited to the risks identified in our Annual Report on the Form 10-K for the year ended December 31, 2014, and in other reports we file from time to time with the Securities and Exchange Commission (the “SEC”).

Given the risks and uncertainties surrounding forward-looking statements, you should not place undue reliance on these statements. Many of these factors are beyond our ability to control or predict. Our forward-looking statements speak only as of the date of this Quarterly Report. Other than as required by law, we undertake no obligation to update or revise forward-looking statements, whether as a result of new information, future events or otherwise.

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PART I
 
FINANCIAL INFORMATION

Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of the financial condition and results of operations of Macquarie Infrastructure Company LLC should be read in conjunction with the consolidated condensed financial statements and the notes to those statements included elsewhere herein.

Except as otherwise specified, “Macquarie Infrastructure Company,” “MIC,” “we,” “us,” and “our” refer to the Company and its subsidiaries. Macquarie Infrastructure Management (USA) Inc., which we refer to as our Manager, is part of the Macquarie Group, comprised of Macquarie Group Limited and its subsidiaries and affiliates worldwide.

We own, operate and invest in a diversified group of infrastructure businesses that provide services to businesses and individuals primarily in the U.S. The businesses we own and operate include:

• International-Matex Tank Terminals (“IMTT”): a bulk liquid terminals business that provides bulk liquid storage, handling and other services at ten marine terminals in the United States and two in Canada and is one of the larger participants in this industry in the U.S., based on storage capacity;

• Atlantic Aviation: a network of aviation fixed-base operations (“FBOs”) that provide fuel, terminal, aircraft hangaring and other services primarily to owners and operators of general aviation (“GA”) aircraft at 69 airports in the U.S.;

• Contracted Power and Energy (“CP&E”) Segment: controlling interests in solar, wind and gas-fired power generation facilities in the U.S.; and

• Hawaii Gas: a gas energy company processing and distributing gas and providing related services in Hawaii.

Our businesses generally operate in sectors of infrastructure with barriers to entry including high initial development and construction costs, long-term contracts or the requirement to obtain government approvals and a lack of immediate cost-effective alternatives to the services provided. Overall they tend to generate sustainable, stable and growing cash flows over the long term.

Our board of directors has approved a plan of conversion providing for the conversion of the Company from a Delaware limited liability company to Macquarie Infrastructure Corporation, a Delaware corporation (“MIC Corp.”), pursuant to which each of our outstanding LLC interests, or shares, will convert into one share of common stock of MIC Corp. (the “Conversion”). Our business, management and financial condition will be the same before and after the Conversion. Our board of directors has also approved a proposal to authorize 100,000,000 shares of preferred stock that may be issued from time to time, conditioned on consummation of the Conversion (the “Preferred Stock Proposal”). The Conversion and the Preferred Stock Proposal each require the approval of the holders of our shares, and there can be no assurance that the Conversion or the Preferred Stock Proposal will be consummated.

Overview

In analyzing the financial condition and results of operations of our businesses, we focus primarily on cash generation and our ability to distribute cash to shareholders in particular. The ability of our businesses to generate cash, broadly, is tied to their ability to effectively manage the volume of products sold or services provided and the margin earned on those transactions. Offsetting that cash generation capability are required payments on debt facilities, taxes, capital expenditures necessary to maintain the productivity of the fixed assets of the businesses and pension contributions, among other items.

At IMTT, we focus on attracting third party storage from customers who place a premium on ease of access and operational flexibility, and on efficiently maintaining fixed assets. The substantial majority of IMTT’s revenue is generated pursuant to contracts with an average duration of approximately three years.

At Atlantic Aviation, our focus is on attracting and maintaining relationships with GA aircraft owners and pilots and encouraging them to purchase refueling and other services from our FBOs. Atlantic Aviation’s

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revenue is correlated with the number of GA flight movements in the U.S. and the business’ ability to service a portion of the aircraft involved in those operations.

The businesses that comprise our CP&E segment generate revenue pursuant to long-dated power purchase agreements (“PPAs”) and tolling agreements with creditworthy off-takers.

At Hawaii Gas, we seek to grow by increasing the number of customers served, the volume of gas sold and the margins achieved on gas sales. Hawaii Gas actively markets its products and services in an effort to develop new customers throughout Hawaii.

Dividends

Since January 1, 2014, MIC has paid or declared the following dividends:

Declared	Period Covered		$ per Share		Record Date		Payable Date
April 30, 2015		First quarter 2015	$	1.07		May 14, 2015		May 19, 2015
February 17, 2015		Fourth quarter 2014	$	1.02		March 2, 2015		March 5, 2015
October 27, 2014		Third quarter 2014	$	0.98		November 10, 2014		November 13, 2014
July 3, 2014		Second quarter 2014	$	0.95		August 11, 2014		August 14, 2014
April 28, 2014		First quarter 2014	$	0.9375		May 12, 2014		May 15, 2014
February 18, 2014		Fourth quarter 2013	$	0.9125		March 3, 2014		March 6, 2014

We currently intend to maintain a payout ratio between 80% to 85% of the Free Cash Flow generated by our businesses in the form of a quarterly cash dividend to our shareholders. We define Free Cash Flow as cash from operating activities, which reflects cash paid for interest, taxes and pension contributions, less maintenance capital expenditures, which includes principal repayments on capital lease obligations used to fund maintenance capital expenditures, and excludes changes in working capital.

The payment of a quarterly cash dividend of $1.07 per share for the quarter ended March 31, 2015 is being paid out of Free Cash Flow generated by our operating entities. In determining whether to adjust the amount of our quarterly dividend, our Board will take into account such matters as the state of the capital markets and general business conditions, the Company’s financial condition, results of operations, capital requirements, capital opportunities and any contractual, legal and regulatory restrictions on the payment of dividends by the Company to its shareholders or by its subsidiaries to the Company, and any other factors that it deems relevant, subject to maintaining a prudent level of reserves and without creating undue volatility in the amount of such dividends where possible. Moreover, the Company’s senior secured credit facility and the debt commitments at our businesses contain restrictions that may limit the Company’s ability to pay dividends. Although historically we have declared cash dividends on our shares, any one of these factors could result in the modification of our dividend policy, or the reduction, modification or elimination of our dividend in the future.

We believe our current policy with respect to paying a cash dividend supports our view of the Company as a potentially attractive total return investment opportunity. From 2007 through 2014, our underlying proportionately combined Free Cash Flow per share grew at a compound annual rate of 13.1%. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations — Consolidated — Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) excluding non-cash items and Free Cash Flow” and “ Summary of Our Proportionately Combined Results” for further information on our calculation of Free Cash Flow and our proportionately combined financial measures in Part I of this Form 10-Q.

Recent Development

CP&E — Bayonne Energy Center (“BEC”) Acquisition

On April 1, 2015, we completed the acquisition of a 100% interest in BEC for a purchase price of $724.3 million (subject to post-closing working capital adjustments), which consists of $215.2 million in cash and the assumption of $509.1 million of debt, excluding transaction costs. We funded the cash consideration for the acquisition by drawing on the MIC Corporate senior secured revolving credit facility and using cash on hand from the March 2015 equity offering. BEC is a 512 megawatt natural gas-fired power generating

2

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 energy generating capacity to the New York City power market via a dedicated transmission cable under New York Harbor. The tolling agreements have a weighted average remaining life of approximately 13 years.

Results of Operations

Consolidated

Key Factors Affecting Operating Results:

• contributions from acquisitions during 2014, primarily from the acquisition of the remaining 50% interest of IMTT (“IMTT Acquisition”);

• improved gross profit primarily at Atlantic Aviation and Hawaii Gas; and

• improved terminal operations at IMTT (excluding heating); offset by

• performance fee incurred in the first quarter of 2015;

• increased cash interest expense; and

• decreased spill response activity at IMTT.

Our consolidated results of operations are as follows:

	Quarter Ended March 31,						Change Favorable/(Unfavorable)
	2015			2014			$			%
	($ In Thousands) (Unaudited)
Revenue
Service revenue	$	326,002		$	202,439			123,563			61.0
Product revenue		72,496			73,009			(513	)		(0.7	)
Financing and equipment lease income		—			747			(747	)		(100.0	)
Total revenue		398,498			276,195			122,303			44.3
Costs and expenses
Cost of services		133,417			112,954			(20,463	)		(18.1	)
Cost of product sales		39,127			50,239			11,112			22.1
Gross profit		225,954			113,002			112,952			100.0
Selling, general and administrative		70,653			55,464			(15,189	)		(27.4	)
Fees to manager-related party		165,273			8,994			(156,279	)		NM
Depreciation		57,422			12,154			(45,268	)		NM
Amortization of intangibles		47,971			8,765			(39,206	)		NM
Loss on disposal of assets		545			—			(545	)		NM
Total operating expenses		341,864			85,377			(256,487	)		NM
Operating (loss) income		(115,910	)		27,625			(143,535	)		NM
Other income (expense)
Dividend income		531			—			531			NM
Interest income		6			64			(58	)		(90.6	)
Interest expense(1)		(31,521	)		(14,011	)		(17,510	)		(125.0	)
Equity in earnings and amortization charges of investee		—			14,287			(14,287	)		(100.0	)
Other income, net		1,046			681			365			53.6
Net (loss) income before income taxes		(145,848	)		28,646			(174,494	)		NM
Benefit (provision) for income taxes		55,333			(8,486	)		63,819			NM
Net (loss) income	$	(90,515	)	$	20,160			(110,675	)		NM
Less: net loss attributable to noncontrolling interests		(1,513	)		(206	)		1,307			NM
Net (loss) income attributable to MIC LLC	$	(89,002	)	$	20,366			(109,368	)		NM

NM — Not meaningful

(1) Interest expense includes losses on derivative instruments of $12.9 million and $5.3 million for the quarters ended March 31, 2015 and 2014, respectively.

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Results of Operations: Consolidated – (continued)

Gross Profit

Consolidated gross profit increased for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 primarily reflecting the consolidation of IMTT’s results, improved results at Atlantic Aviation primarily due to contributions from acquired FBOs and improved results at Hawaii Gas primarily due to increase in volume of gas sold and margin per therm.

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 primarily as a result of the consolidation of IMTT’s results and the contributions from the 2014 acquisitions at Atlantic Aviation and CP&E.

Fees to Manager

Our Manager is entitled to a monthly base management fee based primarily on our market capitalization, and potentially a quarterly performance fee, based on the performance of our stock relative to a U.S. utilities index. For the quarters ended March 31, 2015 and 2014, we incurred base management fees of $16.5 million and $9.0 million, respectively. For the quarter ended March 31, 2015, we also incurred a performance fee of $148.7 million as compared with no performance fee for the quarter ended March 31, 2014.

The unpaid portion of the base management fees and performance fees, if any, at the end of each reporting period is included in due to manager-related party in the consolidated condensed balance sheets. The following table shows our Manager’s election to reinvest its base management fees and performance fees, if any, in additional shares, except as noted:

Period	Base Management Fee Amount ($ in thousands)		Performance Fee Amount ($ in thousands)		Shares Issued
2015 Activities:
First quarter 2015	$	16,545	$	148,728		2,068,038	(1)
2014 Activities:
Fourth quarter 2014	$	14,192	$	—		208,122
Third quarter 2014		13,915		116,586		947,583	(2)
Second quarter 2014		9,535		4,960		243,329
First quarter 2014		8,994		—		164,546

(1) Our Manager elected to reinvest the first quarter of 2015 base management fees and performance fee in shares. We issued 2,068,038 shares, of which 1,925,894 shares were issued in April 2015 for the March 2015 base management fee and the performance fee for the quarter ended March 31, 2015.

(2) In October 2014, our Board requested, and our Manager agreed, that $65.0 million of the performance fee be settled in cash using the proceeds from the sale of the district energy business in order to minimize dilution. The remainder of the fee of $51.6 million was reinvested in additional shares of MIC.

Depreciation

Depreciation expense increased for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 primarily as a result of fixed assets acquired in conjunction with the IMTT Acquisition and the depreciation associated with other businesses acquired during 2014.

Atlantic Aviation’s depreciation expense increased during the first quarter of 2015 due to the reassessment of the useful lives for its leasehold and land improvements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation’s control. This change will generally accelerate depreciation expense at the affected sites. As a result of this reassessment, the business recorded an impairment of $2.8 million. The change in useful life also resulted in increased depreciation expense of $1.1 million during the quarter. In addition, during the first quarter of 2015, an impairment charge of $4.2 million was recorded due to a change in the current lease contract at one of the sites.

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Results of Operations: Consolidated – (continued)

Amortization of Intangibles

Amortization of intangibles increased for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 primarily at Atlantic Aviation and from the intangibles acquired in conjunction with the IMTT Acquisition.

The increase in Atlantic Aviation is attributable to the reassessment of the useful lives for its contractual arrangements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation’s control. This change will generally accelerate amortization expense at the affected sites. As a result of this reassessment, the business recorded an impairment of $13.5 million. The change in useful life also resulted in increased amortization expense of $4.3 million. In addition, during the first quarter of 2015, an impairment charge of $17.8 million was recorded due to a change in the current lease contract at one of the sites.

Interest Expense and Loss on Derivative Instruments

Interest expense includes losses on derivative instruments of $12.9 million and $5.3 million for the quarters ended March 31, 2015 and 2014, respectively. Losses on derivatives recorded in interest expense are attributable to the change in fair value of interest rate hedging instruments. For the quarter ended March 31, 2014, losses on derivatives also included the reclassification of amounts from accumulated other comprehensive loss into earnings. Excluding the derivative adjustments, interest expense for quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 increased primarily due to the consolidation of IMTT, higher average debt balance at Atlantic Aviation and interest expense associated with the convertible senior notes that were issued in July 2014.

Equity in Earnings and Amortization Charges of Investee

The decrease in equity in earnings for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 is primarily due to the consolidation of IMTT’s results from July 16, 2014 and thereafter compared with the equity method of accounting for IMTT’s results prior to the acquisition date.

Income Taxes

For 2015, we will file a consolidated federal income tax return that includes the financial results for IMTT, Atlantic Aviation, BEC, Hawaii Gas and our allocable share of the taxable income (loss) from our solar and wind power generation facilities which are treated as partnerships for tax purposes. Pursuant to the tax sharing agreement, the individual businesses included in our consolidated federal income tax return pay MIC an amount equal to the federal income taxes each would have paid on a standalone basis if they were not part of the MIC consolidated federal income tax return.

The change from income tax expense for the quarter ended March 31, 2014 to income tax benefit for the quarter ended March 31, 2015 is primarily due to the performance fee incurred during the first quarter of 2015.

For 2015, we expect any federal income taxes for our consolidated entities to be fully offset by our net operating loss (“NOL”) carryforwards. We believe that we will be able to utilize all of our federal prior year NOLs, which will begin to expire after 2021 and completely expire after 2034. Our federal NOL balance at December 31, 2014 was revised from $250.7 million to $286.7 million, which is available to offset future taxable income, if any. The revision relates to approximately $36.0 million for the election of bonus deprecation at IMTT for 2014. See Results of Operations — IMTT —  Income Taxes below for further discussions. As a result of having federal NOL carryforwards, we do not expect to make regular federal tax payments until late 2018. For the year ending December 31, 2015, we expect to pay $915,000 in Alternative Minimum Tax.

Absent acquisitions and/or divestitures, we expect that our effective tax rate would be higher than the U.S. federal statutory rate of 35% primarily because of state and local income taxes. For 2015, we expect to pay state income taxes of approximately $4.0 million. In calculating our consolidated state income tax provision, we have provided a valuation allowance for certain state income tax NOL carryforwards, the utilization of which is not more likely than not.

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Results of Operations: Consolidated – (continued)

Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) excluding non-cash items and Free Cash Flow

We have disclosed EBITDA excluding non-cash items for our Company and each of our operating segments in Note 10, “Reportable Segments”, in our consolidated condensed financial statements, as a key performance metric relied on by management in evaluating our performance. EBITDA excluding non-cash items is defined as earnings before interest, taxes, depreciation and amortization and non-cash items, which includes impairments, base management and performance fees, if any, derivative gains and losses and adjustments for other non-cash items reflected in the statements of operations. We believe EBITDA excluding non-cash items provides additional insight into the performance of our operating businesses relative to each other and to similar businesses without regard to their capital structure, and to their ability to service or reduce debt, fund capital expenditures and/or support distributions to the holding company.

We also disclose Free Cash Flow, as defined by us, as a means of assessing the amount of cash generated by our businesses and supplementing other information provided in accordance with GAAP. We define Free Cash Flow as cash from operating activities, which includes cash paid for interest, taxes and pension contributions, less maintenance capital expenditures, which includes principal repayments on capital lease obligations used to fund maintenance capital expenditures, and excludes changes in working capital.

We believe that reporting Free Cash Flow will provide our investors with additional insight into our future ability to deploy cash, as GAAP metrics such as net income and cash from operating activities do not reflect all of the items that our management considers in estimating the amount of cash generated by our operating entities. In this Quarterly Report on Form 10-Q, we have disclosed Free Cash Flow for our consolidated results and for each of our operating segments.

We note that Free Cash Flow does not fully reflect our ability to freely deploy generated cash, as it does not reflect required payments to be made on our indebtedness and other fixed obligations or the other cash items excluded when calculating Free Cash Flow. We also note that Free Cash Flow may be calculated in a different manner by other companies, which limits its usefulness as a comparative measure. Therefore, our Free Cash Flow should be used as a supplemental measure and not in lieu of our financial results reported under GAAP.

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Results of Operations: Consolidated – (continued)

A reconciliation of net (loss) income attributable to MIC LLC to EBITDA excluding non-cash items and EBITDA excluding non-cash items to Free Cash Flow, on a consolidated basis, is provided below.

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014			$		%
	($ in Thousands) (Unaudited)
Net (loss) income attributable to MIC LLC(1)	$	(89,002	)	$	20,366
Interest expense, net(2)		31,515			13,947
(Benefit) provision for income taxes		(55,333	)		8,486
Depreciation(3)		57,422			12,154
Depreciation – cost of services(3)		—			1,704
Amortization of intangibles(4)		47,971			8,765
Loss on disposal of assets		453			—
Equity in earnings and amortization charges of investee		—			(14,287	)
Equity distributions from investee(5)		—			8,127
Base management fees to be settled/settled in shares		16,545			8,994
Performance fees to be settled in shares		148,728			—
Other non-cash (income) expense, net		(3,055	)		536
EBITDA excluding non-cash items	$	155,244		$	68,792			86,452		125.7
EBITDA excluding non-cash items	$	155,244		$	68,792
Interest expense, net(2)		(31,515	)		(13,947	)
Adjustments to derivative instruments recorded in interest expense(2)		5,353			1,094
Amortization of debt financing costs(2)		1,615			1,041
Equipment lease receivable, net		—			996
Benefit/provision for income taxes, net of changes in deferred taxes		(805	)		(2,047	)
Pension contribution		—			(310	)
Changes in working capital		(12,876	)		3,458
Cash provided by operating activities		117,016			59,077
Changes in working capital		12,876			(3,458	)
Maintenance capital expenditures		(6,115	)		(2,825	)
Free cash flow	$	123,777		$	52,794			70,983		134.5

(1) Net (loss) income attributable to MIC LLC excludes net loss of $1.5 million and $206,000 attributable to noncontrolling interests for the quarters ended March 31, 2015 and 2014, respectively.

(2) Interest expense, net, includes adjustments to derivative instruments related to interest rate swaps and non-cash amortization of deferred financing fees.

(3) Depreciation — cost of services includes depreciation expense for our previously owned district energy business, a component of CP&E segment, which was reported in cost of services in our consolidated condensed statements of operations. Depreciation and Depreciation — cost of services did not include acquisition-related step-up depreciation expense of $2.0 million for the quarter ended March 31, 2014 in connection with our previous 50% investment in IMTT, which was reported in equity in earnings and amortization charges of investee in our consolidated condensed statement of operations.

(4) Amortization of intangibles did not include acquisition-related step-up amortization expense of $85,000 for the quarter ended March 31, 2014 in connection with our previous 50% investment in IMTT, which was reported in equity in earnings and amortization charges of investee in our consolidated condensed statement of operations.

(5) Equity distributions from investee in the above table includes distributions we received only up to our share of the earnings recorded in the calculation for EBITDA excluding non-cash items.

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Reconciliation from Consolidated Free Cash Flow to Proportionately Combined Free Cash Flow

The following table is a reconciliation from Free Cash Flow on a consolidated basis to Free Cash Flow on a proportionately combined basis (in proportion to our interests). See “Results of Operations —  Consolidated” above for a reconciliation of Free Cash Flow — Consolidated basis to cash provided by operating activities, the most comparable GAAP measure. See “Results of Operations” below for each of our segments for a reconciliation of Free Cash Flow for each segment to cash provided by (used in) operating activities for such segment. See “Results of Operations — Summary of Our Proportionately Combined Results” for further discussions on Free Cash Flow and our proportionately combined financial measures in Part I of this Form 10-Q.

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014			$		%
	($ In Thousands) (Unaudited)
Free Cash Flow – Consolidated basis	$	123,777		$	52,794			70,983		134.5
Equity distributions from investee(1)		—			(8,127	)
100% of CP&E Free Cash Flow included in consolidated Free Cash Flow		(2,689	)		(2,775	)
MIC's share of IMTT Free Cash Flow(2)		—			21,416
MIC's share of CP&E Free Cash Flow		1,593			1,612
Free Cash Flow – Proportionately Combined basis	$	122,681		$	64,920			57,761		89.0

(1) Equity distributions from investee represent the portion of distributions received from IMTT that are recorded in cash from operating activities prior to the IMTT Acquisition on July 16, 2014.

(2) Represents our proportionate share of IMTT's Free Cash Flow prior to the IMTT Acquisition on July 16, 2014.

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Results of Operations: IMTT

Prior to July 16, 2014, we accounted for our 50% interest in IMTT using the equity method of accounting. As of July 16, 2014, we have consolidated IMTT on 100% basis. To enable meaningful analysis of IMTT’s performance across periods, IMTT’s overall performance is discussed below, rather than IMTT’s contribution to our consolidated results for the first quarter of 2014.

Key Factors Affecting Operating Results:

• gross profit marginally decreased principally due to:

• a decrease in gross profit from heating charges; and

• a decrease in levels of spill response activity; partially offset by

• a decrease in operating expenses; and

• an increase in revenue from firm commitments.

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014
	$			$			$			%
	($ In Thousands) (Unaudited)
Revenues		138,061			148,078			(10,017	)		(6.8	)
Cost of services		53,591			63,087			9,496			15.1
Gross Profit		84,470			84,991			(521	)		(0.6	)
General and administrative expenses		7,704			7,866			162			2.1
Depreciation and amortization		35,879			18,274			(17,605	)		(96.3	)
Operating income		40,887			58,851			(17,964	)		(30.5	)
Interest expense, net(1)		(6,906	)		(7,133	)		227			3.2
Other income, net		632			494			138			27.9
Provision for income taxes		(14,089	)		(21,102	)		7,013			33.2
Noncontrolling interest		(250	)		(129	)		(121	)		(93.8	)
Net income(2)		20,274			30,981			(10,707	)		(34.6	)
Reconciliation of net income to EBITDA excluding non-cash items and cash provided by operating activities to Free Cash Flow:
Net income(2)		20,274			30,981
Interest expense, net(1)		6,906			7,133
Provision for income taxes		14,089			21,102
Depreciation and amortization		35,879			18,274
Other non-cash expenses		1,256			1,983
EBITDA excluding non-cash items		78,404			79,473			(1,069	)		(1.3	)
EBITDA excluding non-cash items		78,404			79,473
Interest expense, net(1)		(6,906	)		(7,133	)
Adjustments to derivative instruments recorded in interest expense(1)		(2,379	)		(4,136	)
Amortization of debt financing costs(1)		113			844
Provision for income taxes, net of changes in deferred taxes		(577	)		(15,109	)
Changes in working capital		(11,612	)		5,248
Cash provided by operating activities		57,043			59,187
Changes in working capital		11,612			(5,248	)
Maintenance capital expenditures		(2,471	)		(11,107	)
Free cash flow		66,184			42,832			23,352			54.5

(1) Interest expense, net, includes adjustments to derivative instruments and non-cash amortization of deferred financing fees.

(2) Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.

9

Results of Operations: IMTT – (continued)

Revenue

For the quarter ended March 31, 2015, revenue decreased as a result of reduced spill response activity and heating revenues compared with the prior comparable period, partially offset by increased firm commitments attributable to higher utilization rates and storage prices. OMI Environmental Solutions was involved in fewer emergency response operations in the first quarter of 2015 compared with the first quarter of 2014 resulting in a reduction in revenue of approximately $7.5 million. Heating revenue and gross profit was $5.1 million and $3.9 million lower, respectively, versus the prior comparable period, which benefited from the extreme weather conditions in 2014, commonly known as the Polar Vortex.

IMTT generates the majority of its revenue from contracts that typically comprise a fixed monthly charge (that escalates with inflation) for access to or use of IMTT’s infrastructure. We refer to revenues generated from such charges as firm commitments.

Capacity utilization increased to 95.1% in the first quarter of 2015 compared with 92.7% in the first quarter of 2014 and 93.2% in the fourth quarter of 2014 as tanks came back into service following scheduled cleaning and inspection.

Over the past six months, there was a marked increase in price volatility in petroleum markets associated with a sudden decline in crude oil prices. The decline contributed to a contango (a situation where the futures price of a commodity is above the current spot price) in petroleum prices, primarily crude oil, and resulted in an increase in demand for storage in certain geographies.

The impact of the contango in crude prices had minimal impact on IMTT’s performance as less than 2% of IMTT’s storage is in service for crude oil. The contango in some other products and inflation saw IMTT’s overall pricing continue to increase, however, the speed and extent of the commodity price changes caused customers to continue to seek shorter-term contracts than historical norm.

Costs

Costs were 13.6% lower in the first quarter of 2015 compared with the first quarter of 2014 primarily as a result of reduced spill response activity, enhanced cost controls and the realization of efficiencies following the IMTT Acquisition, and lower costs associated with heating. The reduced level of spill response activity contributed $4.2 million to the cost improvement while heating costs were down $1.2 million versus the prior comparable period.

Depreciation and amortization

Depreciation and amortization expense increased for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 primarily due to remeasuring the fixed assets and intangible assets to fair value in connection with the IMTT Acquisition.

Interest Expense, Net

Interest expense includes losses on derivative instruments of $2.1 million and $378,000 for the quarters ended March 31, 2015 and 2014, respectively. Cash interest paid totaled $9.2 million and $10.2 million for the quarters ended March 31, 2015 and 2014, respectively. Excluding the derivative adjustments, interest expense and cash interest paid decreased during the first quarter of 2015 compared with the first quarter of 2014 due to lower average debt balances. MIC used excess cash on hand to reduce IMTT’s revolving credit balance during the quarter ended March 31, 2015.

10

Results of Operations: IMTT – (continued)

Income Taxes

Subsequent to July 16, 2014, IMTT became part of the MIC consolidated federal taxpayer group, and will continue to file state income tax returns in the states in which it operates. For the quarter ended March 31, 2015, the tax provision in the table above includes both state taxes and the portion of the consolidated federal tax liability attributable to the business. For the year ending December 31, 2015, the business expects to pay $2.3 million in state income taxes. The “Provision for income taxes, net of changes in deferred taxes” of $577,000 for the quarter ended March 31, 2015 in the table above, relates entirely to state income taxes. Future federal taxable income attributable to IMTT is eligible to be offset in consolidation by MIC’s NOLs; however, the business does not anticipate it will have any federal tax liability in 2015.

In December 2014, the Tax Increase Prevention Act of 2014 (the “2014 Tax Act”) was signed and became a law. The 2014 Tax Act retroactively extends several tax provisions applicable to corporations, including the extension of 50% bonus depreciation for certain assets placed in service in 2014. During the quarter ended March 31, 2015, IMTT determined that it will elect 50% bonus depreciation for the calendar year 2014. The business expects this will increase the IMTT federal NOL available to the MIC consolidated federal taxpayer group by approximately $36.0 million.

Maintenance Capital Expenditures

For the quarter ended March 31, 2015, IMTT incurred maintenance capital expenditures of $2.5 million and $5.0 million on an accrual basis and cash basis, respectively. This is compared to $11.1 million and $16.8 million on an accrual basis and cash basis, respectively, for the quarter ended March 31, 2014. The decrease in the accrued basis from the quarter ended March 31, 2014 to the quarter ended March 31, 2015 primarily reflects improved controls and processes and the timing of projects. Notwithstanding the reduced expenditure in the first quarter, IMTT is still expected to deploy approximately $45.0 million during 2015 on maintenance projects.

Results of Operations: Atlantic Aviation

Key Factors Affecting Operating Results:

• contribution from acquired FBOs; and

• increases in same store gross profit; partially offset by

• higher selling, general and administrative expenses primarily related to acquired FBOs; and

• higher cash interest expense.

11

Results of Operations: Atlantic Aviation – (continued)

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014
	$			$			$			%
	($ In Thousands) (Unaudited)
Revenues		187,941			193,961			(6,020	)		(3.1	)
Cost of services		79,826			106,752			26,926			25.2
Gross Profit		108,115			87,209			20,906			24.0
Selling, general and administrative expenses		52,009			47,243			(4,766	)		(10.1	)
Depreciation and amortization		59,715			14,933			(44,782	)		NM
Loss on disposal of assets		545			—			(545	)		NM
Operating (loss) income		(4,154	)		25,033			(29,187	)		(116.6	)
Interest expense, net(1)		(13,085	)		(9,565	)		(3,520	)		(36.8	)
Other (expense) income		(27	)		2			(29	)		NM
Benefit (provision) for income taxes		15,639			(4,915	)		20,554			NM
Net (loss) income(2)		(1,627	)		10,555			(12,182	)		(115.4	)
Reconciliation of net (loss) income to EBITDA excluding non-cash items and cash provided by operating activities to Free Cash Flow:
Net (loss) income(2)		(1,627	)		10,555
Interest expense, net(1)		13,085			9,565
(Benefit) provision for income taxes		(15,639	)		4,915
Depreciation and amortization		59,715			14,933
Loss on disposal of assets		453			—
Other non-cash expenses		272			68
EBITDA excluding non-cash items		56,259			40,036			16,223			40.5
EBITDA excluding non-cash items		56,259			40,036
Interest expense, net(1)		(13,085	)		(9,565	)
Adjustments to derivative instruments recorded in interest expense(1)		5,066			2,626
Amortization of debt financing costs(1)		808			731
Benefit/provision for income taxes, net of changes in deferred taxes		(355	)		(1,244	)
Changes in working capital		(4,206	)		(971	)
Cash provided by operating activities		44,487			31,613
Changes in working capital		4,206			971
Maintenance capital expenditures		(2,623	)		(817	)
Free cash flow		46,070			31,767			14,303			45.0

NM — Not meaningful

(1) Interest expense, net, includes adjustments to derivative instruments and non-cash amortization of deferred financing fees.

(2) Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.

12

Results of Operations: Atlantic Aviation – (continued)

Revenue and Gross Profit

The majority of the revenue and gross profit earned by Atlantic Aviation is generated through fueling GA aircraft at facilities located at 69 U.S. airports at which Atlantic Aviation operates. The business generally pursues a strategy of maintaining and, where appropriate, increasing dollar-based margins. Generally, fluctuations in the cost of fuel are passed through to the customer. Revenue and gross profit are driven by the volume of fuel sold and the dollar-based margin/fee per gallon on those sales.

Atlantic Aviation completed the acquisition of six FBOs on April 30, 2014 and an additional FBO on January 26, 2015. These acquisitions have performed in-line with expectations and increased gross profit and costs in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014. On a same store basis, gross profit increased 9.4% in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014, driven by increases in fuel gross profit and rental revenue.

Atlantic Aviation seeks to extend FBO leases prior to their maturity and to increase the portfolio’s weighted average lease life. The weighted average lease life decreased to 18.7 years at March 31, 2015 from 19.2 years at March 31, 2014, notwithstanding the passage of one year.

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 primarily due to incremental selling, general and administrative expenses associated with acquired FBOs.

On a same store basis, costs were 2.7% higher in the quarter ended March 31, 2015 primarily due to increased salaries and benefit costs, rent and utility expenses.

Depreciation and Amortization

During the first quarter of 2015, Atlantic Aviation reassessed the useful lives for its contractual arrangements and leasehold and land improvements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation’s control. This change will generally accelerate depreciation and amortization expense at the affected sites. As a result of this reassessment, the business performed an impairment analysis related to its contractual arrangements and leasehold and land improvements and recorded an impairment of $16.3 million, which is included in depreciation and amortization expense. In addition, the change in useful life resulted in increased depreciation and amortization expense of $5.4 million during the quarter.

In addition, during the first quarter of 2015, an impairment charge of $22.0 million was recorded due to a change in the current lease contract at one of the bases. This amount is included in depreciation and amortization expense.

Interest Expense, Net

Interest expense includes losses on derivative instruments of $7.2 million and $4.5 million for the quarters ended March 31, 2015 and 2014, respectively. Excluding the derivative adjustments, interest expense increased due to higher average debt levels in the quarter ended March 31, 2015. The weighted average interest rate of all outstanding debt facilities, including any interest rate swaps, was 4.63% for the quarter ended March 31, 2015. Cash interest paid was $7.3 million and $6.2 million for the quarters ended March 31, 2015 and 2014, respectively.

Income Taxes

Income generated by Atlantic Aviation is included in our consolidated federal income tax return. The business files state income tax returns in the states in which it operates. The tax expense in the table above includes both state taxes and the portion of the consolidated federal tax liability attributable to the business.

For 2015, the business expects to pay state income taxes of approximately $905,000. The “Benefit/provision for income taxes, net of changes in deferred taxes” of $355,000 for the quarter ended March 31, 2015 in the above table, includes $130,000 of federal income taxes payable to MIC and $225,000 of state income taxes.

13

Results of Operations: Atlantic Aviation – (continued)

Maintenance Capital Expenditures

For the quarter ended March 31, 2015, Atlantic Aviation incurred maintenance capital expenditures of $2.6 million and $2.9 million on an accrual basis and cash basis, respectively. This is compared to $817,000 and $994,000 on an accrual basis and cash basis, respectively, for the quarter ended March 31, 2014. Maintenance capital expenditures for the periods presented were primarily to fund replacement of equipment at existing locations.

Results of Operations: Contracted Power and Energy

Key Factors Affecting Operating Results:

• contributions from the wind power generation facilities acquired during the second half of 2014; partially offset by

• sale of district energy business in August 2014.

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014
	$			$			$			%
	($ In Thousands) (Unaudited)
Service revenues		—			8,478			(8,478	)		(100.0	)
Product revenues		11,832			3,658			8,174			NM
Finance lease revenues		—			747			(747	)		(100.0	)
Total revenues		11,832			12,883			(1,051	)		(8.2	)
Cost of revenue – service(1)		—			6,202			6,202			100.0
Cost of revenue – product		2,647			860			(1,787	)		NM
Cost of revenue – total		2,647			7,062			4,415			62.5
Gross profit		9,185			5,821			3,364			57.8
Selling, general and administrative expenses		2,638			1,552			(1,086	)		(70.0	)
Depreciation and amortization		7,445			3,728			(3,717	)		(99.7	)
Operating (loss) income		(898	)		541			(1,439	)		NM
Interest expense, net(2)		(6,338	)		(2,645	)		(3,693	)		(139.6	)
Other income		1,116			761			355			46.6
Benefit (provision) for income taxes		818			(599	)		1,417			NM
Noncontrolling interest		1,763			527			1,236			NM
Net loss		(3,539	)		(1,415	)		(2,124	)		(150.1	)
Reconciliation of net loss to EBITDA excluding non-cash items and cash provided by operating activities to Free Cash Flow:
Net loss		(3,539	)		(1,415	)
Interest expense, net(2)		6,338			2,645
(Benefit) provision for income taxes		(818	)		599
Depreciation and amortization(1)		7,445			5,432
Other non-cash income		(2,941	)		(765	)
EBITDA excluding non-cash items		6,485			6,496			(11	)		(0.2	)
EBITDA excluding non-cash items		6,485			6,496
Interest expense, net(2)		(6,338	)		(2,645	)
Adjustments to derivative instruments recorded in interest expense(2)		2,527			(1,525	)
Amortization of debt financing costs(2)		17			192
Equipment lease receivable, net		—			996
Benefit/provision for income taxes, net of changes in deferred taxes		(2	)		(389	)
Changes in working capital		1,743			12,423
Cash provided by operating activities		4,432			15,548
Changes in working capital		(1,743	)		(12,423	)
Maintenance capital expenditures		—			(350	)
Free cash flow		2,689			2,775			(86	)		(3.1	)

14

Results of Operations: Contracted Power and Energy – (continued)

NM — Not meaningful

(1) Includes depreciation expense of $1.7 million related to the district energy business for the quarter ended March 31, 2014.

(2) Interest expense, net, includes adjustments to derivative instruments and non-cash amortization of deferred financing fees.

Revenue and Gross Profit

Total revenue decreased in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 due to the sale of the district energy business on August 21, 2014, partially offset by the results contributed from the wind power generation facilities acquired during the second half of 2014.

Total gross profit increased in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 due to contributions from the wind power generation facilities acquired during the second half of 2014, partially offset by the sale of the district energy business.

Selling, General and Administrative Expense

Selling, general and administrative expenses are comprised primarily of transaction-related fees, legal and other professional fees and management and incentive costs. The increase in selling, general and administrative expenses in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 was primarily driven by costs contributed by the wind power generation facilities acquired during the second half of 2014. In addition, the business incurred transaction-related fees (primarily the BEC acquisition), legal and incentive costs during the quarter ended March 31, 2015. These increases were partially offset by the sale of the district energy business on August 21, 2014.

Depreciation and Amortization

Depreciation and amortization expense increased for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 primarily as a result of depreciation associated with the wind power generation facilities acquired during the second half of 2014.

Interest Expense, Net

Interest expense includes losses on derivative instruments of $2.9 million and $287,000 for the quarters ended March 31, 2015 and 2014, respectively. Excluding the derivative adjustments, interest expense decreased for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 due to the absence of the outstanding debt balance at the district energy business during the quarter ended March 31, 2014. This decrease is offset by higher debt balance at the solar and wind power generation facilities for the quarter ended March 31, 2015. Cash interest paid totaled $2.3 million and $2.4 million in the quarters ended March 31, 2015 and 2014, respectively.

Income Taxes

At March 31, 2015, CP&E is comprised of solar and wind power generation facilities that are held in LLCs and treated as partnerships for tax purposes. As such, these facilities do not pay federal or state income taxes on a standalone basis, but each partner pays federal and state income taxes based on their allocated taxable income. For 2015, MIC expects its allocated share of the taxable income from these facilities to be a loss of approximately $1.9 million. For 2014, MIC’s allocated share of the taxable income from the solar and wind power generation facilities was a loss of $1.5 million.

Maintenance Capital Expenditures

For the quarter ended March 31, 2014, the district energy business incurred maintenance capital expenditures of $350,000 and $138,000 on an accrual basis and cash basis, respectively. The district energy business was sold on August 21, 2014.

After construction is completed on our solar and wind power generation facilities, the business does not expect to incur substantial capital expenditures at its sites as most upgrades, replenishments and repairs are covered under the respective O&M contract for each site.

15

Results of Operations: Hawaii Gas

Key Factors Affecting Operating Results:

• increase in gross profit due to increases in volume and margin; and

• lower selling, general and administrative costs.

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014
	$			$			$			%
	($ In Thousands) (Unaudited)
Revenues		60,664			69,351			(8,687	)		(12.5	)
Cost of product sales		36,480			49,379			12,899			26.1
Gross profit		24,184			19,972			4,212			21.1
Selling, general and administrative expenses		5,356			5,623			267			4.7
Depreciation and amortization		2,354			2,258			(96	)		(4.3	)
Operating income		16,474			12,091			4,383			36.3
Interest expense, net(1)		(1,943	)		(1,787	)		(156	)		(8.7	)
Other expense		(144	)		(82	)		(62	)		(75.6	)
Provision for income taxes		(5,532	)		(4,027	)		(1,505	)		(37.4	)
Net income(2)		8,855			6,195			2,660			42.9
Reconciliation of net income to EBITDA excluding non-cash items and cash provided by operating activities to Free Cash Flow:
Net income(2)		8,855			6,195
Interest expense, net(1)		1,943			1,787
Provision for income taxes		5,532			4,027
Depreciation and amortization		2,354			2,258
Other non-cash (income) expenses		(1,830	)		724
EBITDA excluding non-cash items		16,854			14,991			1,863			12.4
EBITDA excluding non-cash items		16,854			14,991
Interest expense, net(1)		(1,943	)		(1,787	)
Adjustments to derivative instruments recorded in interest expense(1)		139			(7	)
Amortization of debt financing costs(1)		121			118
Provision for income taxes, net of changes in deferred taxes		—			(2,711	)
Pension contribution		—			(310	)
Changes in working capital		2,523			(5,488	)
Cash provided by operating activities		17,694			4,806
Changes in working capital		(2,523	)		5,488
Maintenance capital expenditures		(1,021	)		(1,658	)
Free cash flow		14,150			8,636			5,514			63.8

(1) Interest expense, net, includes adjustments to derivative instruments related to interest rate swaps and non-cash amortization of deferred financing fees.

(2) Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.

16

Results of Operations: Hawaii Gas – (continued)

Gross Profit and Operating Income

Volume increased by 3.6% in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014, with increases across all the larger islands. On an underlying basis, adjusting for changes in customer inventory related to the timing of foreign shipments, volume increased by 2.8%. Gross profit per therm increased in the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 as a result of lower commodity cost including the effect of hedging, partially offset by customer price decreases midway through the quarter. During the quarter ended March 31, 2015, the business significantly increased its supply of propane from off-island sources while decreasing its supply from Hawaii Independent Energy.

Selling, general and administrative expenses in the quarter ended March 31, 2015 decreased as compared with the quarter ended March 31, 2014 driven by lower sales and promotion costs.

In October 2014, the business filed an application with the Hawaii Public Utilities Commission, (“HPUC”) seeking approval to invest $12.8 million in its utility business for a smaller-scale containerized liquefied natural gas (“LNG”) import project to provide natural gas as a replacement of up to 30% of synthetic natural gas demand. In the first quarter of 2015, the HPUC issued an Interim Decision and Order, and consistent with this ruling, the business will continue to work with the parties to obtain final approval for the project. Hawaii Gas also continues to work with stakeholders throughout the state to pursue a larger-scale bulk LNG import, storage and distribution program to supply multiple end markets including power generation and ground and marine transportation. In November 2014, Hawaii Gas launched its Invitation to Bid to more than 55 companies with relevant experience in larger-scale bulk LNG. During the first quarter of 2015, the business evaluated responses from more than 20 qualified respondents and has commenced further discussions with a subset of these parties.

Interest Expense, Net

Interest expense includes losses on derivative instruments of $720,000 and $588,000 for the quarters ended March 31, 2015 and 2014, respectively. Excluding the derivative adjustments, interest expense remained flat during the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014. Cash interest paid totaled $2.7 million and $2.8 million for the quarters ended March 31, 2015 and 2014, respectively.

Income Taxes

Income from Hawaii Gas is included in our consolidated federal income tax return, and is subject to Hawaii state income taxes. The tax expense in the table above includes both state taxes and the portion of the consolidated federal tax liability attributable to the business. For the year ending December 31, 2015, the business expects to pay state income taxes of approximately $766,000. The business did not incur any current federal and state income taxes for the quarter ended March 31, 2015. Any current federal income tax liability is expected to be offset in consolidation by the application of NOLs.

Maintenance Capital Expenditures

For the quarter ended March 31, 2015, Hawaii Gas incurred maintenance capital expenditures of $1.0 million and $3.4 million on an accrual basis and cash basis, respectively. This is compared to $1.7 million and $1.9 million on an accrual basis and cash basis, respectively, for the quarter ended March 31, 2014. Maintenance capital expenditures for the periods presented were primarily for transmission line modifications.

17

Results of Operations: Corporate and Other

The financial results below reflect Corporate and Other’s performance during the periods below.

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014
	$			$			$			%
	($ In Thousands) (Unaudited)
Base management fees		16,545			8,994			(7,551	)		(84.0	)
Performance fees		148,728			—			(148,728	)		NM
Selling, general and administrative expenses		2,946			1,046			(1,900	)		(181.6	)
Operating loss		(168,219	)		(10,040	)		(158,179	)		NM
Interest (expense) income, net(1)		(3,243	)		50			(3,293	)		NM
Benefit for income taxes		58,497			1,055			57,442			NM
Noncontrolling interest		—			(321	)		321			100.0
Net loss(2)		(112,965	)		(9,256	)		(103,709	)		NM
Reconciliation of net loss to EBITDA excluding non-cash items and cash used in operating activities to Free Cash Flow:
Net loss(2)		(112,965	)		(9,256	)
Interest expense (income), net(1)		3,243			(50	)
Benefit for income taxes		(58,497	)		(1,055	)
Base management fees to be settled/settled in shares		16,545			8,994
Performance fee to be settled in shares		148,728			—
Other non-cash expense		188			509
EBITDA excluding non-cash items		(2,758	)		(858	)		(1,900	)		NM
EBITDA excluding non-cash items		(2,758	)		(858	)
Interest (expense) income, net(1)		(3,243	)		50
Amortization of debt financing costs(1)		556			—
Benefit for income taxes, net of changes in deferred taxes		129			2,297
Changes in working capital		(1,324	)		(2,506	)
Cash used in operating activities		(6,640	)		(1,017	)
Changes in working capital		1,324			2,506
Free cash flow		(5,316	)		1,489			(6,805	)		NM

NM — Not meaningful

(1) Interest (expense) income, net, includes non-cash amortization of deferred financing fees.

(2) Corporate allocation expense, intercompany fees and the tax effect have been excluded from the above table as they are eliminated on consolidation.

18

Summary of Our Proportionately Combined Results

The proportionately combined financial measures below are those attributable to MIC’s ownership interest in each of our operating businesses and MIC Corporate. Given the nature of the businesses we own and our varied ownership levels of these businesses, management believes that GAAP measures such as net income and cash from operating activities do not fully reflect all of the items that our management considers in assessing the amount of cash generated by our ownership interest in our businesses. We note that proportionately combined metrics used by us may be calculated in a different manner by other companies, which may limit their usefulness as a comparative measure. Therefore, our proportionately combined metrics should be used as a supplement to, and not in lieu of, our financial results reported under GAAP. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for a reconciliation of EBITDA excluding non-cash items to net income, and a reconciliation of Free Cash Flow to cash provided by (used in) operating activities for each of our operating businesses and MIC Corporate ($ in thousands) (unaudited).

	For the Quarter Ended March 31, 2015													Contracted Power and Energy 100%
	IMTT 100%(1)		Atlantic Aviation		Contracted Power and Energy(2)		Hawaii Gas		MIC Corporate			Proportionately Combined(3)
Gross profit		84,470		108,115		6,820		24,184		N/A			223,589		9,185
EBITDA excluding non-cash items		78,404		56,259		4,451		16,854		(2,758	)		153,210		6,485
Free cash flow		66,184		46,070		1,593		14,150		(5,316	)		122,681		2,689

	For the Quarter Ended March 31, 2014															Contracted Power and Energy 100%
	IMTT 50%(4)		Atlantic Aviation		Contracted Power and Energy(2)		Hawaii Gas		MIC Corporate			Proportionately Combined(3)		IMTT 100%(5)
Gross profit		42,496		87,209		3,567		19,972		N/A			153,243		84,991		5,821
EBITDA excluding non-cash items		39,737		40,036		3,878		14,991		(858	)		97,783		79,473		6,496
Free cash flow		21,416		31,767		1,612		8,636		1,489			64,920		42,832		2,775

N/A — Not applicable.

(1) Represents our 100% ownership interest in IMTT subsequent to July 16, 2014.

(2) Proportionately combined Free Cash Flow for Contracted Power and Energy is equal to MIC’s controlling ownership interest in its solar and wind power generation businesses and the district energy business, up to August 21, 2014, date of sale.

(3) Proportionately combined Free Cash Flow is equal to the sum of Free Cash Flow attributable to MIC's ownership interest in each of its operating businesses and MIC Corporate.

(4) Our proportionate interest in IMTT prior to the acquisition of the remaining 50% interest on July 16, 2014.

(5) Represents 100% of IMTT as a stand-alone business.

Liquidity and Capital Resources

General

Our primary cash requirements include normal operating expenses, debt service, debt principal payments, payments of dividends and capital expenditures. Our primary source of cash is operating activities, although we may draw on credit facilities for capital expenditures, issue additional shares or sell assets to generate cash.

At March 31, 2015, our consolidated debt outstanding totaled $1,968.6 million, our consolidated cash balances totaled $101.3 million and total available capacity under our revolving credit facilities totaled $1,379.0 million. On April 1, 2015, we drew $155.0 million on the MIC revolving credit facility to partially fund the BEC acquisition.

19

Liquidity and Capital Resources – (continued)

We have adopted a cash management policy whereby we will, in general, apply available cash to the repayment of revolving debt balances as a means of minimizing interest expense and draw on those facilities to fund growth projects and for general corporate purposes. For example, a portion of the proceeds of the equity raise completed in March 2015 were used to repay balances outstanding on IMTT’s U.S. revolving credit facility.

We use revolving credit facilities at each of our operating companies and the holding company as a means of maintaining access to sufficient liquidity to meet future requirements, including servicing long-term debt obligations and funding growth projects. We base our assessment of the sufficiency of our liquidity and capital resources on the assumptions that:

• our businesses overall generate, and are expected to continue to generate, significant operating cash flow;

• the ongoing capital expenditures associated with our businesses are readily funded from their respective operating cash flow or available debt facilities; and

• we will be able to refinance, extend and/or repay the principal amount of maturing long-term debt on terms that can be supported by our businesses.

We are capitalized in large part using floating rate bank debt with a medium-term maturity of between five and seven years. We hedge a portion of the floating rate exposure for the majority of the term of these facilities using interest rate derivative instruments.

We also use longer dated private placement debt and other forms of capital, including bank, bond or hybrid debt instruments. In general, the debt facilities at our businesses are non-recourse to MIC and there are no cross-collateralization or cross-guarantee provisions in these facilities.

Recent Transactions Affecting Liquidity

On May 1, 2015, we increased the size of our revolving credit facility from $250.0 million to $360.0 million with all terms remaining the same. The facility had $155.0 million drawn to fund a portion of the BEC acquisition on April 1, 2015 and $205.0 million undrawn at May 4, 2015.

On March 2, 2015, we completed an underwritten public offering of 5,312,500 shares pursuant to our shelf registration statement dated April 8, 2013. On March 12, 2015, an additional 796,875 shares were issued pursuant to the exercise of the underwriters’ over-allotment option. The net proceeds from the offering of $471.6 million were used, in part, to fund the acquisition of BEC on April 1, 2015 and for general corporate purposes.

The following section discusses our sources and uses of cash on a consolidated basis. All intercompany activities such as corporate allocations, capital contributions to our businesses and distributions from our businesses have been excluded from the tables as these transactions are eliminated on consolidation.

Analysis of Consolidated Historical Cash Flows from Operations

	Quarter Ended March 31,						Change Favorable/ (Unfavorable)
	2015			2014
($ In Thousands)	$			$			$			%
Cash provided by operating activities		117,016			59,077			57,939			98.1
Cash used in investing activities		(43,074	)		(22,613	)		(20,461	)		(90.5	)
Cash used in financing activities		(20,346	)		(61,268	)		40,922			66.8

20

Liquidity and Capital Resources – (continued)

Operating Activities

Cash provided by (used in) operating activities is generally comprised of EBITDA excluding non-cash items (as defined by us), less cash interest, tax and pension payments, and changes in working capital. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations” for discussions around the components of EBITDA excluding non-cash items on a consolidated basis and for each of our businesses.

The increase in consolidated cash provided by operating activities for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 was primarily due to:

• the consolidation of IMTT on July 16, 2014; and

• improved EBITDA excluding non-cash items.

Through July 15, 2014, results for IMTT were accounted for using the equity method of accounting and distributions from IMTT were reflected in our consolidated cash provided by operating activities up to our cumulative 50% share of IMTT’s earnings recorded since the date of our investment in IMTT. Distributions from IMTT in excess of this were reflected in our consolidated cash from investing activities as a return of investment in unconsolidated business. From July 16, 2014, results for IMTT have been consolidated with those of our other businesses and distributions from IMTT are eliminated on consolidation.

Investing Activities

The drivers of cash provided by investing activities primarily include proceeds from divestitures of businesses and fixed assets. The drivers of cash used in investing activities primarily include acquisitions of businesses in new and existing segments and capital expenditures. Acquisitions of businesses are generally funded by raising additional equity and/or drawings on credit facilities.

Maintenance capital expenditures are generally funded by cash from operating activities and growth capital expenditures are generally funded by drawing on our available credit facilities or with equity capital. We may fund maintenance capital expenditures from credit facilities or equity capital and growth capital expenditures from operating activities from time to time. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations” for maintenance capital expenditures for each of our businesses.

The increase in consolidated cash used in investing activities for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 was primarily due to:

• the acquisition of an FBO during January 2015; and

• the consolidation of IMTT’s capital expenditures that were previously accounted for under the equity method of accounting; partially offset by

• reduced capital expenditures on solar power generation facilities.

Growth Capital Expenditures

We invested $14.4 million and $18.6 million of growth capital expenditures in our existing businesses during the quarter ended March 31, 2015 and 2014, respectively.

We also evaluate opportunities to acquire additional businesses or assets that we believe could enhance our existing businesses. These opportunities may be significant, such as our acquisition of the remaining 50% interest of IMTT, or they may be incremental and not individually significant to our businesses, such as our 2014 investments in the wind power generation facility in Idaho or our 2015 investment in an FBO in Orlando. We deployed approximately $100.0 million in incremental acquisitions in 2014 and we anticipate deploying approximately that amount again in 2015. Additionally, we evaluate opportunities to acquire businesses or assets that would comprise a new line of business for us.

21

Liquidity and Capital Resources – (continued)

In addition to various incremental acquisitions, we also have a backlog of growth capital projects that we are completing and/or intend to complete. We consider growth capital projects to be part of our backlog when we have committed to the deployment of capital for the underlying project, and have, where relevant, received all requisite approvals/authorizations for the deployment of such capital. The inclusion of a project in our backlog of growth capital projects does not guarantee that the project will commence, be completed or ultimately generate revenues. Our backlog as of March 31, 2015, consists of projects requiring the deployment of approximately $177.0 million and we anticipate deploying approximately $150.0 million of this amount in 2015. We would therefore anticipate deploying approximately $250.0 million in 2015 including both our growth capital project backlog and incremental opportunities.

Financing Activities

The drivers of cash provided by financing activities primarily include debt financing of acquisitions and capital expenditures, debt refinancing and equity offerings. The drivers of cash used in financing activities primarily include repayment of debt principal balances on maturing debt and dividends to our shareholders.

The decrease in cash used in financing activities for the quarter ended March 31, 2015 compared with the quarter ended March 31, 2014 was primarily due to:

• net cash proceeds from the equity offering completed in March 2015; partially offset by

• net repayments on IMTT revolving credit facility during 2015 using cash proceeds from the equity offering; and

• increase in dividends paid to shareholders during 2015.

IMTT

At March 31, 2015, the drawn balance on IMTT’s debt facilities was $533.1 million consisting of $336.3 million in letter of credit backed tax-exempt bonds, $173.4 million in bank owned tax-exempt bonds, $3.2 million drawn on revolving credit facility (Canadian) and $20.2 million in loans from prior owners. The weighted average interest rate on the outstanding debt facilities, including any interest rate swaps and fees associated with outstanding letters of credit was 5.23%. Cash interest paid during the quarters ended March 31, 2015 and 2014 was $9.2 million and $10.2 million, respectively.

Excess cash at MIC has been used to pay down IMTT’s revolving credit facility. At March 31, 2015, IMTT’s leverage ratio, as defined by the IMTT revolving credit agreement, was below 2.0x resulting in the applicable margin on IMTT’s revolving debt interest declining to 1.25%. This reduced margin will not take effect until after March 31, 2015 and will be reviewed again at the end of the quarter ending June 30, 2015.

At March 31, 2015, IMTT’s leverage ratio (< 5.00x (default threshold)) was 1.82x and backward interest coverage ratio (> 3.00x (default threshold)) was 7.32x.

Atlantic Aviation

At March 31, 2015, Atlantic Aviation had total debt outstanding of $609.7 million comprised of $605.1 million of senior secured, first lien term loan facilities and $4.6 million of stand-alone debt facilities used to fund construction of certain FBOs. Atlantic Aviation also has access to a $70.0 million senior secured, first lien revolving credit facility which is currently undrawn. The weighted average interest rate on all outstanding debt facilities, including interest rate swaps, was 4.63%. Cash interest paid during the quarters ended March 31, 2015 and 2014 was $7.3 million and $6.2 million, respectively.

At March 31, 2015, Atlantic Aviation’s leverage ratio (< 4.75x (default threshold)) was 3.21x.

22

Liquidity and Capital Resources – (continued)

CP&E

At March 31, 2015, the CP&E segment had $295.8 million in term loan debt. The weighted average interest rate on the term loan debt was 5.29%. Cash interest paid was $2.3 million and $2.4 million for the quarters ended March 31, 2015 and 2014, respectively. At March 31, 2015, all of the CP&E credit facilities were compliant with their respective financial covenants.

Hawaii Gas

At March 31, 2015, Hawaii Gas had total debt outstanding of $180.0 million in term loan and senior secured note borrowings and a revolving credit facility of $60.0 million that remains undrawn. The weighted average interest rate on the outstanding debt facilities, including the interest rate swap, was 3.63%. Cash interest paid was $2.7 million and $2.8 million for the quarters ended March 31, 2015 and 2014, respectively.

At March 31, 2015, the 12 month backward interest coverage ratio (> 3.00x (default threshold)) was 8.88x at HGC Holdings LLC (“HGC”) and 13.23x at the operating company. The leverage ratio (total indebtedness to capitalization ratio < 65% (default threshold)) at March 31, 2015 was 62.18% at HGC and 34.62% at the operating company.

Additionally, the HPUC requires the consolidated debt to total capital for the HGC to be less than 65% and that $20.0 million in cash resources be readily available at Hawaii Gas, HGC or MIC. At March 31, 2015, the debt to total capital ratio was 62.18% and $20.0 million in cash resources was readily available.

MIC Corporate

At March 31, 2015, MIC had $350.0 million in convertible senior notes outstanding that bear interest at 2.875% and a $250.0 million senior secured revolving credit facility that was undrawn. The revolving credit facility bears interest at LIBOR plus 1.75%. As of May 4, 2015, MIC had $155.0 million drawn on its revolving credit facility, which was used to fund, in part, the acquisition of BEC.

For a description of the material terms and debt covenants of MIC and its businesses, see Note 8 “Long-Term Debt” in Part II, Item 8, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014.

Commitments and Contingencies

On January 28, 2015, the Company signed a Purchase and Sale Agreement for the purchase of 100% of BEC for a purchase price of $724.3 million (subject to post-closing working capital adjustments), consisting of $215.2 million in cash and the assumption of $509.1 million of debt, excluding transaction costs. On April 1, 2015, we completed this acquisition funded partially from the MIC revolving credit facility and cash from the completed March 2015 equity offering.

In March 2015, using the remaining proceeds from the March 2015 equity offering, we fully paid down the IMTT U.S. revolving credit facility.

Except as noted above, at March 31, 2015, there had been no material changes in our commitments and contingencies compared with our commitments and contingencies at December 31, 2014. At March 31, 2015, we did not have any material purchase obligations. For a discussion of our other future obligations, due by period, under the various contractual obligations, off-balance sheet arrangements and commitments, please see “Liquidity and Capital Resources — Commitments and Contingencies” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed with the SEC on February 18, 2015.

At March 31, 2015, we did not have any material reserves for contingencies. We have other contingencies occurring in the normal course of business, including pending legal and administrative proceedings that are not reflected at this time as they are not ascertainable.

23

Commitments and Contingencies – (continued)

Our sources of cash to meet these obligations include:

• cash generated from our operations (see “Operating Activities” in “Liquidity and Capital Resources”);

• refinancing of our current credit facilities on or before maturity (see “Financing Activities” in “Liquidity and Capital Resources”); and

• cash available from our undrawn credit facilities (see “Financing Activities” in “Liquidity and Capital Resources”).

Critical Accounting Policies and Estimates

For critical accounting policies and estimates, see “Critical Accounting Policies and Estimates” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014. Our critical accounting policies and estimates have not changed materially from the description contained in our Annual Report, except for the reassessment of the useful lives for its contractual arrangements and leasehold and land improvements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation’s control. This change will generally accelerate depreciation and amortization expense at the affected sites.

Business Combinations

Our acquisitions of businesses that we control are accounted for under the purchase method of accounting. The amounts assigned to the identifiable assets acquired and liabilities assumed in connection with acquisitions are based on estimated fair values as of the date of the acquisition, with the remainder, if any, recorded as goodwill. The fair values are determined by our management, taking into consideration information supplied by the management of acquired entities and other relevant information. Such information includes valuations supplied by independent appraisal experts for significant business combinations. The valuations are generally based upon future cash flow projections for the acquired assets, discounted to present value. The determination of fair values require significant judgment both by management and outside experts engaged to assist in this process.

Goodwill, Intangible Assets and Property, Plant and Equipment

Significant assets acquired in connection with our acquisition of businesses include contract rights, customer relationships, non-compete agreements, trademarks, property and equipment and goodwill.

Trademarks are generally considered to be indefinite life intangibles. Trademarks and goodwill are not amortized in most circumstances. It may be appropriate to amortize some trademarks. However, for unamortized intangible assets, we are required to perform annual impairment reviews and more frequently in certain circumstances.

ASU No. 2011-08, Intangibles — Goodwill and Other (Topic 350): Testing Goodwill for Impairment, permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the two-step goodwill impairment test, as discussed below. If an entity concludes it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, it need not perform the two-step impairment test.

24

Critical Accounting Policies and Estimates – (continued)

If an entity concludes that it is more likely than not that the fair value of reporting unit is less than its carrying amount, it needs to perform the two-step impairment test. This requires management to make judgments in determining what assumptions to use in the calculation. The first step of the process consists of estimating the fair value of each reporting unit based on a discounted cash flow model using revenue and profit forecasts and comparing those estimated fair values with the carrying values, which includes the allocated goodwill. If the estimated fair value is less than the carrying value, a second step is performed to compute the amount of the impairment by determining an “implied fair value” of goodwill. The determination of a reporting unit’s “implied fair value” of goodwill requires the allocation of the estimated fair value of the reporting unit to the assets and liabilities of the reporting unit. Any unallocated fair value represents the “implied fair value” of goodwill, which is compared with its corresponding carrying value. IMTT, Atlantic Aviation, CP&E and Hawaii Gas are separate reporting units for purposes of this analysis. The impairment test for trademarks, which are not amortized, requires the determination of the fair value of such assets. If the fair value of the trademarks is less than their carrying value, an impairment loss is recognized in an amount equal to the difference. We cannot predict the occurrence of certain future events that might adversely affect the reported value of goodwill and/or intangible assets. Such events include, but are not limited to, strategic decisions made in response to economic and competitive conditions, the impact of the economic environment on our customer base, or material negative change in relationship with significant customers.

Property and equipment is initially stated at cost. Depreciation on property and equipment is computed using the straight-line method over the estimated useful lives of the property and equipment after consideration of historical results and anticipated results based on our current plans. Our estimated useful lives represent the period the asset remains in service assuming normal routine maintenance. We review the estimated useful lives assigned to property and equipment when our business experience suggests that they do not properly reflect the consumption of economic benefits embodied in the property and equipment nor result in the appropriate matching of cost against revenue. Factors that lead to such a conclusion may include physical observation of asset usage, examination of realized gains and losses on asset disposals and consideration of market trends such as technological obsolescence or change in market demand.

Significant intangibles, including contract rights, customer relationships, non-compete agreements and technology are amortized using the straight-line method over the estimated useful lives of the intangible asset after consideration of historical results and anticipated results based on our current plans. With respect to contractual rights at Atlantic Aviation, the useful lives will generally match the remaining lease terms plus extensions under the business’ control.

We perform impairment reviews of property and equipment and intangibles subject to amortization, when events or circumstances indicate that assets are less than their carrying amount and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amount of those assets. In this circumstance, the impairment charge is determined based upon the amount by which the net book value of the assets exceeds their fair market value. Any impairment is measured by comparing the fair value of the asset to its carrying value.

The “implied fair value” of reporting units and fair value of property and equipment and intangible assets is determined by our management and is generally based upon future cash flow projections for the acquired assets, discounted to present value. We use outside valuation experts when management considers that it is appropriate to do so.

We test for goodwill and indefinite-lived intangible assets annually as of October 1^st or when there is an indicator of impairment.

Quantitative and Qualitative Disclosures About Market Risk

For quantitative and qualitative disclosures about market risk, see Part II, Item 7A “Quantitative and Qualitative Disclosures about Market Risk” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014. Our exposure to market risk has not changed materially since February 18, 2015, the filing date for our Annual Report on Form 10-K.

25

Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the direction and with the participation of our Chief Executive Officer and Chief Financial Officer, we evaluated our disclosure controls and procedures (as such term is defined under Rule 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. The purpose of disclosure controls is to ensure that information required to be disclosed in our reports filed with or submitted to the SEC under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls are also designed to ensure that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2015.

Changes in Internal Control Over Financial Reporting

On July 16, 2014, we completed the acquisition of the remaining 50% interest in IMTT that we did not previously own and consolidated the financial results of IMTT effective as of such date. Prior to the acquisition, we had a 50% investment in IMTT, which was accounted for under the equity method, and we did not directly manage the day to day operations of IMTT. The Company is evaluating changes to processes, information technology systems and other components of internal controls over financial reporting as part of its ongoing integration activities, and as a result, controls will be periodically changed. See Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 4 “Acquisitions and Disposition,” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014. There have not been any other changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the quarter ended March 31, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

26

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
CONSOLIDATED CONDENSED BALANCE SHEETS
($ in Thousands, Except Share Data)

	March 31, 2015			December 31, 2014
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	101,312		$	48,014
Restricted cash		9,565			21,282
Accounts receivable, less allowance for doubtful accounts of $1,328 and $771, respectively		96,928			96,885
Inventories		26,114			28,080
Prepaid expenses		14,642			14,276
Deferred income taxes		25,412			25,412
Other		18,355			22,941
Total current assets		292,328			256,890
Property, equipment, land and leasehold improvements, net		3,331,537			3,362,585
Investment in unconsolidated business		9,166			9,773
Goodwill		1,992,742			1,996,259
Intangible assets, net		916,515			959,634
Deferred financing costs, net of accumulated amortization		30,548			32,037
Other		11,936			8,010
Total assets	$	6,584,772		$	6,625,188
LIABILITIES AND MEMBERS' EQUITY
Current liabilities:
Due to manager-related party	$	154,822		$	4,858
Accounts payable		42,119			49,733
Accrued expenses		62,152			77,248
Current portion of long-term debt		28,187			27,655
Fair value of derivative instruments		29,499			32,111
Other		25,820			32,727
Total current liabilities		342,599			224,332
Long-term debt, net of current portion		1,940,406			2,364,866
Deferred income taxes		845,486			904,108
Fair value of derivative instruments		32,620			27,724
Other		139,828			133,990
Total liabilities		3,300,939			3,655,020
Commitments and contingencies		—			—
Members’ equity:
LLC interests, or shares, no par value; 500,000,000 authorized; 77,412,136 shares issued and outstanding at March 31, 2015 and 71,089,590 shares issued and outstanding at December 31, 2014		2,351,612			1,942,745
Additional paid in capital		21,447			21,447
Accumulated other comprehensive loss		(23,975	)		(21,550	)
Retained earnings		755,519			844,521
Total members’ equity		3,104,603			2,787,163
Noncontrolling interests		179,230			183,005
Total equity		3,283,833			2,970,168
Total liabilities and equity	$	6,584,772		$	6,625,188

 
 
See accompanying notes to the consolidated condensed financial statements.

27

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
($ in Thousands, Except Share and Per Share Data)

	Quarter Ended March 31, 2015			Quarter Ended March 31, 2014
Revenue
Service revenue	$	326,002		$	202,439
Product revenue		72,496			73,009
Financing and equipment lease income		—			747
Total revenue		398,498			276,195
Costs and expenses
Cost of services		133,417			112,954
Cost of product sales		39,127			50,239
Selling, general and administrative		70,653			55,464
Fees to manager-related party		165,273			8,994
Depreciation		57,422			12,154
Amortization of intangibles		47,971			8,765
Loss on disposal of assets		545			—
Total operating expenses		514,408			248,570
Operating (loss) income		(115,910	)		27,625
Other income (expense)
Dividend income		531			—
Interest income		6			64
Interest expense(1)		(31,521	)		(14,011	)
Equity in earnings and amortization charges of investee		—			14,287
Other income, net		1,046			681
Net (loss) income before income taxes		(145,848	)		28,646
Benefit (provision) for income taxes(2)		55,333			(8,486	)
Net (loss) income	$	(90,515	)	$	20,160
Less: net loss attributable to noncontrolling interests		(1,513	)		(206	)
Net (loss) income attributable to MIC LLC	$	(89,002	)	$	20,366
Basic (loss) income per share attributable to MIC LLC	$	(1.22	)	$	0.36
Weighted average number of shares outstanding: basic		73,150,111			56,369,295
Diluted (loss) income per share attributable to MIC LLC	$	(1.22	)	$	0.36
Weighted average number of shares outstanding: diluted		73,150,111			56,382,205
Cash dividends declared per share	$	1.07		$	0.9375

(1) Interest expense includes losses on derivative instruments of $12.9 million and $5.3 million for the quarters ended March 31, 2015 and 2014, respectively, of which net loss of $239,000 was reclassified from accumulated other comprehensive loss for the quarter ended March 31, 2014.

(2) Includes $95,000 of benefit for income taxes from accumulated other comprehensive loss reclassification for the quarter ended March 31, 2014.

 
 
See accompanying notes to the consolidated condensed financial statements.

28

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
(Unaudited)
($ in Thousands)

	Quarter Ended March 31, 2015			Quarter Ended March 31, 2014
Net (loss) income	$	(90,515	)	$	20,160
Other comprehensive loss, net of taxes:
Reclassification of realized losses of derivatives into earnings(1)		—			150
Translation adjustment(2)		(4,051	)		(285	)
Other comprehensive loss		(4,051	)		(135	)
Comprehensive (loss) income	$	(94,566	)	$	20,025
Less: comprehensive loss attributable to noncontrolling interests		(3,139	)		(134	)
Comprehensive (loss) income attributable to MIC LLC	$	(91,427	)	$	20,159

(1) Reclassification of realized losses of derivatives is composed of (i) pre-tax derivative losses into interest expense of $239,000 and the related tax benefit of $95,000 in the consolidated condensed statement of operations; and (ii) pre-tax derivative losses of $10,000 as an adjustment to investment in unconsolidated business and an adjustment to deferred taxes of $4,000 in the consolidated condensed balance sheet for the quarter ended March 31, 2014.

(2) Translation adjustment is presented net of taxes of $1.7 million and $154,000 for the quarters ended March 31, 2015 and 2014, respectively.

 
 
See accompanying notes to the consolidated condensed financial statements.

29

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
($ in Thousands)

	Quarter Ended March 31, 2015			Quarter Ended March 31, 2014
Operating activities
Net (loss) income	$	(90,515	)	$	20,160
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization of property and equipment		57,422			13,858
Amortization of intangible assets		47,971			8,765
Loss on disposal of assets		453			—
Equity in earnings and amortization charges of investee		—			(14,287	)
Equity distributions from investee		—			8,127
Amortization of debt financing costs		1,615			1,041
Adjustments to derivative instruments		2,833			1,094
Base management fees to be settled/settled in shares		16,545			8,994
Performance fees to be settled in shares		148,728			—
Equipment lease receivable, net		—			996
Deferred rent		233			50
Deferred taxes		(56,138	)		6,439
Other non-cash expenses, net		745			692
Changes in other assets and liabilities, net of acquisitions:
Restricted cash		669			14,643
Accounts receivable		222			(6,431	)
Inventories		2,087			1,973
Prepaid expenses and other current assets		5,901			(492	)
Due to manager – related party		(88	)		(116	)
Accounts payable and accrued expenses		(18,153	)		(4,166	)
Income taxes payable		(853	)		(69	)
Pension contribution		—			(310	)
Other, net		(2,661	)		(1,884	)
Net cash provided by operating activities		117,016			59,077
Investing activities
Acquisitions of businesses and investments, net of cash acquired		(18,137	)		(1,052	)
Purchases of property and equipment		(25,481	)		(21,613	)
Other, net		544			52
Net cash used in investing activities		(43,074	)		(22,613	)

 
 
See accompanying notes to the consolidated condensed financial statements.

30

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS – (continued)
(Unaudited)
($ in Thousands)

	Quarter Ended March 31, 2015			Quarter Ended March 31, 2014
Financing activities
Proceeds from long-term debt	$	29,000		$	4,884
Payment of long-term debt		(452,628	)		(11,084	)
Proceeds from the issuance of shares		487,937			—
Dividends paid to shareholders		(78,075	)		(51,469	)
Distributions paid to noncontrolling interests		(1,000	)		(656	)
Offering and equity raise costs paid		(15,964	)		(5	)
Debt financing costs paid		—			(1,050	)
Proceeds from the issuance of shares pursuant to MIC Direct		95			72
Change in restricted cash		11,047			(1,506	)
Payment of capital lease obligations		(758	)		(454	)
Net cash used in financing activities		(20,346	)		(61,268	)
Effect of exchange rate changes on cash and cash equivalents		(298	)		—
Net change in cash and cash equivalents		53,298			(24,804	)
Cash and cash equivalents, beginning of period		48,014			233,373
Cash and cash equivalents, end of period	$	101,312		$	208,569
Supplemental disclosures of cash flow information
Non-cash investing and financing activities:
Accrued equity offering costs	$	349		$	1
Accrued financing costs	$	126		$	—
Accrued purchases of property and equipment	$	5,239		$	1,797
Acquisition of equipment through capital leases	$	398		$	—
Issuance of shares to manager for base management fees	$	15,221		$	8,777
Conversion of convertible senior notes to shares	$	2		$	—
Conversion of construction loan to term loan	$	—		$	60,360
Distributions payable to noncontrolling interests	$	75		$	128
Taxes paid	$	1,657		$	2,116
Interest paid	$	26,887		$	11,351

 
 
See accompanying notes to the consolidated condensed financial statements.

31

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

1. Organization and Description of Business

Macquarie Infrastructure Company LLC, a Delaware limited liability company, was formed on April 13, 2004. Macquarie Infrastructure Company LLC, both on an individual entity basis and together with its consolidated subsidiaries, is referred to in these financial statements as the “Company” or “MIC”. The Company owns, operates and invests in a diversified group of infrastructure businesses in the United States. Macquarie Infrastructure Management (USA) Inc. is the Company’s manager and is referred to in these financial statements as the Manager. The Manager is a wholly-owned subsidiary within the Macquarie Group of companies, which is comprised of Macquarie Group Limited and its subsidiaries and affiliates worldwide. Macquarie Group Limited is headquartered in Australia and is listed on the Australian Stock Exchange.

MIC is a non-operating holding company with a Board of Directors and other corporate governance responsibilities generally consistent with those of a Delaware corporation. MIC has made an election to be treated as a corporation for tax purposes.

The Company owns its businesses through its direct wholly-owned subsidiary, Macquarie Infrastructure Company Inc., or MIC Inc. The Company’s businesses operate predominantly in the United States and consist of the following:

• International-Matex Tank Terminals (“IMTT”): a bulk liquid terminals business that provides bulk liquid storage, handling and other services at ten marine terminals in the United States and two in Canada and is one of the larger participants in this industry in the U.S., based on storage capacity;

• Atlantic Aviation: a network of aviation fixed-base operations (“FBOs”) that provide fuel, terminal, aircraft hangaring and other services primarily to owners and operators of general aviation (“GA”) aircraft at 69 airports in the U.S.;

• Contracted Power and Energy (“CP&E”) Segment: controlling interests in solar, wind and gas-fired power generation facilities in the U.S.; and

• Hawaii Gas: a gas energy company processing and distributing gas and providing related services in Hawaii.

2. Basis of Presentation

The unaudited consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

The consolidated balance sheet at December 31, 2014 has been derived from audited financial statements but does not include all of the information and notes required by GAAP for complete financial statements. Certain reclassifications were made to the financial statements for the prior period to conform to current period presentation.

The interim financial information contained herein should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K, as filed with the SEC on February 18, 2015. Operating results for the quarter ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 or for any future interim periods.

32

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

2. Basis of Presentation  – (continued)

Use of Estimates

The preparation of unaudited consolidated condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure related thereto at the date of the unaudited consolidated condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Management evaluates these estimates and assumptions on an ongoing basis.

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited interim consolidated condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates.

Recently Issued Accounting Standards

On April 7, 2015, the FASB issued Accounting Standards Update (“ASU”) No. 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments. The guidance in the ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is allowed. The standard must be applied retrospectively to all prior periods presented. The Company will include appropriate disclosures related to debt issuance costs in accordance with the standard when it adopts the provisions of this ASU.

On February 18, 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which changes the way reporting enterprises evaluate whether (a) they should consolidate limited partnerships and similar entities, (b) fees paid to a decision maker or service provider are variable interests in a variable interest entity (“VIE”), and (c) variable interests in a VIE held by related parties of the reporting enterprise require the reporting enterprise to consolidate the VIE. The ASU significantly changes how to evaluate voting rights for entities that are not similar to limited partnerships when determining whether the entity is a VIE, which may affect entities for which the decision making rights are conveyed through a contractual arrangement. The ASU is effective for annual and interim periods in fiscal years beginning after December 15, 2015. Early adoption is allowed, including early adoption in an interim period. A reporting enterprise may apply a modified retrospective approach or full retrospective application. The Company has not yet determined the effect of the standard on its ongoing financial reporting.

On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting.

33

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

3. (Loss) Income per Share

Following is a reconciliation of the basic and diluted number of shares used in computing (loss) income per share:

	Quarter Ended March 31,
	2015		2014
Weighted average number of shares outstanding: basic		73,150,111		56,369,295
Dilutive effect of restricted stock unit grants and convertible senior notes		—		12,910
Weighted average number of shares outstanding: diluted		73,150,111		56,382,205

Restricted stock unit grants totaling 12,525 provided to the independent directors on May 21, 2014, which will vest during the second quarter of 2015, and 4,127,970 shares related to the convertible senior notes that were issued on July 15, 2014 would have been anti-dilutive due to the Company’s net loss for the quarter ended March 31, 2015.

The effect of potentially dilutive shares for the quarter ended March 31, 2014 is calculated assuming that the 12,910 restricted stock unit grants provided to the independent directors on May 20, 2013, which vested during the second quarter of 2014, had been fully converted to shares on the grant date.

4. Acquisitions

In 2014, the Company acquired controlling interests in wind power generation facilities, consisting of Brahms Wind, LLC, Exergy Idaho Holdings, LLC and Idaho Wind Partners 1, LLC (collectively the “2014 wind power generation facilities”), for a combined purchase price of $103.3 million. These wind farms have a total of 134 turbines located in New Mexico and Idaho and have a total wind power generation capacity of 203 megawatts of electricity. The Company entered into LLC agreements with the noncontrolling interest co-investors whose interests in these projects are reflected in noncontrolling interests in the consolidated condensed financial statements.

During the first quarter of 2015, the Company completed the purchase price allocation associated with the acquisitions. Substantially all of the purchase price has been allocated to the wind turbines, which have a fair value of $313.4 million, and is primarily offset by $163.9 million of amortizing term loan debt and noncontrolling interests. The fair value was determined using various valuation techniques, including the market approach, income approach and/or cost approach.

For the year ended December 31, 2014, the Company recorded transaction related costs of $2.0 million in selling, general and administrative expenses for these investments. Had the acquisitions occurred as of January 1, 2014, the consolidated results of operations would not have been materially different.

34

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

5. Property, Equipment, Land and Leasehold Improvements

Property, equipment, land and leasehold improvements at March 31, 2015 and December 31, 2014 consist of the following ($ in thousands):

	March 31, 2015			December 31, 2014
Land	$	271,890		$	272,110
Easements		131			131
Buildings		40,921			40,730
Leasehold and land improvements		431,597			439,962
Machinery and equipment		2,819,393			2,810,531
Furniture and fixtures		28,828			28,664
Construction in progress		81,904			72,241
		3,674,664			3,664,369
Less: accumulated depreciation		(343,127	)		(301,784	)
Property, equipment, land and leasehold improvements, net	$	3,331,537		$	3,362,585

During the quarter ended March 31, 2015, Atlantic Aviation reassessed the useful lives for its leasehold and land improvements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation’s control. This change will generally accelerate depreciation expense at the affected sites. As a result of this reassessment, the business performed an impairment analysis related to its leasehold and land improvements and recorded an impairment of $2.8 million, which is included in depreciation expense. In addition, the change in useful life resulted in increased depreciation expense of $1.1 million during the quarter.

In addition, during the quarter ended March 31, 2015, an impairment charge of $4.2 million was recorded due to a change in the current lease contract at one of the bases. This amount is included in depreciation expense.

6. Intangible Assets

Intangible assets at March 31, 2015 and December 31, 2014 consist of the following ($ in thousands):

	March 31, 2015			December 31, 2014
Contractual arrangements	$	830,525		$	873,406
Non-compete agreements		9,665			9,665
Customer relationships		341,457			342,232
Leasehold rights		350			350
Trade names		16,091			16,091
Technology		8,760			8,760
		1,206,848			1,250,504
Less: accumulated amortization		(290,333	)		(290,870	)
Intangible assets, net	$	916,515		$	959,634

During the quarter ended March 31, 2015, Atlantic Aviation reassessed the useful lives for its contractual arrangements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation’s control. This change will generally accelerate amortization expense at the affected sites. As a result of this reassessment, the business performed an impairment analysis related to its contractual arrangements and recorded an impairment of $13.5 million, which is included in amortization expense. In addition, the change in useful life resulted in increased amortization expense of $4.3 million during the quarter.

35

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

6. Intangible Assets  – (continued)

In addition, during the quarter ended March 31, 2015, an impairment charge of $17.8 million was recorded due to a change in the current lease contract at one of the bases. This amount is included in amortization expense.

The goodwill balance as of March 31, 2015 is comprised of the following ($ in thousands):

Goodwill acquired in business combinations, net of disposals, at December 31, 2014	$	2,120,424
Less: accumulated impairment charges		(123,200	)
Less: other		(965	)
Balance at December 31, 2014		1,996,259
Add: goodwill related to 2015 acquisition		3,444
Less: purchase accounting adjustments related to 2014 acquisition		(6,241	)
Less: other		(720	)
Balance at March 31, 2015	$	1,992,742

The Company tests for goodwill impairment at the reporting unit level on an annual basis on October 1^st of each year and between annual tests if a triggering event indicates impairment. There were no triggering events indicating impairment for the quarter ended March 31, 2015.

7. Long-Term Debt

At March 31, 2015 and December 31, 2014, the Company’s consolidated long-term debt comprised the following ($ in thousands):

	March 31, 2015			December 31, 2014
IMTT	$	533,146		$	953,061
Atlantic Aviation		609,650			611,328
CP&E		295,799			298,132
Hawaii Gas		180,000			180,000
MIC Corporate		349,998			350,000
Total		1,968,593			2,392,521
Less: current portion		(28,187	)		(27,655	)
Long-term portion	$	1,940,406		$	2,364,866

During the quarter ended March 31, 2015, using the proceeds from the March 2015 underwritten public offering, the Company repaid IMTT’s U.S. revolving credit facility in full. There were no amounts drawn on the U.S. revolving credit facilities at IMTT, Atlantic Aviation, Hawaii Gas and at MIC Corporate at March 31, 2015.

On April 1, 2015, the Company borrowed $155.0 million on the MIC Corporate senior secured revolving credit facility to partially fund the Bayonne Energy Center (“BEC”) acquisition. See Note 14, “Subsequent Events”, for further discussion on BEC. On May 1, 2015, MIC increased the size of its revolving credit facility from $250.0 million to $360.0 million with all terms remaining the same. At May 4, 2015, the MIC revolving credit facility had $205.0 million undrawn. In addition, revolving credit facilities at IMTT (U.S.), Atlantic Aviation and Hawaii Gas remain undrawn on May 4, 2015.

36

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

8. Derivative Instruments and Hedging Activities

Interest Rate Swap Contracts

The Company and certain of its businesses have in place variable-rate debt. Management believes that it is prudent to limit the variability of a portion of the business’ interest payments. To meet this objective, the Company enters into interest rate swap agreements to manage fluctuations in cash flows resulting from interest rate risk on a portion of its debt with a variable-rate component. These swaps change the variable-rate cash flow exposure on the debt obligations to fixed cash flows. Under the terms of the interest rate swaps, the Company receives variable interest rate payments and makes fixed interest rate payments, thereby creating the equivalent of fixed-rate debt for the portion of the debt that is swapped. At March 31, 2015, the Company had $2.0 billion of current and long-term debt, $1.1 billion of which was economically hedged with interest rate contracts, $612.3 million fixed rate debt and $297.9 million of which was unhedged.

The Company elected to discontinue hedge accounting in 2009. In prior periods, when the Company applied hedge accounting, changes in the fair value of derivatives that effectively offset the variability of cash flows on the Company’s debt interest obligations were recorded in other comprehensive income or loss. From the dates that hedge accounting was discontinued, all movements in the fair value of the interest rate swaps are recorded directly through earnings. As interest payments are made, a portion of the other comprehensive loss recorded under hedge accounting was also reclassified into earnings. At December 31, 2014, the other comprehensive loss was fully amortized.

The interest rate on IMTT’s borrowings under the tax-exempt bonds and the U.S. revolving credit facility floats at LIBOR plus a fixed margin. At March 31, 2015, IMTT has two interest rate swap contracts that fix the floating rates on these facilities. The interest rate swap related to the tax-exempt bond has a $215.0 million notional value that expires in June 2017 and fixes the floating rate at 3.662%. The interest rate swap related to the U.S. revolving credit facility has a $200.0 million notional value that expires in March 2017 and fixes the floating rate at 5.507%.

Atlantic Aviation entered into amortizing term loan facilities that floats at LIBOR plus 2.50%, with a minimum LIBOR of 0.75%. Atlantic Aviation entered into amortizing interest rate swap contracts that expire on July 31, 2019. The amortization on the interest rate swap contracts are scheduled to equal the total principal balance on the amortizing term loan facilities, resulting in the total outstanding principal balance to be 100% hedged. This effectively fixes the interest rate on the term loan facilities through the maturity of the interest rate swap contracts at a weighted average of 4.63%.

One of the wind power generation facilities acquired in 2014 has an amortizing term loan that matures in December 2027. The interest rate on the outstanding debt balance floats at LIBOR plus a fixed margin. The floating rate has been fixed using amortizing interest rate swap contracts that are scheduled to equal the total principal balance outstanding on the term loan facility until maturity in December 2027, resulting in the principal balance on the term loans to be 100% hedged. At March 31, 2015, the weighted average of the interest rate from the outstanding swaps is effectively fixed at 5.822%.

Hawaii Gas has an $80.0 million term loan that floats at LIBOR plus 2.25% and has effectively been fixed at 2.89% using an interest rate swap through August 8, 2016, maturity of the swap.

Commodity Price Hedges

The risk associated with fluctuations in the prices Hawaii Gas pays for propane is principally a result of market forces reflecting changes in supply and demand for propane and other energy commodities. Hawaii Gas’s gross profit is sensitive to changes in propane supply costs and Hawaii Gas may not always be able to pass through product cost increases fully or on a timely basis, particularly when product costs rise rapidly. In order to reduce the volatility of the business’ propane market price risk, Hawaii Gas had used and expects to continue to use over-the-counter commodity derivative instruments including price swaps. Hawaii Gas does

37

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

8. Derivative Instruments and Hedging Activities  – (continued)

not use commodity derivative instruments for speculative or trading purposes. Over-the-counter derivative commodity instruments utilized by Hawaii Gas to hedge forecasted purchases of propane are generally settled at expiration of the contract.

The Company measures derivative instruments at fair value using the income approach which discounts the future net cash settlements expected under the derivative contracts to a present value. These valuations utilize primarily observable (“level 2”) inputs, including contractual terms, interest rates and yield curves observable at commonly quoted intervals.

The Company’s fair value measurements of its derivative instruments and the related location of the assets and liabilities associated with the hedging instruments within the consolidated condensed balance sheets at March 31, 2015 and December 31, 2014 were as follows ($ in thousands):

	Assets (Liabilities) at Fair Value(1)
	Derivative Contracts Not Designated as Hedging Instruments
Balance Sheet Location	March 31, 2015			December 31, 2014
Fair value of derivative instruments – non-current assets(2)	$	36		$	584
Total derivative contracts – assets(2)	$	36		$	584
Fair value of derivative instruments – current liabilities(2)(3)	$	(29,499	)	$	(32,111	)
Fair value of derivative instruments – non-current liabilities(2)		(32,620	)		(27,724	)
Total derivative contracts – liabilities(2)(3)	$	(62,119	)	$	(59,835	)

(1) Fair value measurements at reporting date were made using significant other observable inputs (“level 2”).

(2) Derivative contracts represent interest rate swaps.

(3) Derivative contracts include commodity hedges.

The Company’s hedging activities for the quarters ended March 31, 2015 and 2014 and the related location within the consolidated condensed statements of operations were as follows ($ in thousands):

	Derivatives Not Designated as Hedging Instruments
	Amount of Loss Recognized in Consolidated Condensed Statements of Operations for the Quarter Ended March 31,
Financial Statement Account	2015			2014
Interest expense – Interest rate cap	$	—		$	(1	)
Interest expense – Interest rate swaps(1)		(12,919	)		(5,332	)
Cost of product sales – Commodity swaps		(18	)		—
Total	$	(12,937	)	$	(5,333	)

(1) Interest expense for the quarter ended March 31, 2014 includes $5.1 million of derivative losses and $239,000 for amounts reclassified from accumulated other comprehensive loss for the interest rate swap contracts.

All of the Company’s derivative instruments are collateralized by the assets of the respective businesses.

38

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

9. Members’ Equity

LLC Interests, or Shares

The Company is authorized to issue 500,000,000 shares. Each outstanding share of the Company is entitled to one vote on any matter with respect to which holders of shares are entitled to vote.

MIC Direct

The Company maintains a dividend reinvestment/direct stock purchase program, named “MIC Direct”, that allows for the issuance of up to 1.0 million additional shares to participants in this program. At March 31, 2015, 993,501 shares remained unissued under MIC Direct. The Company may also choose to fill requests for reinvestment of dividends or share purchases through MIC Direct via open market purchases.

Equity Offerings

On April 8, 2013, the Company filed an automatic shelf registration statement on Form S-3 (“shelf”) with the Securities and Exchange Commission to issue and sell an indeterminate amount of its shares and debt securities in one or more future offerings.

On July 15, 2014, the Company completed an underwritten public offering of 10,000,000 shares pursuant to the shelf and an additional 1,500,000 shares pursuant to the exercise of the underwriters’ over-allotment option. The Company received proceeds from the offering of $739.2 million, net of underwriting fees and expenses, which were used to partially fund the acquisition of the remaining 50% interest of IMTT that it did not previously own (“IMTT Acquisition”) and for general corporate purposes.

On March 2, 2015, the Company completed an underwritten public offering of 5,312,500 shares pursuant to the shelf. On March 12, 2015, an additional 796,875 shares were offered pursuant to the exercise of the underwriters’ over-allotment option. The proceeds from the offering of $471.6 million, net of underwriting fees and expenses, were partially used to fund the acquisition of BEC on April 1, 2015 and for general corporate purposes.

Accumulated Other Comprehensive Loss

The following represents the changes and balances to the components of accumulated other comprehensive loss for the quarters ended March 31, 2015 and 2014 ($ in thousands):

	Cash Flow Hedges, net of taxes(1)			Post-Retirement Benefit Plans, net of taxes			Translation Adjustment, net of taxes(2)			Total Accumulated Other Comprehensive Loss, net of taxes			Noncontrolling Interests			Total Members’ Accumulated Other Comprehensive Loss, net of taxes
Balance at December 31, 2013	$	(636	)	$	(8,021	)	$	(46	)	$	(8,703	)	$	258		$	(8,445	)
Reclassification of realized losses of derivatives into earnings		150			—			—			150			(72	)		78
Translation adjustment		—			—			(285	)		(285	)		—			(285	)
Balance at March 31, 2014	$	(486	)	$	(8,021	)	$	(331	)	$	(8,838	)	$	186		$	(8,652	)
Balance at December 31, 2014	$	—		$	(18,837	)	$	(4,859	)	$	(23,696	)	$	2,146		$	(21,550	)
Translation adjustment		—			—			(4,051	)		(4,051	)		1,626			(2,425	)
Balance at March 31, 2015	$	—		$	(18,837	)	$	(8,910	)	$	(27,747	)	$	3,772		$	(23,975	)

(1) Reclassification of realized losses of derivatives is composed of (i) pre-tax derivative losses into interest expense of $239,000 and the related tax benefit of $95,000 in the consolidated condensed statement of operations; and (ii) pre-tax derivative losses of $10,000 as an adjustment to investment in unconsolidated business and an adjustment to deferred taxes of $4,000 in the consolidated condensed balance sheet for the quarter ended March 31, 2014.

(2) Translation adjustment is presented net of taxes of $1.7 million and $154,000 for the quarters ended March 31, 2015 and 2014, respectively.

39

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

10. Reportable Segments

At March 31, 2015, the Company’s businesses consist of four reportable segments: IMTT, Atlantic Aviation, CP&E and Hawaii Gas. Prior to July 16, 2014, the Company had a 50% investment in IMTT, which was accounted for under the equity method of accounting. Effective July 16, 2014, the date of the IMTT Acquisition, the Company consolidated the financial results of IMTT and IMTT became a reportable segment.

For the quarter ended March 31, 2014, the results of IMTT have been accounted for under the equity method of accounting. The Company recorded equity in earnings and amortization charges of investee of $14.3 million for the quarter ended March 31, 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):

	Quarter Ended March 31, 2014
Revenue	$	424,273
Net income attributable to MIC LLC(1)		33,313

(1) The tax rate used to calculate net income attributable to MIC LLC was 35.0%.

Financial information for IMTT’s business as a whole for the quarter ended March 31, 2014, prior to the IMTT Acquisition, is presented below ($ in thousands):

	As of, and for the Quarter Ended March 31, 2014(1)
Revenue	$	148,078
Net income	$	30,981
Interest expense, net		7,133
Provision for income taxes		21,102
Depreciation and amortization		18,274
Other non-cash expense		1,983
EBITDA excluding non-cash items(2)	$	79,473
Capital expenditures paid		29,621
Property, equipment, land and leasehold improvements, net		1,275,656
Total assets		1,387,624

(1) Amounts represents financial position of IMTT business prior to July 16, 2014, the date of the IMTT Acquisition.

(2) EBITDA consists of earnings before interest, taxes, depreciation and amortization. Non-cash items that are excluded consist of impairments, derivative gains and losses and all other non-cash income and expense items.

40

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

10. Reportable Segments  – (continued)

IMTT

IMTT provides bulk liquid terminal and handling services in North America through ten terminals located on the East, West, Gulf Coasts and the Great Lakes region of the United States and partially owned terminals in Quebec and 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 larger third-party bulk liquid terminals businesses in the United States. Revenue from IMTT segment is included in service revenue.

Atlantic Aviation

The Atlantic Aviation business segment derives the majority of its revenues from fuel delivery services and from other airport services, including de-icing and aircraft hangarage. All of the revenue of Atlantic Aviation is generated at airports in the U.S., of which the Company currently operates 69. Revenue from Atlantic Aviation is included in service revenue.

CP&E

The CP&E business segment derives revenue from the contracted power generation, comprised of both solar and wind power generation facilities, and, through the date it was sold, the district energy business. Revenues from the solar and wind power generation facilities are included in product revenue and prior to August 21, 2014, the district energy business recorded revenues in service revenue and financing and equipment lease income. As of March 31, 2015, the Company has invested in five utility-scale solar photovoltaic power generation facilities and two wind power generation facilities located in the United States. These facilities have an aggregate generating capacity of 260 megawatts 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.

The contracted power generation businesses are held in LLCs, 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 contract 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 the five solar power generation facilities and the two wind power generation facilities located in the U.S. The Company has determined that it is appropriate to consolidate these projects, with the co-investors’ interest reflected as “noncontrolling interest” in the consolidated condensed financial statements.

Hawaii Gas

Revenue from Hawaii Gas is included in product revenue. Revenue is generated from the distribution and sales of synthetic natural gas (“SNG”) and liquefied petroleum gas (“LPG”). Revenue is primarily a function of the volume of SNG and LPG 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 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. The tables include financial data of IMTT for the quarter ended March 31, 2015 but do not include financial data of the Company’s equity investment in IMTT for the quarter ended March 31, 2014.

41

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

10. Reportable Segments  – (continued)

Revenue from external customers for the Company’s consolidated reportable segments was as follows ($ in thousands):

	Quarter Ended March 31, 2015
	IMTT		Atlantic Aviation		Contracted Power and Energy		Hawaii Gas		Total Reportable Segments
Service revenue	$	138,061	$	187,941	$	—	$	—	$	326,002
Product revenue		—		—		11,832		60,664		72,496
Total revenue	$	138,061	$	187,941	$	11,832	$	60,664	$	398,498

	Quarter Ended March 31, 2014
	Atlantic Aviation		Contracted Power and Energy		Hawaii Gas		Total Reportable Segments
Service revenue	$	193,961	$	8,478	$	—	$	202,439
Product revenue		—		3,658		69,351		73,009
Financing and equipment lease income		—		747		—		747
Total revenue	$	193,961	$	12,883	$	69,351	$	276,195

In accordance with FASB ASC 280 Segment Reporting, the Company has disclosed earnings before interest, taxes, depreciation and amortization (“EBITDA”) excluding non-cash items as a key performance metric relied on by management in the evaluation of the Company’s performance. Non-cash items include impairments, base management and performance fees, if any, derivative gains and losses and adjustments for other non-cash items reflected in the statements of operations. The Company believes EBITDA excluding non-cash items provides additional insight into the performance of the operating businesses relative to each other and similar businesses without regard to their capital structure, and their ability to service or reduce debt, fund capital expenditures and/or support distributions to the holding company. EBITDA excluding non-cash items is reconciled to net income or loss.

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.

	Quarter Ended March 31, 2015
	IMTT		Atlantic Aviation			Contracted Power and Energy			Hawaii Gas			Total Reportable Segments
Net income (loss)	$	20,274	$	(1,627	)	$	(3,539	)	$	8,855		$	23,963
Interest expense, net		6,906		13,085			6,338			1,943			28,272
Provision (benefit) for income taxes		14,089		(15,639	)		(818	)		5,532			3,164
Depreciation		33,115		14,999			7,266			2,042			57,422
Amortization of intangibles		2,764		44,716			179			312			47,971
Loss on disposal of assets		—		453			—			—			453
Other non-cash expense (income)		1,256		272			(2,941	)		(1,830	)		(3,243	)
EBITDA excluding non-cash items	$	78,404	$	56,259		$	6,485		$	16,854		$	158,002

42

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

10. Reportable Segments  – (continued)

	Quarter Ended March 31, 2014
	Atlantic Aviation		Contracted Power and Energy			Hawaii Gas		Total Reportable Segments
Net income (loss)	$	10,555	$	(1,415	)	$	6,195	$	15,335
Interest expense, net		9,565		2,645			1,787		13,997
Provision for income taxes		4,915		599			4,027		9,541
Depreciation(1)		6,802		5,110			1,946		13,858
Amortization of intangibles		8,131		322			312		8,765
Other non-cash expense (income)		68		(765	)		724		27
EBITDA excluding non-cash items	$	40,036	$	6,496		$	14,991	$	61,523

(1) Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company’s divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

Reconciliation of total reportable segments’ EBITDA excluding non-cash items to consolidated net (loss) income before income taxes are as follows ($ in thousands):

	Quarter Ended March 31,
	2015			2014
Total reportable segments EBITDA excluding non-cash items(1)	$	158,002		$	61,523
Interest income		6			64
Interest expense		(31,521	)		(14,011	)
Depreciation(2)		(57,422	)		(13,858	)
Amortization of intangibles		(47,971	)		(8,765	)
Loss on disposal of assets		(453	)		—
Selling, general and administrative – corporate		(2,946	)		(1,046	)
Fees to manager-related party		(165,273	)		(8,994	)
Equity in earnings and amortization charges of investee(1)		—			14,287
Other income (expense), net		1,730			(554	)
Total consolidated net (loss) income before income taxes	$	(145,848	)	$	28,646

(1) For the quarter ended March 31, 2015, total reportable segments’ EBITDA excluding non-cash items includes the results of IMTT’s EBITDA excluding non-cash items. Prior to July 16, 2014, the date of the IMTT Acquisition, 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 quarter ended March 31, 2014.

(2) Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company’s divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

43

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

10. Reportable Segments  – (continued)

Capital expenditures for the Company’s reportable segments were as follows ($ in thousands):

	Quarter Ended March 31,
	2015		2014
IMTT	$	11,869	$	—
Atlantic Aviation		8,223		8,725
Contracted Power and Energy		—		9,323
Hawaii Gas		5,389		3,565
Total	$	25,481	$	21,613

Property, equipment, land and leasehold improvements, goodwill and total assets for the Company’s reportable segments as of March 31^st were as follows ($ in thousands):

	Property, Equipment, Land and Leasehold Improvements				Goodwill				Total Assets
	2015		2014		2015		2014		2015		2014
IMTT	$	2,238,946	$	—	$	1,411,629	$	—	$	4,033,375	$	—
Atlantic Aviation		329,422		284,099		460,920		376,204		1,511,233		1,381,448
Contracted Power and Energy		562,007		384,704		—		17,946		600,124		487,203
Hawaii Gas		201,162		185,884		120,193		120,193		382,486		400,040
Total	$	3,331,537	$	854,687	$	1,992,742	$	514,343	$	6,527,218	$	2,268,691

Reconciliation of reportable segments’ total assets to consolidated total assets ($ in thousands):

	As of March 31,
	2015		2014
Total assets of reportable segments	$	6,527,218	$	2,268,691
Investment in unconsolidated business		—		89,434
Corporate and other		57,554		102,513
Total consolidated assets	$	6,584,772	$	2,460,638

11. Related Party Transactions

Management Services

At March 31, 2015 and December 31, 2014, the Manager held 4,879,020 shares and 4,667,105 shares, respectively, of the Company. Pursuant to the terms of the management services agreement, or Management Agreement, the Manager may sell these shares at any time. Under the Management Agreement, the Manager, at its option, may reinvest performance fees and base management fees in shares of the Company.

44

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

11. Related Party Transactions  – (continued)

Since January 1, 2014, the Company paid the Manager cash dividends on shares held for the following periods:

Declared	Period Covered		$ per Share		Record Date		Payable Date		Cash Paid to Manager (in thousands)
April 30, 2015		First quarter 2015	$	1.07		May 14, 2015		May 19, 2015	$	(1)
February 17, 2015		Fourth quarter 2014	$	1.02		March 2, 2015		March 5, 2015	$	4,905
October 27, 2014		Third quarter 2014	$	0.98		November 10, 2014		November 13, 2014	$	4,438
July 3, 2014		Second quarter 2014	$	0.95		August 11, 2014		August 14, 2014	$	3,402
April 28, 2014		First quarter 2014	$	0.9375		May 12, 2014		May 15, 2014	$	3,180
February 18, 2014		Fourth quarter 2013	$	0.9125		March 3, 2014		March 6, 2014	$	2,945

(1) The amount of dividend payable to the Manager for the first quarter of 2015 will be determined on May 14, 2015, the record date.

Under the Management Agreement, the Manager manages the Company’s day-to-day operations and oversees the management teams of the Company’s operating businesses. In addition, the Manager has the right to appoint the Chairman of the Board of the Company and an alternate, subject to minimum equity ownership, and to assign, or second, to the Company, two of its employees to serve as chief executive officer and chief financial officer of the Company and seconds or makes other personnel available as required.

In accordance with the Management Agreement, the Manager is entitled to a monthly base management fee based primarily on the Company’s market capitalization, and potentially a quarterly performance fee, based on the performance of the Company’s stock relative to a U.S. utilities index. For the quarters ended March 31, 2015 and 2014, the Company incurred base management fees of $16.5 million and $9.0 million, respectively. In addition, for the quarter ended March 31, 2015, the Company incurred a performance fee of $148.7 million. For the quarter ended March 31, 2014, the Manager did not earn a performance fee.

The unpaid portion of the base management fees and performance fees, if any, at the end of each reporting period is included in due to manager-related party in the consolidated condensed balance sheets. The following table shows the Manager’s election to reinvest its base management fees and performance fees, if any, in additional shares, except as noted:

Period	Base Management Fee Amount ($ in thousands)		Performance Fee Amount ($ in thousands)		Shares Issued
2015 Activities:
First quarter 2015	$	16,545	$	148,728		2,068,038	(1)
2014 Activities:
Fourth quarter 2014	$	14,192	$	—		208,122
Third quarter 2014		13,915		116,586		947,583	(2)
Second quarter 2014		9,535		4,960		243,329
First quarter 2014		8,994		—		164,546

(1) The Manager elected to reinvest the first quarter of 2015 base management fees and performance fee in shares. The Company issued 2,068,038 shares, of which 1,925,894 shares were issued in April 2015 for the March 2015 base management fee and the performance fee for the quarter ended March 31, 2015.

45

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

11. Related Party Transactions  – (continued)

(2) In October 2014, the Board requested, and the Manager agreed, that $65.0 million of the performance fee be settled in cash using the proceeds from the sale of the district energy business in order to minimize dilution. The remainder of the fee of $51.6 million was reinvested in additional shares of MIC.

The Manager is not entitled to any other compensation and all costs incurred by the Manager, including compensation of seconded staff, are paid by the Manager out of its base management fee. However, the Company is responsible for other direct costs including, but not limited to, expenses incurred in the administration or management of the Company and its subsidiaries, income taxes, audit and legal fees, acquisitions and dispositions and its compliance with applicable laws and regulations. During the quarters ended March 31, 2015 and 2014, the Manager charged the Company $88,000 and $72,000, respectively, for reimbursement of out-of-pocket expenses. The unpaid portion of the out-of-pocket expenses at the end of the reporting period is included in due to manager-related party in the consolidated condensed balance sheets.

Other Services

The Company utilizes the resources of the Macquarie Group with respect to a range of advisory, procurement, insurance, hedging, lending and other services. Engagements involving members of the Macquarie Group are reviewed and approved by the Audit Committee of the Company’s Board of Directors. Macquarie Group affiliates are engaged on an arm’s length basis and frequently as a member of syndicate of providers whose other members establish the terms of the interaction.

Advisory Services

The Macquarie Group, and wholly-owned subsidiaries within the Macquarie Group, including Macquarie Bank Limited, or MBL, and Macquarie Capital (USA) Inc., or MCUSA, have provided various advisory and other services and incurred expenses in connection with the Company’s equity raising activities, acquisitions and debt structuring for the Company and its businesses. Underwriting fees are recorded in members’ equity as a direct cost of equity offerings. Advisory fees and out-of-pocket expenses relating to acquisitions are expensed as incurred. Debt arranging fees are deferred and amortized over the term of the credit facility.

The district energy business’ credit facility was scheduled to mature in September 2014. The Company engaged MCUSA to assist in identifying and analyzing various alternatives for paying these obligations prior to maturity and obtaining other credit facilities. In August 2014, the Company paid $1.6 million to MCUSA for such services upon closing of the sale of district energy business.

In March 2015 and July 2014, the Company completed underwritten public offerings of 6,109,375 shares and 11,500,000 shares. In both offerings, MCUSA served as a joint book-running manager and an underwriter and received $2.3 million and $3.0 million, respectively, from the Company for such services.

In July 2014, the Company also completed underwritten public offering of $350.0 million aggregate principal amount of convertible senior notes. MCUSA served as a joint book-running manager and an underwriter and received $1.1 million from the Company for such services.

On January 22, 2014, Atlantic Aviation entered into an incremental $100.0 million term loan facility under the AA Credit Agreement. The Company engaged MCUSA as Joint Bookrunner and paid $16,000 in fees during January 2014.

In December 2013, Atlantic Aviation entered into an equity bridge loan for $70.0 million, of which $35.0 million was provided by MIHI LLC, an entity within the Macquarie Group. The Company engaged MCUSA as Joint Bookrunner and Joint Lead Arranger. This equity bridge loan was never drawn by the business and subsequently cancelled. During the quarter ended March 31, 2014, Atlantic Aviation incurred and paid $88,000 in commitment fees to MCUSA related to this equity bridge loan.

46

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

11. Related Party Transactions  – (continued)

Long-Term Debt

Atlantic Aviation’s $70.0 million revolving credit facility is provided by various financial institutions, including MBL which provides $15.7 million. At March 31, 2015 and December 31, 2014, the revolving credit facility remained undrawn. For the quarters ended March 31, 2015 and 2014, Atlantic Aviation incurred $28,000 and $26,000, respectively, in commitment fees related to MBL’s portion of the revolving credit facility.

In July 2014, the Company entered into a credit agreement at the holding company that provides a five-year, $250.0 million senior secured first lien revolving credit facility, of which $50.0 million is committed by MIHI LLC. Upon closing, the Company paid MIHI LLC $250,000 in fees. For the quarter ended March 31, 2015, the Company incurred and paid $34,000 in commitment fees related to MIHI LLC’s portion of the revolving credit facility. At December 31, 2014, $36,000 was included in accounts payable in the consolidated condensed balance sheet.

Other Transactions

Macquarie, through the Macquarie Insurance Facility (“MIF”), has an aggregated insurance buying program. By combining the insurance premiums of Macquarie owned and managed funds, MIF has been able to deliver very competitive terms to businesses that participate in the facility. MIF earns a commission from the insurers. No payments were made to MIF by the Company during the quarters ended March 31, 2015 and 2014. In February 2015, the Company renewed its Directors and Officers liability insurance utilizing several of the MIF insurers.

IMTT, Atlantic Aviation, CP&E and Hawaii Gas purchase and renew property and casualty insurance coverage on an ongoing basis from insurance underwriters who then pay commissions to MIF. For the quarters ended March 31, 2015 and 2014, no payments were made directly to MIF for property and casualty insurance.

During the first quarter of 2015, Macquarie Capital Markets Canada Ltd, an indirect subsidiary of Macquarie Group Limited, used Atlantic Aviation’s charter jet business and incurred $18,000 for this service. At March 31, 2015, Atlantic Aviation recorded this amount in accounts receivable in the consolidated condensed balance sheet.

In July 2014, in connection with the acquisition of the remaining interest of IMTT, the Company purchased insurance from an insurance underwriter who then paid commission to MIF. No payments were made directly to MIF for representations and warranties insurance.

Atlantic Aviation entered into a copiers lease agreement with Macquarie Equipment Finance (“MEF”), an indirect subsidiary of Macquarie Group Limited. For the quarters ended March 31, 2015 and 2014, Atlantic Aviation incurred $2,000 and $6,000, respectively, in lease expense on these copiers. As of March 31, 2015, the contract with MEF expired and there were no amounts due to MEF.

Hawaii Gas entered into licensing agreements with Utility Service Partners, Inc. and America’s Water Heater Rentals, LLC, both indirect subsidiaries of Macquarie Group Limited, to enable these entities to offer products and services to Hawaii Gas’s customer base. No payments were made under these arrangements during the quarters ended March 31, 2015 and 2014.

In addition, the Company and several of its subsidiaries have entered into a licensing agreement with the Macquarie Group related to the use of the Macquarie name and trademark. The Macquarie Group does not charge the Company any fees for this license.

47

MACQUARIE INFRASTRUCTURE COMPANY LLC
 
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)

12. Income Taxes

The Company expects to incur federal consolidated taxable income for the year ending December 31, 2015, which will be fully offset by the Company’s net operating loss (“NOL”) carryforwards. The Company believes that it will be able to utilize all of its federal prior year NOLs, which will begin to expire after 2021 and completely expire after 2034. During the quarter ended March 31, 2015, the Company recorded an increase of approximately $600,000 to the valuation allowance attributable to certain state NOLs.

13. Legal Proceedings and Contingencies

The subsidiaries of MIC Inc. are subject to legal proceedings arising in the ordinary course of business. In management’s opinion, the Company has adequate legal defenses and/or insurance coverage with respect to the eventuality of such actions, and does not believe the outcome of any pending legal proceedings will be material to the Company’s financial position or result of operations.

14. Subsequent Events

MIC Revolving Credit Facility

On May 1, 2015, MIC increased the size of its revolving credit facility from $250.0 million to $360.0 million with all terms remaining the same. The facility had $155.0 million drawn and $205.0 million undrawn at May 4, 2015.

Dividend

On April 30, 2015, the Board of Directors declared a dividend of $1.07 per share for the quarter ended March 31, 2015, which is expected to be paid on May 19, 2015 to holders of record on May 14, 2015.

CP&E — BEC Acquisition

On April 1, 2015, the Company completed the acquisition of a 100% interest in BEC for a purchase price of $724.3 million (subject to post-closing working capital adjustments), which consists of $215.2 million in cash and the assumption of $509.1 million of debt, excluding transaction costs. The Company funded the cash consideration for the acquisition by drawing on the MIC Corporate senior secured revolving credit facility and using cash on hand from the March 2015 equity offering. BEC is a 512 megawatt natural gas-fired power generating 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 energy generating capacity to the New York City power market via a dedicated transmission cable under New York Harbor. The tolling agreements have a weighted average remaining life of approximately 13 years.

48

PART II
 
OTHER INFORMATION

Item 1. Legal Proceedings

There have been no changes to legal proceedings set forth under Part I, Item 3 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed with the SEC on February 18, 2015.

Item 1A. Risk Factors

There have been no material changes to the risk factors set forth under Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2014, filed with the SEC on February 18, 2015, except for the following:

Risk Related to the Conversion

If the Conversion is consummated, the benefits expected to be obtained from the Conversion may not be achieved.

If the Conversion is consummated, the benefits expected to be obtained from the Conversion may not be achieved. For example, the Conversion may not result in our inclusion in certain stock market indices, such as the S&P indices and the Russell indices that we may be eligible for as a corporation following the Conversion. Inclusion in such indices may not result in an increased demand for our securities, and we may not have greater access to capital. The Conversion also may not increase our ability to retain our current directors or attract and retain new directors.

The Conversion may not be consummated on a timely basis or at all. Failure to consummate the Conversion could negatively impact the market price of the shares and our future business and financial results.

We cannot assure you that the Conversion will be approved by our shareholders or that the other conditions to the consummation of the Conversion will be satisfied or waived. If the Conversion is not consummated, we will not receive any of the expected benefits of the Conversion and will be subject to risks and/or liabilities, including the following:

• failure to consummate the Conversion might be followed by a decline in the market price of our shares;

• certain costs relating to the Conversion (such as legal and accounting fees) will be payable by us regardless of whether the Conversion is consummated; and

• the proposed Conversion may disrupt our business and distract our management and employees from day-to-day operations, because work related to the Conversion requires substantial time and resources, which could otherwise have been devoted to other business opportunities for our benefit.

The rights of holders of our shares who become holders of common stock upon the effective time of the Conversion will be governed by our new certificate of incorporation and bylaws, and certain rights of holders of common stock may be less favorable than those rights granted to holders of our shares pursuant to our current operating agreement.

Holders of our shares who receive common stock in the Conversion will become subject to the General Corporation Law of the State of Delaware, and will be governed by our certificate of incorporation and bylaws, rather than our current operating agreement. As a result, there will be differences between the current rights of the holders of shares under the operating agreement, as compared to the rights they will have as holders of common stock under the certificate of incorporation and the bylaws, and certain rights of holders of common stock may be less favorable than those rights granted to holders of our shares. For example, the certificate of incorporation states that the Court of Chancery of the State of Delaware will be the sole and exclusive forum to bring derivative claims, fiduciary claims and internal affairs actions.

49

If the Preferred Stock Proposal is consummated, preferred stock could be issued with rights, preferences and privileges that may be superior to the common stock, and could have other negative consequences to holders of common stock.

If the Conversion and the Preferred Stock Proposal are consummated, shares of preferred stock could be issued in one or more financing transactions. We could also use the authorized preferred stock for potential strategic transactions, including, among other things, acquisitions, strategic partnerships, joint ventures, restructurings, business combinations and investments, although we have no immediate plans to do so. There are no assurances that any such transactions will be consummated on favorable terms or at all, that they will enhance shareholder value, or that they will not adversely affect our business or the trading price of the common stock. Any shares of preferred stock could be issued with rights, preferences and privileges that may be superior to those of the common stock. In addition, preferred stock could be issued for capital raising, financing and acquisition needs or opportunities that have the effect of making an acquisition of our Company more difficult or costly, as could also be the case if the board of directors were to issue additional common stock.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information

None.

Item 6. Exhibits

An exhibit index has been filed as part of this Report on page E-1 and is incorporated herein by reference.

50

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	MACQUARIE INFRASTRUCTURE COMPANY LLC (Registrant)
Dated: May 4, 2015	By: /s/ James Hooke Name: James Hooke Title:   Chief Executive Officer
Dated: May 4, 2015	By: /s/ Todd Weintraub Name: Todd Weintraub Title:   Chief Financial Officer

51

EXHIBIT INDEX

Number	Description
3.1	Third Amended and Restated Operating Agreement of Macquarie Infrastructure Company LLC (incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed with the SEC on June 22, 2007)
3.2	Amended and Restated Certificate of Formation of Macquarie Infrastructure Assets LLC (incorporated by reference to Exhibit 3.8 of Amendment No. 2 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-116244))
31.1*	Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer
31.2*	Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer
32.1**	Section 1350 Certification of Chief Executive Officer
32.2**	Section 1350 Certification of Chief Financial Officer
101.0*	The following materials from the Quarterly Report on Form 10-Q of Macquarie Infrastructure Company LLC for the quarter ended March 31, 2015, filed on May 4, 2015, formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Condensed Balance Sheets as of March 31, 2015 (Unaudited) and December 31, 2014, (ii) the Consolidated Condensed Statements of Operations for the quarters ended March 31, 2015 and 2014 (Unaudited), (iii) the Consolidated Condensed Statements of Comprehensive (Loss) Income for the quarters ended March 31, 2015 and 2014 (Unaudited), (iv) the Consolidated Condensed Statements of Cash Flows for the quarters ended March 31, 2015 and 2014 (Unaudited) and (v) the Notes to Consolidated Condensed Financial Statements (Unaudited).

* Filed herewith.

** Furnished herewith.

E-1

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO RULE 13a-14(a)/15d-14(a)

I, James Hooke, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Macquarie Infrastructure Company LLC (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: May 4, 2015	By: /s/ James Hooke James Hooke Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO RULE 13a-14(a)/15d-14(a)

I, Todd Weintraub, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Macquarie Infrastructure Company LLC (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Dated: May 4, 2015	By: /s/ Todd Weintraub Todd Weintraub Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Macquarie Infrastructure Company LLC (the “Company”) on Form 10-Q for the quarterly period ended March 31, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, James Hooke, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ James Hooke

James Hooke
Chief Executive Officer
May 4, 2015

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Macquarie Infrastructure Company LLC (the “Company”) on Form 10-Q for the quarterly period ended March 31, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Todd Weintraub, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By: /s/ Todd Weintraub

Todd Weintraub
Chief Financial Officer
May 4, 2015

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Long-Term Debt (Narrative) (Details) (MIC Corporate [Member], Subsequent Event [Member], Revolving Credit Facility [Member], USD $)	0 Months Ended
	Apr. 01, 2015	May 04, 2015	May 01, 2015	Apr. 30, 2015
MIC Corporate [Member] | Subsequent Event [Member] | Revolving Credit Facility [Member]
Debt Disclosure [Line Items]
Borrowing capacity			$ 360,000,000	$ 250,000,000
Undrawn portion of line of credit		205,000,000
Drawn on revolver credit facility	$ 155,000,000

XML

Related Party Transactions (Narrative) (Details) (USD $)	1 Months Ended			3 Months Ended					1 Months Ended
	Mar. 31, 2015	Jul. 31, 2014	Jan. 22, 2014	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Aug. 31, 2014	Jul. 16, 2014	Jul. 15, 2014	Dec. 31, 2013
Related Party Transaction [Line Items]
Equity offering, shares	6,109,375	11,500,000
Number of employees	2			2
Accounts receivable	$ 96,928,000			$ 96,928,000		$ 96,885,000
Accounts payable	42,119,000			42,119,000		49,733,000
Convertible Debt [Member]
Related Party Transaction [Line Items]
Advisory fees		1,100,000
Convertible Debt											350,000,000
Equity Offering [Member]
Related Party Transaction [Line Items]
Advisory fees	2,300,000	3,000,000
Revolving Credit Facility [Member] | Macquarie Bank Limited [Member]
Related Party Transaction [Line Items]
Borrowing capacity	15,700,000			15,700,000
MIHI LLC [Member] | Equity Bridge Loan [Member]
Related Party Transaction [Line Items]
Borrowing capacity												35,000,000
Atlantic Aviation [Member]
Related Party Transaction [Line Items]
Advisory fees			16,000
Lease expense on copiers				2,000	6,000
Atlantic Aviation [Member] | Revolving Credit Facility [Member]
Related Party Transaction [Line Items]
Borrowing capacity	70,000,000			70,000,000
Commitment fee				28,000	26,000
Atlantic Aviation [Member] | Term Loan Facility [Member]
Related Party Transaction [Line Items]
Borrowing capacity			100,000,000
Atlantic Aviation [Member] | Equity Bridge Loan [Member]
Related Party Transaction [Line Items]
Borrowing capacity												70,000,000
Commitment fee					88,000
Atlantic Aviation [Member] | Macquarie Capital Markets Canada Ltd [Member]
Related Party Transaction [Line Items]
Accounts receivable	18,000			18,000
Macquarie Infrastructure Management (USA) Inc. [Member]
Related Party Transaction [Line Items]
Shares of the Company held by Manager, a related party	4,879,020			4,879,020		4,667,105
Base management fees to be settled/settled in shares				16,545,000	8,994,000	14,192,000	13,915,000	9,535,000
Performance fees to be settled/settled in shares and cash				148,728,000			116,586,000	4,960,000
Reimbursement of out-of-pocket expenses				88,000	72,000
District Energy [Member]
Related Party Transaction [Line Items]
Advisory fees									1,600,000
Parent [Member] | Revolving Credit Facility [Member]
Related Party Transaction [Line Items]
Debt instrument, term		5 years
Borrowing capacity		250,000,000
Commitment fee				34,000
Accounts payable						36,000
Parent [Member] | MIHI LLC [Member]
Related Party Transaction [Line Items]
Borrowing capacity										50,000,000
Debt issuance costs										$ 250,000

XML

Reportable Segments (Schedule of Revenue From External Customers) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Segment Reporting Information [Line Items]
Service revenue	$ 326,002	$ 202,439
Product revenue	72,496	73,009
Financing and equipment lease income		747
Total revenue	398,498	276,195
IMTT [Member]
Segment Reporting Information [Line Items]
Service revenue	138,061
Product revenue
Total revenue	138,061
Atlantic Aviation [Member]
Segment Reporting Information [Line Items]
Service revenue	187,941	193,961
Product revenue
Financing and equipment lease income
Total revenue	187,941	193,961
Contracted Power and Energy Businesses [Member]
Segment Reporting Information [Line Items]
Service revenue		8,478
Product revenue	11,832	3,658
Financing and equipment lease income		747
Total revenue	11,832	12,883
Hawaii Gas Business [Member]
Segment Reporting Information [Line Items]
Service revenue
Product revenue	60,664	69,351
Financing and equipment lease income
Total revenue	$ 60,664	$ 69,351

XML

Related Party Transactions (Schedule of Dividends Paid to Manager) (Details) (Management [Member], USD $)
In Thousands, except Per Share data, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Dividend One [Member]

Dividends Payable [Line Items]

Declared

Feb. 18, 2014

Period Covered

Fourth quarter 2013

$ per Share

$ 0.9125

Record Date

Mar. 03, 2014

Payable Date

Mar. 06, 2014

Cash Paid to Manager

$ 2,945

Dividend Two [Member]

Dividends Payable [Line Items]

Declared

Apr. 28, 2014

Period Covered

First quarter 2014

$ per Share

$ 0.9375

Record Date

May 12, 2014

Payable Date

May 15, 2014

Cash Paid to Manager

3,180

Dividend Three [Member]

Dividends Payable [Line Items]

Declared

Jul. 03, 2014

Period Covered

Second quarter 2014

$ per Share

$ 0.95

Record Date

Aug. 11, 2014

Payable Date

Aug. 14, 2014

Cash Paid to Manager

3,402

Dividend Four [Member]

Dividends Payable [Line Items]

Declared

Oct. 27, 2014

Period Covered

Third quarter 2014

$ per Share

$ 0.98

Record Date

Nov. 10, 2014

Payable Date

Nov. 13, 2014

Cash Paid to Manager

4,438

Dividend Five [Member]

Dividends Payable [Line Items]

Declared

Feb. 17, 2015

Period Covered

Fourth quarter 2014

$ per Share

$ 1.02

Record Date

Mar. 02, 2015

Payable Date

Mar. 05, 2015

Cash Paid to Manager

4,905

Dividend Six [Member]

Dividends Payable [Line Items]

Declared

Apr. 30, 2015

Period Covered

First quarter 2015

$ per Share

$ 1.07

Record Date

May 14, 2015

Payable Date

May 19, 2015

Cash Paid to Manager

^[1]

[1] The amount of dividend payable to the Manager for the first quarter of 2015 will be determined on May 14, 2015, the record date.

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Reportable Segments (Schedule of Selected Consolidated Financial Data) (Details) (IMTT [Member], USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2014
IMTT [Member]
Segment Reporting Information [Line Items]
Revenue	$ 424,273
Net income attributable to MIC LLC	$ 33,313	[1]

[1] The tax rate used to calculate net income attributable to MIC LLC was 35.0%.

XML

(Loss) Income per Share (Narrative) (Details)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Restricted stock unit grants May 21, 2014 [Member]
Class Of Stock [Line Items]
Antidilutive securities	12,525
Convertible senior notes [Member]
Class Of Stock [Line Items]
Antidilutive securities	4,127,970
Restricted stock unit grants May 20, 2013 [Member]
Class Of Stock [Line Items]
Potentially dilutive shares		12,910

XML

Income Taxes (Details) (USD $)	3 Months Ended
	Mar. 31, 2015
Income Taxes [Line Items]
Change in valuation allowance	$ 600,000
Minimum [Member]
Income Taxes [Line Items]
Net operating loss carry-forwards, expiration date	Dec. 31, 2021
Maximum [Member]
Income Taxes [Line Items]
Net operating loss carry-forwards, expiration date	Dec. 31, 2034

XML

Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2015

Intangible Assets [Abstract]

Schedule of Intangible Assets

	March 31, 2015			December 31, 2014
Contractual arrangements	$	830,525		$	873,406
Non-compete agreements		9,665			9,665
Customer relationships		341,457			342,232
Leasehold rights		350			350
Trade names		16,091			16,091
Technology		8,760			8,760
		1,206,848			1,250,504
Less: accumulated amortization		(290,333	)		(290,870	)
Intangible assets, net	$	916,515		$	959,634

Schedule of Goodwill

Goodwill acquired in business combinations, net of disposals, at December 31, 2014	$	2,120,424
Less: accumulated impairment charges		(123,200	)
Less: other		(965	)
Balance at December 31, 2014		1,996,259
Add: goodwill related to 2015 acquisition		3,444
Less: purchase accounting adjustments related to 2014 acquisition		(6,241	)
Less: other		(720	)
Balance at March 31, 2015	$	1,992,742

XML

Reportable Segments (Schedule of Reconciliation of EBITDA for Reportable Segments) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Interest income	$ 6		$ 64
Interest expense	(31,521)	[1]	(14,011)	[1]
Depreciation	(57,422)		(13,858)
Amortization of intangibles	(47,971)		(8,765)
Loss on disposal of assets	(453)
Selling, general and administrative - corporate	(514,408)		(248,570)
Fees to manager-related party	(165,273)		(8,994)
Equity in earnings and amortization charges of investee			14,287
Total consolidated net (loss) income before income taxes	(145,848)		28,646
Total reportable segments [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total reportable segments EBITDA excluding non-cash items	158,002	[2]	61,523	[2]
Interest income	6		64
Interest expense	(31,521)		(14,011)
Depreciation	(57,422)	[3]	(13,858)	[3]
Amortization of intangibles	(47,971)		(8,765)
Loss on disposal of assets	(453)
Selling, general and administrative - corporate	(2,946)		(1,046)
Fees to manager-related party	(165,273)		(8,994)
Equity in earnings and amortization charges of investee		[2]	14,287	[2]
Other income (expense), net	1,730		(554)
Total consolidated net (loss) income before income taxes	$ (145,848)		$ 28,646

[1] Interest expense includes losses on derivative instruments of $12.9 million and $5.3 million for the quarters ended March 31, 2015 and 2014, respectively, of which net loss of $239,000 was reclassified from accumulated other comprehensive loss for the quarter ended March 31, 2014.

[2] For the quarter ended March 31, 2015, total reportable segments' EBITDA excluding non-cash items includes the results of IMTT's EBITDA excluding non-cash items. Prior to July 16, 2014, the date of the IMTT Acquisition, 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 quarter ended March 31, 2014.

[3] Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company's divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

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Derivative Instruments and Hedging Activities (Schedule of Location of Hedging Activities) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) on derivative instruments	$ (12,900)		$ (5,300)
Net loss in accumulated other comprehensive income reclassifications for cash flow hedges			(239)
Not Designated as Hedging Instrument [Member] | Interest Expense [Member] | Interest Rate Cap [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) on derivative instruments			(1)
Not Designated as Hedging Instrument [Member] | Interest Expense [Member] | Interest Rate Swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivatives Not Designated as Hedging Instruments -Amount of Gain/(Loss) Recognized in Interest Expense			(5,100)
Gains (losses) on derivative instruments	(12,919)	[1]	(5,332)	[1]
Net loss in accumulated other comprehensive income reclassifications for cash flow hedges			(239)
Not Designated as Hedging Instrument [Member] | Cost of product sales [Member] | Commodity swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) on derivative instruments	(18)
Not Designated as Hedging Instrument [Member] | Losses on Derivative Contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) on derivative instruments	$ (12,937)		$ (5,333)

[1] Interest expense for the quarter ended March 31, 2014 includes $5.1 million of derivative losses and $239,000 for amounts reclassified from accumulated other comprehensive loss for the interest rate swap contracts.

XML

Intangible Assets (Schedule of Goodwill) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 31, 2015	Dec. 31, 2014	Mar. 31, 2014
Intangible Assets [Abstract]
Goodwill acquired in business combinations, net of disposals		$ 2,120,424
Less: accumulated impairment charges		(123,200)
Balance at December 31, 2014	1,996,259		514,343
Add: goodwill related to 2015 acquisition	3,444
Less: purchase accounting adjustments related to 2014 acquisition	(6,241)
Less: other	(720)	(965)
Balance at March 31, 2015	$ 1,992,742	$ 1,996,259	$ 514,343

XML

Reportable Segments (Schedule of Assets of Reportable Segments) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014	Mar. 31, 2014
Segment Reporting Information [Line Items]
Property, Equipment, Land and Leasehold Improvements	$ 3,331,537	$ 3,362,585	$ 854,687
Goodwill	1,992,742	1,996,259	514,343
Total Assets	6,527,218		2,268,691
IMTT [Member]
Segment Reporting Information [Line Items]
Property, Equipment, Land and Leasehold Improvements	2,238,946
Goodwill	1,411,629
Total Assets	4,033,375
Atlantic Aviation [Member]
Segment Reporting Information [Line Items]
Property, Equipment, Land and Leasehold Improvements	329,422		284,099
Goodwill	460,920		376,204
Total Assets	1,511,233		1,381,448
Contracted Power and Energy Businesses [Member]
Segment Reporting Information [Line Items]
Property, Equipment, Land and Leasehold Improvements	562,007		384,704
Goodwill			17,946
Total Assets	600,124		487,203
Hawaii Gas Business [Member]
Segment Reporting Information [Line Items]
Property, Equipment, Land and Leasehold Improvements	201,162		185,884
Goodwill	120,193		120,193
Total Assets	$ 382,486		$ 400,040

XML

Reportable Segments (Schedule of Segment Information) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014		Dec. 31, 2014
Segment Reporting Information [Line Items]
Revenue	$ 398,498		$ 276,195
Net income	(89,002)		20,366
Provision for income taxes	(55,333)	[1]	8,486	[1]
Other non-cash expense	(745)		(692)
Capital expenditures paid	25,481		21,613
Property, equipment, land and leasehold improvements, net	3,331,537		854,687		3,362,585
Total assets	6,584,772		2,460,638		6,625,188
IMTT [Member]
Segment Reporting Information [Line Items]
Revenue	138,061
Net income	20,274
Interest expense, net	6,906
Provision for income taxes	14,089
Other non-cash expense	1,256
EBITDA excluding non-cash items	78,404
Capital expenditures paid	11,869
Property, equipment, land and leasehold improvements, net	2,238,946
IMTT [Member] | Prior to acquisition [Member]
Segment Reporting Information [Line Items]
Revenue			148,078	[2]
Net income			30,981	[2]
Interest expense, net			7,133	[2]
Provision for income taxes			21,102	[2]
Depreciation and amortization			18,274	[2]
Other non-cash expense			1,983	[2]
EBITDA excluding non-cash items			79,473	[2],[3]
Capital expenditures paid			29,621	[2]
Property, equipment, land and leasehold improvements, net			1,275,656	[2]
Total assets			$ 1,387,624	[2]

[1] Includes $95,000 of benefit for income taxes from accumulated other comprehensive loss reclassification for the quarter ended March 31, 2014.

[2] Amounts represents financial position of IMTT business prior to July 16, 2014, the date of the IMTT Acquisition.

[3] EBITDA consists of earnings before interest, taxes, depreciation and amortization. Non-cash items that are excluded consist of impairments, derivative gains and losses and all other non-cash income and expense items.

XML

Organization and Description of Business

3 Months Ended

Mar. 31, 2015

Organization and Description of Business [Abstract]

Organization and Description of Business

1. Organization and Description of Business

Macquarie Infrastructure Company LLC, a Delaware limited liability company, was formed on April 13, 2004. Macquarie Infrastructure Company LLC, both on an individual entity basis and together with its consolidated subsidiaries, is referred to in these financial statements as the “Company” or “MIC”. The Company owns, operates and invests in a diversified group of infrastructure businesses in the United States. Macquarie Infrastructure Management (USA) Inc. is the Company's manager and is referred to in these financial statements as the Manager. The Manager is a wholly-owned subsidiary within the Macquarie Group of companies, which is comprised of Macquarie Group Limited and its subsidiaries and affiliates worldwide. Macquarie Group Limited is headquartered in Australia and is listed on the Australian Stock Exchange.

MIC is a non-operating holding company with a Board of Directors and other corporate governance responsibilities generally consistent with those of a Delaware corporation. MIC has made an election to be treated as a corporation for tax purposes.

The Company owns its businesses through its direct wholly-owned subsidiary, Macquarie Infrastructure Company Inc., or MIC Inc. The Company's businesses operate predominantly in the United States and consist of the following:

• International-Matex Tank Terminals (“IMTT”):  a bulk liquid terminals business that provides bulk liquid storage, handling and other services at ten marine terminals in the United States and two in Canada and is one of the larger participants in this industry in the U.S., based on storage capacity;

• Atlantic Aviation:  a network of aviation fixed-base operations ("FBOs") that provide fuel, terminal, aircraft hangaring and other services primarily to owners and operators of general aviation ("GA") aircraft at 69 airports in the U.S.;

• Contracted Power and Energy (“CP&E”) Segment:  controlling interests in solar wind and gas-fired power generation facilities in the U.S.; and

• Hawaii Gas:  a gas energy company processing and distributing gas and providing related services in Hawaii.

XML

Members' Equity (Narrative) (Details) (USD $)	1 Months Ended		0 Months Ended
	Mar. 31, 2015	Jul. 31, 2014	Mar. 12, 2015	Mar. 02, 2015	Jul. 15, 2014	Dec. 31, 2014	Jul. 16, 2014
Members' Equity [Abstract]
Shares, authorized	500,000,000					500,000,000
Shares, authorized under Dividend Reinvestment Plan	1,000,000
Shares, unissued under Dividend Reinvestment Plan	993,501
Number of votes for each outstanding share of the Company	1
Shares Activity [Line Items]
Equity offering, shares	6,109,375	11,500,000
IMTT [Member]
Shares Activity [Line Items]
Equity interest acquired							50.00%
Company [Member]
Shares Activity [Line Items]
Equity offering, shares				5,312,500	10,000,000
Proceeds from equity offering			$ 471,600,000		$ 739,200,000
Company [Member] | Over Allotment Option [Member]
Shares Activity [Line Items]
Equity offering, shares			796,875		1,500,000

XML

Reportable Segments (Tables)

3 Months Ended

Mar. 31, 2015

Schedule of Revenue From External Customers

	Quarter Ended March 31, 2015
	IMTT		Atlantic Aviation		Contracted Power and Energy		Hawaii Gas		Total Reportable Segments
Service revenue	$	138,061	$	187,941	$	-	$	-	$	326,002
Product revenue		-		-		11,832		60,664		72,496
Total revenue	$	138,061	$	187,941	$	11,832	$	60,664	$	398,498

	Quarter Ended March 31, 2014
	Atlantic Aviation		Contracted Power and Energy		Hawaii Gas		Total Reportable Segments
Service revenue	$	193,961	$	8,478	$	-	$	202,439
Product revenue		-		3,658		69,351		73,009
Financing and equipment lease income		-		747		-		747
Total revenue	$	193,961	$	12,883	$	69,351	$	276,195

Schedule of EBITDA for Reportable Segments

	Quarter Ended March 31, 2015
	IMTT		Atlantic Aviation			Contracted Power and Energy			Hawaii  Gas			Total Reportable Segments
Net income (loss)	$	20,274	$	(1,627	)	$	(3,539	)	$	8,855		$	23,963
Interest expense, net		6,906		13,085			6,338			1,943			28,272
Provision (benefit) for income taxes		14,089		(15,639	)		(818	)		5,532			3,164
Depreciation		33,115		14,999			7,266			2,042			57,422
Amortization of intangibles		2,764		44,716			179			312			47,971
Loss on disposal of assets		-		453			-			-			453
Other non-cash expense (income)		1,256		272			(2,941	)		(1,830	)		(3,243	)
EBITDA excluding non-cash items	$	78,404	$	56,259		$	6,485		$	16,854		$	158,002

	Quarter Ended March 31, 2014
	Atlantic Aviation		Contracted Power and Energy			Hawaii  Gas		Total Reportable Segments
Net income (loss)	$	10,555	$	(1,415	)	$	6,195	$	15,335
Interest expense, net		9,565		2,645			1,787		13,997
Provision for income taxes		4,915		599			4,027		9,541
Depreciation (1)		6,802		5,110			1,946		13,858
Amortization of intangibles		8,131		322			312		8,765
Other non-cash expense (income)		68		(765	)		724		27
EBITDA excluding non-cash items	$	40,036	$	6,496		$	14,991	$	61,523

(1) 
Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company's divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

Schedule of Capital Expenditures

	Quarter Ended March 31,
	2015		2014
IMTT	$	11,869	$	-
Atlantic Aviation		8,223		8,725
Contracted Power and Energy		-		9,323
Hawaii Gas		5,389		3,565
Total	$	25,481	$	21,613

Schedule of Assets of Reportable Segments

	Property, Equipment, Land and Leasehold Improvements				Goodwill				Total Assets
	2015		2014		2015		2014		2015		2014
IMTT	$	2,238,946	$	-	$	1,411,629	$	-	$	4,033,375	$	-
Atlantic Aviation		329,422		284,099		460,920		376,204		1,511,233		1,381,448
Contracted Power and Energy		562,007		384,704		-		17,946		600,124		487,203
Hawaii Gas		201,162		185,884		120,193		120,193		382,486		400,040
Total	$	3,331,537	$	854,687	$	1,992,742	$	514,343	$	6,527,218	$	2,268,691

Schedule of Reconciliation of Assets of Reportable Segments

	As of March 31,
	2015		2014
Total assets of reportable segments	$	6,527,218	$	2,268,691
Investment in unconsolidated business		-		89,434
Corporate and other		57,554		102,513
Total consolidated assets	$	6,584,772	$	2,460,638

IMTT [Member]

Schedule of Selected Consolidated Financial Data

		Quarter Ended
		March 31,
		2014
Revenue	$	424,273
Net income attributable to MIC LLC(1)		33,313

(1) The tax rate used to calculate net income attributable to MIC LLC was 35.0%.

Schedule of Segment Information

	As of, and for the
	Quarter Ended March 31, 2014(1)
Revenue	$	148,078
Net income	$	30,981
Interest expense, net		7,133
Provision for income taxes		21,102
Depreciation and amortization		18,274
Other non-cash expense		1,983
EBITDA excluding non-cash items(2)	$	79,473
Capital expenditures paid		29,621
Property, equipment, land and leasehold improvements, net		1,275,656
Total assets		1,387,624

(1)  Amounts represents financial position of IMTT business prior to July 16, 2014, the date of the IMTT Acquisition.

(2)  EBITDA consists of earnings before interest, taxes, depreciation and amortization. Non-cash items that are excluded consist of impairments, derivative gains and losses and all other non-cash income and expense items.

Reportable Segment [Member]

Schedule of EBITDA for Reportable Segments

	Quarter Ended March 31,
	2015			2014
Total reportable segments EBITDA excluding non-cash items(1)	$	158,002		$	61,523
Interest income		6			64
Interest expense		(31,521	)		(14,011	)
Depreciation(2)		(57,422	)		(13,858	)
Amortization of intangibles		(47,971	)		(8,765	)
Loss on disposal of assets		(453	)		-
Selling, general and administrative - corporate		(2,946	)		(1,046	)
Fees to manager-related party		(165,273	)		(8,994	)
Equity in earnings and amortization charges of investee(1)		-			14,287
Other income (expense), net		1,730			(554	)
Total consolidated net (loss) income before income taxes	$	(145,848	)	$	28,646

(1)

For the quarter ended March 31, 2015, total reportable segments' EBITDA excluding non-cash items includes the results of IMTT's EBITDA excluding non-cash items. Prior to July 16, 2014, the date of the IMTT Acquisition, 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 quarter ended March 31, 2014.

(2)

Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company's divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

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Members' Equity (Tables)

3 Months Ended

Mar. 31, 2015

Members' Equity [Abstract]

Schedule of Accumulated Other Comprehensive Loss

	Cash Flow Hedges, net of taxes(1)			Post-Retirement Benefit Plans, net of taxes			Translation Adjustment, net of taxes(2)			Total Accumulated Other Comprehensive Loss, net of taxes			Noncontrolling Interests			Total Members' Accumulated Other Comprehensive Loss, net of taxes
Balance at December 31, 2013	$	(636	)	$	(8,021	)	$	(46	)	$	(8,703	)	$	258		$	(8,445	)
Reclassification of realized losses of derivatives into earnings		150			-			-			150			(72	)		78
Translation adjustment		-			-			(285	)		(285	)		-			(285	)
Balance at March 31, 2014	$	(486	)	$	(8,021	)	$	(331	)	$	(8,838	)	$	186		$	(8,652	)
Balance at December 31, 2014	$	-		$	(18,837	)	$	(4,859	)	$	(23,696	)	$	2,146		$	(21,550	)
Translation adjustment		-			-			(4,051	)		(4,051	)		1,626			(2,425	)
Balance at March 31, 2015	$	-		$	(18,837	)	$	(8,910	)	$	(27,747	)	$	3,772		$	(23,975	)

(1) 
Reclassification of realized losses of derivatives is composed of (i) pre-tax derivative losses into interest expense of $239,000 and the related tax benefit of $95,000 in the consolidated condensed statement of operations; and (ii) pre-tax derivative losses of $10,000 as an adjustment to investment in unconsolidated business and an adjustment to deferred taxes of $4,000 in the consolidated condensed balance sheet for the quarter ended March 31, 2014.

(2)  Translation adjustment is presented net of taxes of $1.7 million and $154,000 for the quarters ended March 31, 2015 and 2014, respectively.

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Related Party Transactions (Schedule of Base Management Fees and Performance Fees) (Details) (Macquarie Infrastructure Management (USA) Inc. [Member], USD $) In Thousands, except Share data, unless otherwise specified	1 Months Ended	3 Months Ended
	Oct. 31, 2014	Mar. 31, 2015		Dec. 31, 2014	Sep. 30, 2014		Jun. 30, 2014	Mar. 31, 2014
Macquarie Infrastructure Management (USA) Inc. [Member]
Common Stock Equity [Line Items]
Base management fees to be settled/settled in shares		$ 16,545		$ 14,192	$ 13,915		$ 9,535	$ 8,994
Performance fees to be settled/settled in shares and cash		148,728			116,586		4,960
Shares Issued		2,068,038	[1]	208,122	947,583	[2]	243,329	164,546
Shares Issued, subsequent base management and performance fees		1,925,894
Performance fee settled in cash	65,000
Performance fee reinvested	$ 51,600

[1] The Manager elected to reinvest the first quarter of 2015 base management fees and performance fee in shares. The Company issued 2,068,038 shares, of which 1,925,894 shares were issued in April 2015 for the March 2015 base management fee and the performance fee for the quarter ended March 31, 2015.

[2] In October 2014, the Board requested, and the Manager agreed, that $65.0 million of the performance fee be settled in cash using the proceeds from the sale of the district energy business in order to minimize dilution. The remainder of the fee of $51.6 million was reinvested in additional shares of MIC.

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Members' Equity (Schedule of Accumulated Other Comprehensive Loss) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	$ (21,550)
Reclassification of realized losses of derivatives into earnings		[1]	150	[1]
Translation adjustment	(4,051)	[2]	(285)	[2]
Ending Balance	(23,975)
Loss in accumulated other comprehensive income reclassifications for cash flow hedges from unconsolidated business			(10)
Reclassification of realized losses of derivatives into earnings from unconsolidated business, taxes			4
Translation adjustment, taxes	1,700		154
Net loss in accumulated other comprehensive income reclassifications for cash flow hedges			(239)
Reclassification of realized losses of derivatives into earnings, taxes			95
Cash Flow Hedges, net of taxes [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance		[3]	(636)	[3]
Reclassification of realized losses of derivatives into earnings			150	[3]
Translation adjustment		[3]		[3]
Ending Balance		[3]	(486)	[3]
Post-Retirement Benefit Plans, net of taxes [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	(18,837)		(8,021)
Reclassification of realized losses of derivatives into earnings
Translation adjustment
Ending Balance	(18,837)		(8,021)
Translation Adjustment, net of taxes [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	(4,859)	[4]	(46)	[4]
Reclassification of realized losses of derivatives into earnings				[4]
Translation adjustment	(4,051)	[4]	(285)	[4]
Ending Balance	(8,910)	[4]	(331)	[4]
Total Accumulated Other Comprehensive Loss, net of taxes [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	(23,696)		(8,703)
Reclassification of realized losses of derivatives into earnings			150
Translation adjustment	(4,051)		(285)
Ending Balance	(27,747)		(8,838)
Noncontrolling Interests [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	2,146		258
Reclassification of realized losses of derivatives into earnings			(72)
Translation adjustment	1,626
Ending Balance	3,772		186
Total Members Accumulated Other Comprehensive Loss Net Of Taxes [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance	(21,550)		(8,445)
Reclassification of realized losses of derivatives into earnings			78
Translation adjustment	(2,425)		(285)
Ending Balance	$ (23,975)		$ (8,652)

[1] Reclassification of realized losses of derivatives is composed of (i) pre-tax derivative losses into interest expense of $239,000 and the related tax benefit of $95,000 in the consolidated condensed statement of operations; and (ii) pre-tax derivative losses of $10,000 as an adjustment to investment in unconsolidated business and an adjustment to deferred taxes of $4,000 in the consolidated condensed balance sheet for the quarter ended March 31, 2014.

[2] Translation adjustment is presented net of taxes of $1.7 million and $154,000 for the quarters ended March 31, 2015 and 2014, respectively.

[3] Reclassification of realized losses of derivatives is composed of (i) pre-tax derivative losses into interest expense of $239,000 and the related tax benefit of $95,000 in the consolidated condensed statement of operations; and (ii) pre-tax derivative losses of $10,000 as an adjustment to investment in unconsolidated business and an adjustment to deferred taxes of $4,000 in the consolidated condensed balance sheet for the quarter ended March 31, 2014.

[4] Translation adjustment is presented net of taxes of $1.7 million and $154,000 for the quarters ended March 31, 2015 and 2014, respectively.

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Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2015

Related Party Transactions [Abstract]

Schedule of Dividends Paid to Manager

						Cash Paid to
						Manager
Declared	Period Covered	$ per Share		Record Date	Payable Date	(in thousands)
April 30, 2015	First quarter 2015	$	1.07	May 14, 2015	May 19, 2015	$		(1)
February 17, 2015	Fourth quarter 2014	$	1.02	March 2, 2015	March 5, 2015	$	4,905
October 27, 2014	Third quarter 2014	$	0.98	November 10, 2014	November 13, 2014	$	4,438
July 3, 2014	Second quarter 2014	$	0.95	August 11, 2014	August 14, 2014	$	3,402
April 28, 2014	First quarter 2014	$	0.9375	May 12, 2014	May 15, 2014	$	3,180
February 18, 2014	Fourth quarter 2013	$	0.9125	March 3, 2014	March 6, 2014	$	2,945

(1) The amount of dividend payable to the Manager for the first quarter of 2015 will be determined on May 14, 2015, the record date.

Schedule of Base Management Fees and Performance Fees

	Base Management		Performance Fee
	Fee Amount		Amount		Shares
Period	($ in thousands)		($ in thousands)		Issued
2015 Activities:
First quarter 2015	$	16,545	$	148,728		2,068,038	(1)
2014 Activities:
Fourth quarter 2014	$	14,192	$	-		208,122
Third quarter 2014		13,915		116,586		947,583	(2)
Second quarter 2014		9,535		4,960		243,329
First quarter 2014		8,994		-		164,546

(1) The Manager elected to reinvest the first quarter of 2015 base management fees and performance fee in shares. The Company issued 2,068,038 shares, of which 1,925,894 shares were issued in April 2015 for the March 2015 base management fee and the performance fee for the quarter ended March 31, 2015.

(2) In October 2014, the Board requested, and the Manager agreed, that $65.0 million of the performance fee be settled in cash using the proceeds from the sale of the district energy business in order to minimize dilution. The remainder of the fee of $51.6 million was reinvested in additional shares of MIC.

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Organization and Description of Business (Details)	Mar. 31, 2015
Atlantic Aviation [Member]
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items]
Number of Airport Locations	69
United States- IMTT [Member]
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items]
Number of marine terminals	10
Canada- IMTT [Member]
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items]
Number of marine terminals	2

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CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Operating activities
Net (loss) income	$ (90,515)	$ 20,160
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization of property and equipment	57,422	13,858
Amortization of intangible assets	47,971	8,765
Loss on disposal of assets	453
Equity in earnings and amortization charges of investee		(14,287)
Equity distributions from investee		8,127
Amortization of debt financing costs	1,615	1,041
Adjustments to derivative instruments	2,833	1,094
Base management fees to be settled/settled in shares	16,545	8,994
Performance fees to be settled in shares	148,728
Equipment lease receivable, net		996
Deferred rent	233	50
Deferred taxes	(56,138)	6,439
Other non-cash expenses, net	745	692
Changes in other assets and liabilities, net of acquisitions:
Restricted cash	669	14,643
Accounts receivable	222	(6,431)
Inventories	2,087	1,973
Prepaid expenses and other current assets	5,901	(492)
Due to manager - related party	(88)	(116)
Accounts payable and accrued expenses	(18,153)	(4,166)
Income taxes payable	(853)	(69)
Pension contribution		(310)
Other, net	(2,661)	(1,884)
Net cash provided by operating activities	117,016	59,077
Investing activities
Acquisitions of businesses and investments, net of cash acquired	(18,137)	(1,052)
Purchases of property and equipment	(25,481)	(21,613)
Other, net	544	52
Net cash used in investing activities	(43,074)	(22,613)
Financing activities
Proceeds from long-term debt	29,000	4,884
Payment of long-term debt	(452,628)	(11,084)
Proceeds from the issuance of shares	487,937
Dividends paid to shareholders	(78,075)	(51,469)
Distributions paid to noncontrolling interests	(1,000)	(656)
Offering and equity raise costs paid	(15,964)	(5)
Debt financing costs paid		(1,050)
Proceeds from the issuance of shares pursuant to MIC Direct	95	72
Change in restricted cash	11,047	(1,506)
Payment of capital lease obligations	(758)	(454)
Net cash used in financing activities	(20,346)	(61,268)
Effect of exchange rate changes on cash and cash equivalents	(298)
Net change in cash and cash equivalents	53,298	(24,804)
Cash and cash equivalents, beginning of period	48,014	233,373
Cash and cash equivalents, end of period	101,312	208,569
Non-cash investing and financing activities:
Accrued equity offering costs	349	1
Accrued financing costs	126
Accrued purchases of property and equipment	5,239	1,797
Acquisition of equipment through capital leases	398
Issuance of shares to manager for base management fees	15,221	8,777
Conversion of convertible senior notes to shares	2
Conversion of construction loan to term loan		60,360
Distributions payable to noncontrolling interests	75	128
Taxes paid	1,657	2,116
Interest paid	$ 26,887	$ 11,351

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(Loss) Income per Share (Schedule of Reconciliation of Number of Shares Used in Computing (Loss) Income per Share) (Details)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
(Loss) Income per Share [Abstract]
Weighted average number of shares outstanding: basic	73,150,111	56,369,295
Dilutive effect of restricted stock unit grants and convertible senior notes		12,910
Weighted average number of shares outstanding: diluted	73,150,111	56,382,205

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Derivative Instruments and Hedging Activities (Narrative) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Derivative [Line Items]
Fixed rate debt	612,300
Unhedged debt	297,900
Current and long-term debt	1,968,593	2,392,521
Atlantic Aviation [Member]
Derivative [Line Items]
Current and long-term debt	609,650	611,328
Atlantic Aviation [Member] | Total Term Debt [Member]
Derivative [Line Items]
Percentage of outstanding debt hedged	100.00%
Atlantic Aviation [Member] | Term Loan Facility [Member]
Derivative [Line Items]
Fixed portion of interest rate component	2.50%
Variable term loan Interest rate floor	0.75%
IMTT [Member]
Derivative [Line Items]
Current and long-term debt	533,146	953,061
Contracted Power and Energy Businesses [Member]
Derivative [Line Items]
Current and long-term debt	295,799	298,132
Contracted Power and Energy Businesses [Member] | Amortizing term loan [Member] | Idaho Wind Partners [Member]
Derivative [Line Items]
Maturity		Dec. 01, 2027
Percentage of outstanding debt hedged	100.00%
Hawaii Gas Business [Member]
Derivative [Line Items]
Current and long-term debt	180,000	180,000
Hawaii Gas Business [Member] | Term Loan Facility [Member]
Derivative [Line Items]
Current and long-term debt	80,000
Fixed portion of interest rate component	2.25%
Interest Rate Swaps [Member] | Atlantic Aviation [Member]
Derivative [Line Items]
Derivatives, expiration date	Jul. 31, 2019
Weighted average interest rate	4.63%
Interest Rate Swaps [Member] | IMTT [Member] | Revolving Credit Facility [Member]
Derivative [Line Items]
Notional amount of derivative	200,000
Fixed interest rate	5.507%
Derivatives, expiration date	Mar. 31, 2017
Interest Rate Swaps [Member] | IMTT [Member] | Tax Exempt Bond [Member]
Derivative [Line Items]
Notional amount of derivative	215,000
Fixed interest rate	3.662%
Derivatives, expiration date	Jun. 30, 2017
Interest Rate Swaps [Member] | Contracted Power and Energy Businesses [Member] | Idaho Wind Partners [Member]
Derivative [Line Items]
Weighted average interest rate	5.822%
Interest Rate Swaps [Member] | Hawaii Gas Business [Member] | Term Loan Facility [Member]
Derivative [Line Items]
Fixed interest rate	2.89%
Derivatives, expiration date	Aug. 08, 2016
Interest Rate Contracts [Member]
Derivative [Line Items]
Debt economically hedged with interest rate contracts	1,100,000

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Reportable Segments (Schedule of Reconciliation of Assets of Reportable Segments) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014	Mar. 31, 2014
Segment Reporting Information [Line Items]
Total assets of reportable segments	$ 6,527,218		$ 2,268,691
Investment in unconsolidated business	9,166	9,773
Corporate and other	57,554		102,513
Total assets	6,584,772	6,625,188	2,460,638
Non Reportable Segment [Member]
Segment Reporting Information [Line Items]
Investment in unconsolidated business			$ 89,434

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CONSOLIDATED CONDENSED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 101,312	$ 48,014
Restricted cash	9,565	21,282
Accounts receivable, less allowance for doubtful accounts of $1,328 and $771, respectively	96,928	96,885
Inventories	26,114	28,080
Prepaid expenses	14,642	14,276
Deferred income taxes	25,412	25,412
Other	18,355	22,941
Total current assets	292,328	256,890
Property, equipment, land and leasehold improvements, net	3,331,537	3,362,585
Investment in unconsolidated business	9,166	9,773
Goodwill	1,992,742	1,996,259
Intangible assets, net	916,515	959,634
Deferred financing costs, net of accumulated amortization	30,548	32,037
Other	11,936	8,010
Total assets	6,584,772	6,625,188
Current liabilities:
Due to manager-related party	154,822	4,858
Accounts payable	42,119	49,733
Accrued expenses	62,152	77,248
Current portion of long-term debt	28,187	27,655
Fair value of derivative instruments - Current	29,499	32,111
Other	25,820	32,727
Total current liabilities	342,599	224,332
Long-term debt, net of current portion	1,940,406	2,364,866
Deferred income taxes	845,486	904,108
Fair value of derivative instruments - Noncurrent	32,620	27,724
Other	139,828	133,990
Total liabilities	3,300,939	3,655,020
Commitments and contingencies
Members' equity:
LLC interests, or shares, no par value; 500,000,000 authorized; 77,412,136 shares issued and outstanding at March 31, 2015 and 71,089,590 shares issued and outstanding at December 31, 2014	2,351,612	1,942,745
Additional paid in capital	21,447	21,447
Accumulated other comprehensive loss	(23,975)	(21,550)
Retained earnings	755,519	844,521
Total members' equity	3,104,603	2,787,163
Noncontrolling interests	179,230	183,005
Total equity	3,283,833	2,970,168
Total liabilities and equity	$ 6,584,772	$ 6,625,188

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Reportable Segments (Narrative) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Jul. 16, 2014	Jul. 15, 2014
Segment Reporting Information [Line Items]
Number of reportable segments	4
Equity in earnings and amortization charges of investee		$ 14,287
Tax rate used to calculate net income attributable to MIC LLC		35.00%
Number of solar projects	5
Number of wind power generation facilities	2
Contracted Power and Energy Businesses [Member]
Segment Reporting Information [Line Items]
Number of solar projects	5
Number of wind power generation facilities	2
Electricity generating capacity	260
IMTT [Member]
Segment Reporting Information [Line Items]
Equity method ownership percentage		50.00%		50.00%
Equity in earnings and amortization charges of investee		$ 14,300
Equity interest acquired			50.00%
Atlantic Aviation [Member]
Segment Reporting Information [Line Items]
Number of Airport Locations	69
Minimum [Member]
Segment Reporting Information [Line Items]
Life of Purchase Power Agreements	20 years
Maximum [Member]
Segment Reporting Information [Line Items]
Life of Purchase Power Agreements	25 years
United States- IMTT [Member]
Segment Reporting Information [Line Items]
Number of marine terminals	10

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CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME [Abstract]
Net (loss) income	$ (90,515)		$ 20,160
Other comprehensive loss, net of taxes:
Reclassification of realized losses of derivatives into earnings		[1]	150	[1]
Translation adjustment	(4,051)	[2]	(285)	[2]
Other comprehensive loss	(4,051)		(135)
Comprehensive (loss) income	(94,566)		20,025
Less: comprehensive loss attributable to noncontrolling interests	(3,139)		(134)
Comprehensive (loss) income attributable to MIC LLC	$ (91,427)		$ 20,159

[1] Reclassification of realized losses of derivatives is composed of (i) pre-tax derivative losses into interest expense of $239,000 and the related tax benefit of $95,000 in the consolidated condensed statement of operations; and (ii) pre-tax derivative losses of $10,000 as an adjustment to investment in unconsolidated business and an adjustment to deferred taxes of $4,000 in the consolidated condensed balance sheet for the quarter ended March 31, 2014.

[2] Translation adjustment is presented net of taxes of $1.7 million and $154,000 for the quarters ended March 31, 2015 and 2014, respectively.

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Property, Equipment, Land and Leasehold Improvements (Schedule of Property and Equipment) (Details) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Property, Equipment, Land and Leasehold Improvements [Abstract]
Land	$ 271,890,000		$ 272,110,000
Easements	131,000		131,000
Buildings	40,921,000		40,730,000
Leasehold and land improvements	431,597,000		439,962,000
Machinery and equipment	2,819,393,000		2,810,531,000
Furniture and fixtures	28,828,000		28,664,000
Construction in progress	81,904,000		72,241,000
Property, equipment, land and leasehold improvements, gross	3,674,664,000		3,664,369,000
Less: accumulated depreciation	(343,127,000)		(301,784,000)
Property, equipment, land and leasehold improvements, net	3,331,537,000	854,687,000	3,362,585,000
Property, Plant and Equipment [Line Items]
Depreciation	57,422,000	12,154,000
Atlantic Aviation [Member]
Property, Equipment, Land and Leasehold Improvements [Abstract]
Property, equipment, land and leasehold improvements, net	329,422,000	284,099,000
Leasehold and Land Improvements [Member] | Atlantic Aviation [Member] | Multiple FBOs [Member]
Property, Plant and Equipment [Line Items]
Fixed assets impairment charge	2,800,000
Leasehold and Land Improvements [Member] | Atlantic Aviation [Member] | One specific FBO [Member]
Property, Plant and Equipment [Line Items]
Fixed assets impairment charge	4,200,000
Leasehold and Land Improvements [Member] | Atlantic Aviation [Member] | Incremental depreciation due to change in policy [Member]
Property, Plant and Equipment [Line Items]
Depreciation	$ 1,100,000

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Subsequent Events

3 Months Ended

Mar. 31, 2015

Subsequent Events [Abstract]

Subsequent Events

14. Subsequent Events

MIC Revolving Credit Facility

      On May 1, 2015, MIC increased the size of its revolving credit facility from $250.0 million to $360.0 million with all terms remaining the same. The facility had $155.0 million drawn and $205.0 million undrawn at May 4, 2015. 

Dividend

On April 30, 2015, the Board of Directors declared a dividend of $1.07 per share for the quarter ended March 31, 2015, which is expected to be paid on May 19, 2015 to holders of record on May 14, 2015.

CP&E — BEC Acquisition

On April 1, 2015, the Company completed the acquisition of a 100% interest in BEC for a purchase price of $724.3 million, (subject to post-closing working capital adjustments), which consists of $215.2 million in cash and the assumption of$509.1 million of debt, excluding transaction costs. The Company funded the cash consideration for the acquisition by drawing on the MIC Corporate senior secured revolving credit facility and using cash on hand from the March 2015 equity offering. BEC is a 512 megawatt natural gas-fired power generating 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 energy generating capacity to the New York City power market via a dedicated transmission cable under New York Harbor. The tolling agreements have a weighted average remaining life of approximately 13 years.

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Intangible Assets (Schedule of Intangible Assets) (Details) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Intangible Assets [Abstract]
Contractual arrangements	$ 830,525,000		$ 873,406,000
Non-compete agreements	9,665,000		9,665,000
Customer relationships	341,457,000		342,232,000
Leasehold rights	350,000		350,000
Trade names	16,091,000		16,091,000
Technology	8,760,000		8,760,000
Intangible assets, gross	1,206,848,000		1,250,504,000
Less: accumulated amortization	(290,333,000)		(290,870,000)
Intangible assets, net	916,515,000		959,634,000
Finite Lived Intangible Assets [Line Items]
Amortization of intangibles	47,971,000	8,765,000
Atlantic Aviation [Member]
Finite Lived Intangible Assets [Line Items]
Amortization of intangibles	44,716,000	8,131,000
Contractual Rights [Member] | Atlantic Aviation [Member] | Multiple FBOs [Member]
Finite Lived Intangible Assets [Line Items]
Intangible impairment charge	13,500,000
Contractual Rights [Member] | Atlantic Aviation [Member] | One specific FBO [Member]
Finite Lived Intangible Assets [Line Items]
Intangible impairment charge	17,800,000
Contractual Rights [Member] | Atlantic Aviation [Member] | Incremental amortization due to change in policy [Member]
Finite Lived Intangible Assets [Line Items]
Amortization of intangibles	$ 4,300,000

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Property, Equipment, Land and Leasehold Improvements (Tables)

3 Months Ended

Mar. 31, 2015

Property, Equipment, Land and Leasehold Improvements [Abstract]

Schedule of Property and Equipment

	March 31, 2015			December 31, 2014
Land	$	271,890		$	272,110
Easements		131			131
Buildings		40,921			40,730
Leasehold and land improvements		431,597			439,962
Machinery and equipment		2,819,393			2,810,531
Furniture and fixtures		28,828			28,664
Construction in progress		81,904			72,241
		3,674,664			3,664,369
Less: accumulated depreciation		(343,127	)		(301,784	)
Property, equipment, land and leasehold improvements, net	$	3,331,537		$	3,362,585

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CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME [Abstract]
Net loss in accumulated other comprehensive income reclassifications for cash flow hedges		$ (239)
Reclassification of realized losses of derivatives into earnings, taxes		95
Loss in accumulated other comprehensive income reclassifications for cash flow hedges from unconsolidated business		(10)
Reclassification of realized losses of derivatives into earnings from unconsolidated business, taxes		4
Translation adjustment, taxes	$ 1,700	$ 154

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CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
CONSOLIDATED CONDENSED BALANCE SHEETS [Abstract]
Accounts receivable, allowance for doubtful accounts	$ 1,328	$ 771
Shares, no par value	$ 0.00	$ 0.00
Shares, authorized	500,000,000	500,000,000
Shares, issued	77,412,136	71,089,590
Shares, outstanding	77,412,136	71,089,590

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Members' Equity

3 Months Ended

Mar. 31, 2015

Members' Equity [Abstract]

Members' Equity

9. Members' Equity

LLC Interests, or Shares

The Company is authorized to issue 500,000,000 shares. Each outstanding share of the Company is entitled to one vote on any matter with respect to which holders of shares are entitled to vote.

MIC Direct

The Company maintains a dividend reinvestment/direct stock purchase program, named "MIC Direct", that allows for the issuance of up to 1.0 million additional shares to participants in this program. At March 31, 2015, 993,501 shares remained unissued under MIC Direct. The Company may also choose to fill requests for reinvestment of dividends or share purchases through MIC Direct via open market purchases.

Equity Offerings

     On April 8, 2013, the Company filed an automatic shelf registration statement on Form S-3 (“shelf”) with the Securities and Exchange Commission to issue and sell an indeterminate amount of its shares and debt securities in one or more future offerings.

On July 15, 2014, the Company completed an underwritten public offering of 10,000,000 shares pursuant to the shelf and an additional 1,500,000 shares pursuant to the exercise of the underwriters' over-allotment option. The Company received proceeds from the offering of $739.2 million, net of underwriting fees and expenses, which were used to partially fund the acquisition of the remaining 50% interest of IMTT that it did not previously own ("IMTT Acquisition") and for general corporate purposes.

On March 2, 2015, the Company completed an underwritten public offering of 5,312,500 shares pursuant to the shelf. On March 12, 2015, an additional 796,875 shares were offered pursuant to the exercise of the underwriters' over-allotment option. The proceeds from the offering of $471.6 million, net of underwriting fees and expenses, were partially used to fund the acquisition of BEC on April 1, 2015 and for general corporate purposes.

Accumulated Other Comprehensive Loss

The following represents the changes and balances to the components of accumulated other comprehensive loss for the quarters ended March 31, 2015 and 2014 ($ in thousands):

	Cash Flow Hedges, net of taxes(1)			Post-Retirement Benefit Plans, net of taxes			Translation Adjustment, net of taxes(2)			Total Accumulated Other Comprehensive Loss, net of taxes			Noncontrolling Interests			Total Members' Accumulated Other Comprehensive Loss, net of taxes
Balance at December 31, 2013	$	(636	)	$	(8,021	)	$	(46	)	$	(8,703	)	$	258		$	(8,445	)
Reclassification of realized losses of derivatives into earnings		150			-			-			150			(72	)		78
Translation adjustment		-			-			(285	)		(285	)		-			(285	)
Balance at March 31, 2014	$	(486	)	$	(8,021	)	$	(331	)	$	(8,838	)	$	186		$	(8,652	)
Balance at December 31, 2014	$	-		$	(18,837	)	$	(4,859	)	$	(23,696	)	$	2,146		$	(21,550	)
Translation adjustment		-			-			(4,051	)		(4,051	)		1,626			(2,425	)
Balance at March 31, 2015	$	-		$	(18,837	)	$	(8,910	)	$	(27,747	)	$	3,772		$	(23,975	)

(1) 
Reclassification of realized losses of derivatives is composed of (i) pre-tax derivative losses into interest expense of $239,000 and the related tax benefit of $95,000 in the consolidated condensed statement of operations; and (ii) pre-tax derivative losses of $10,000 as an adjustment to investment in unconsolidated business and an adjustment to deferred taxes of $4,000 in the consolidated condensed balance sheet for the quarter ended March 31, 2014.

(2)  Translation adjustment is presented net of taxes of $1.7 million and $154,000 for the quarters ended March 31, 2015 and 2014, respectively.

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Document and Entity Information	3 Months Ended
	Mar. 31, 2015	May 01, 2015
Document Documentand Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q1
Trading Symbol	MIC
Entity Registrant Name	Macquarie Infrastructure CO LLC
Entity Central Index Key	0001289790
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		79,338,386

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Reportable Segments

3 Months Ended

Mar. 31, 2015

Reportable Segments [Abstract]

Reportable Segments

10. Reportable Segments

At March 31, 2015, the Company's businesses consist of four reportable segments: IMTT, Atlantic Aviation CP&E and Hawaii Gas. Prior to July 16, 2014, the Company had a 50% investment in IMTT, which was accounted for under the equity method of accounting. Effective July 16, 2014, the date of the IMTT Acquisition, the Company consolidated the financial results of IMTT and IMTT became a reportable segment.

     For the quarter ended March 31, 2014, the results of IMTT have been accounted for under the equity method of accounting. The Company recorded equity in earnings and amortization charges of investee of $14.3 million for the quarter ended March 31, 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):

		Quarter Ended
		March 31,
		2014
Revenue	$	424,273
Net income attributable to MIC LLC(1)		33,313

(1) The tax rate used to calculate net income attributable to MIC LLC was 35.0%.

Financial information for IMTT's business as a whole for the quarter ended March 31, 2014, prior to the IMTT Acquisition, is presented below ($ in thousands):

	As of, and for the
	Quarter Ended March 31, 2014(1)
Revenue	$	148,078
Net income	$	30,981
Interest expense, net		7,133
Provision for income taxes		21,102
Depreciation and amortization		18,274
Other non-cash expense		1,983
EBITDA excluding non-cash items(2)	$	79,473
Capital expenditures paid		29,621
Property, equipment, land and leasehold improvements, net		1,275,656
Total assets		1,387,624

(1)  Amounts represents financial position of IMTT business prior to July 16, 2014, the date of the IMTT Acquisition.

(2)  EBITDA consists of earnings before interest, taxes, depreciation and amortization. Non-cash items that are excluded consist of impairments, derivative gains and losses and all other non-cash income and expense items.

      IMTT
   
         IMTT provides bulk liquid terminal and handling services in North America through ten terminals located on the East, West, Gulf Coasts and the Great Lakes region of the United States and partially owned terminals in Quebec and 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 larger third-party bulk liquid terminals businesses in the United States. Revenue from IMTT segment is included in service revenue.

 
    Atlantic Aviation

  The Atlantic Aviation business segment derives the majority of its revenues from fuel delivery services and from other airport services, including de-icing and aircraft hangarage. All of the revenue of Atlantic Aviation is generated at airports in the U.S., of which the Company currently operates 69. Revenue from Atlantic Aviation is included in service revenue.

 
    CP&E

       The CP&E business segment derives revenue from the contracted power generation, comprised of both solar and wind power generation facilities, and, through the date it was sold, the district energy business. Revenues from the solar and wind power generation facilities are included in product revenue and prior to August 21, 2014, the district energy business recorded revenues in service revenue and financing and equipment lease income. As of March 31, 2015, the Company has invested in five utility-scale solar photovoltaic power generation facilities and two wind power generation facilities located in the United States. These facilities have an aggregate generating capacity of 260 megawatts 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.

The contracted power generation businesses are held in LLCs, 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 contract 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 the five solar power generation facilities and the two wind power generation facilities located in the U.S. The Company has determined that it is appropriate to consolidate these projects, with the co-investors' interest reflected as “noncontrolling interest” in the consolidated condensed financial statements.

 
   Hawaii Gas

Revenue from Hawaii Gas is included in product revenue. Revenue is generated from the distribution and sales of synthetic natural gas ("SNG") and liquefied petroleum gas ("LPG"). Revenue is primarily a function of the volume of SNG and LPG 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 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. The tables include financial data of IMTT for the quarter ended March 31, 2015 but do not include financial data of the Company's equity investment in IMTT for the quarter ended March 31, 2014.
 

Revenue from external customers for the Company's consolidated reportable segments was as follows ($ in thousands):

	Quarter Ended March 31, 2015
	IMTT		Atlantic Aviation		Contracted Power and Energy		Hawaii Gas		Total Reportable Segments
Service revenue	$	138,061	$	187,941	$	-	$	-	$	326,002
Product revenue		-		-		11,832		60,664		72,496
Total revenue	$	138,061	$	187,941	$	11,832	$	60,664	$	398,498

	Quarter Ended March 31, 2014
	Atlantic Aviation		Contracted Power and Energy		Hawaii Gas		Total Reportable Segments
Service revenue	$	193,961	$	8,478	$	-	$	202,439
Product revenue		-		3,658		69,351		73,009
Financing and equipment lease income		-		747		-		747
Total revenue	$	193,961	$	12,883	$	69,351	$	276,195

In accordance with FASB ASC 280 Segment Reporting, the Company has disclosed earnings before interest, taxes, depreciation and amortization (“EBITDA”) excluding non-cash items as a key performance metric relied on by management in the evaluation of the Company's performance. Non-cash items include impairments, base management and performance fees, if any, derivative gains and losses and adjustments for other non-cash items reflected in the statements of operations. The Company believes EBITDA excluding non-cash items provides additional insight into the performance of the operating businesses relative to each other and similar businesses without regard to their capital structure, and their ability to service or reduce debt, fund capital expenditures and/or support distributions to the holding company. EBITDA excluding non-cash items is reconciled to net income or loss.

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.

	Quarter Ended March 31, 2015
	IMTT		Atlantic Aviation			Contracted Power and Energy			Hawaii  Gas			Total Reportable Segments
Net income (loss)	$	20,274	$	(1,627	)	$	(3,539	)	$	8,855		$	23,963
Interest expense, net		6,906		13,085			6,338			1,943			28,272
Provision (benefit) for income taxes		14,089		(15,639	)		(818	)		5,532			3,164
Depreciation		33,115		14,999			7,266			2,042			57,422
Amortization of intangibles		2,764		44,716			179			312			47,971
Loss on disposal of assets		-		453			-			-			453
Other non-cash expense (income)		1,256		272			(2,941	)		(1,830	)		(3,243	)
EBITDA excluding non-cash items	$	78,404	$	56,259		$	6,485		$	16,854		$	158,002

	Quarter Ended March 31, 2014
	Atlantic Aviation		Contracted Power and Energy			Hawaii  Gas		Total Reportable Segments
Net income (loss)	$	10,555	$	(1,415	)	$	6,195	$	15,335
Interest expense, net		9,565		2,645			1,787		13,997
Provision for income taxes		4,915		599			4,027		9,541
Depreciation (1)		6,802		5,110			1,946		13,858
Amortization of intangibles		8,131		322			312		8,765
Other non-cash expense (income)		68		(765	)		724		27
EBITDA excluding non-cash items	$	40,036	$	6,496		$	14,991	$	61,523

(1) 
Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company's divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

Reconciliation of total reportable segments' EBITDA excluding non-cash items to consolidated net (loss) income before income taxes are as follows ($ in thousands):

	Quarter Ended March 31,
	2015			2014
Total reportable segments EBITDA excluding non-cash items(1)	$	158,002		$	61,523
Interest income		6			64
Interest expense		(31,521	)		(14,011	)
Depreciation(2)		(57,422	)		(13,858	)
Amortization of intangibles		(47,971	)		(8,765	)
Loss on disposal of assets		(453	)		-
Selling, general and administrative - corporate		(2,946	)		(1,046	)
Fees to manager-related party		(165,273	)		(8,994	)
Equity in earnings and amortization charges of investee(1)		-			14,287
Other income (expense), net		1,730			(554	)
Total consolidated net (loss) income before income taxes	$	(145,848	)	$	28,646

(1)

For the quarter ended March 31, 2015, total reportable segments' EBITDA excluding non-cash items includes the results of IMTT's EBITDA excluding non-cash items. Prior to July 16, 2014, the date of the IMTT Acquisition, 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 quarter ended March 31, 2014.

(2)

Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company's divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

Capital expenditures for the Company's reportable segments were as follows ($ in thousands):

	Quarter Ended March 31,
	2015		2014
IMTT	$	11,869	$	-
Atlantic Aviation		8,223		8,725
Contracted Power and Energy		-		9,323
Hawaii Gas		5,389		3,565
Total	$	25,481	$	21,613

Property, equipment, land and leasehold improvements, goodwill and total assets for the Company's reportable segments as of March 31^st were as follows ($ in thousands):

	Property, Equipment, Land and Leasehold Improvements				Goodwill				Total Assets
	2015		2014		2015		2014		2015		2014
IMTT	$	2,238,946	$	-	$	1,411,629	$	-	$	4,033,375	$	-
Atlantic Aviation		329,422		284,099		460,920		376,204		1,511,233		1,381,448
Contracted Power and Energy		562,007		384,704		-		17,946		600,124		487,203
Hawaii Gas		201,162		185,884		120,193		120,193		382,486		400,040
Total	$	3,331,537	$	854,687	$	1,992,742	$	514,343	$	6,527,218	$	2,268,691

Reconciliation of reportable segments' total assets to consolidated total assets ($ in thousands):

	As of March 31,
	2015		2014
Total assets of reportable segments	$	6,527,218	$	2,268,691
Investment in unconsolidated business		-		89,434
Corporate and other		57,554		102,513
Total consolidated assets	$	6,584,772	$	2,460,638

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CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014
Revenue
Service revenue	$ 326,002		$ 202,439
Product revenue	72,496		73,009
Financing and equipment lease income			747
Total revenue	398,498		276,195
Costs and expenses
Cost of services	133,417		112,954
Cost of product sales	39,127		50,239
Selling, general and administrative	70,653		55,464
Fees to manager-related party	165,273		8,994
Depreciation	57,422		12,154
Amortization of intangibles	47,971		8,765
Loss on disposal of assets	545
Total operating expenses	514,408		248,570
Operating (loss) income	(115,910)		27,625
Other income (expense)
Dividend income	531
Interest income	6		64
Interest expense	(31,521)	[1]	(14,011)	[1]
Equity in earnings and amortization charges of investee			14,287
Other income, net	1,046		681
Net (loss) income before income taxes	(145,848)		28,646
Benefit (provision) for income taxes	55,333	[2]	(8,486)	[2]
Net (loss) income	(90,515)		20,160
Less: net loss attributable to noncontrolling interests	(1,513)		(206)
Net (loss) income attributable to MIC LLC	$ (89,002)		$ 20,366
Basic (loss) income per share attributable to MIC LLC	$ (1.22)		$ 0.36
Weighted average number of shares outstanding: basic	73,150,111		56,369,295
Diluted (loss) income per share attributable to MIC LLC	$ (1.22)		$ 0.36
Weighted average number of shares outstanding: diluted	73,150,111		56,382,205
Cash dividends declared per share	$ 1.07		$ 0.9375

[1] Interest expense includes losses on derivative instruments of $12.9 million and $5.3 million for the quarters ended March 31, 2015 and 2014, respectively, of which net loss of $239,000 was reclassified from accumulated other comprehensive loss for the quarter ended March 31, 2014.

[2] Includes $95,000 of benefit for income taxes from accumulated other comprehensive loss reclassification for the quarter ended March 31, 2014.

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Acquisitions

3 Months Ended

Mar. 31, 2015

Acquisitions [Abstract]

Acquisitions

4. Acquisitions

In 2014, the Company acquired controlling interests in wind power generation facilities, consisting of Brahms Wind, LLC, Exergy Idaho Holdings, LLC and Idaho Wind Partners 1, LLC (collectively the “2014 wind power generation facilities”), for a combined purchase price of $103.3 million. These wind farms have a total of 134 turbines located in New Mexico and Idaho and have a total wind power generation capacity of 203 megawatts of electricity. The Company entered into LLC agreements with the noncontrolling interest co-investors whose interests in these projects are reflected in noncontrolling interests in the consolidated condensed financial statements.

During the first quarter of 2015, the Company completed the purchase price allocation associated with the acquisitions. Substantially all of the purchase price has been allocated to the wind turbines, which have a fair value of $313.4 million, and is primarily offset by $163.9 million of amortizing term loan debt and noncontrolling interests. The fair value was determined using various valuation techniques, including the market approach, income approach and/or cost approach.

For the year ended December 31, 2014, the Company recorded transaction related costs of $2.0 million in selling, general and administrative expenses for these investments. Had the acquisitions occurred as of January 1, 2014, the consolidated results of operations would not have been materially different.

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(Loss) Income per Share

3 Months Ended

Mar. 31, 2015

(Loss) Income per Share [Abstract]

(Loss) Income per Share

3. (Loss) Income per Share

Following is a reconciliation of the basic and diluted number of shares used in computing (loss) income per share:

	Quarter Ended March 31,
	2015		2014
Weighted average number of shares outstanding: basic		73,150,111		56,369,295
Dilutive effect of restricted stock unit grants and convertible senior notes		-		12,910
Weighted average number of shares outstanding: diluted		73,150,111		56,382,205

Restricted stock unit grants totaling 12,525 provided to the independent directors on May 21, 2014, which will vest during the second quarter of 2015, and 4,127,970 shares related to the convertible senior notes that were issued on July 15, 2014 would have been anti-dilutive due to the Company's net loss for the quarter ended March 31, 2015.

The effect of potentially dilutive shares for the quarter ended March 31, 2014 is calculated assuming that the 12,910 restricted stock unit grants provided to the independent directors on May 20, 2013, which vested during the second quarter of 2014, had been fully converted to shares on the grant date

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(Loss) Income per Share (Tables)

3 Months Ended

Mar. 31, 2015

(Loss) Income per Share [Abstract]

Schedule of Reconciliation of Number of Shares Used in Computing (Loss) Income per Share

	Quarter Ended March 31,
	2015		2014
Weighted average number of shares outstanding: basic		73,150,111		56,369,295
Dilutive effect of restricted stock unit grants and convertible senior notes		-		12,910
Weighted average number of shares outstanding: diluted		73,150,111		56,382,205

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Related Party Transactions

3 Months Ended

Mar. 31, 2015

Related Party Transactions [Abstract]

Related Party Transactions

11. Related Party Transactions

Management Services

At March 31, 2015 and December 31, 2014, the Manager held 4,879,020 shares and 4,667,105 shares, respectively, of the Company. Pursuant to the terms of the management services agreement, or Management Agreement, the Manager may sell these shares at any time. Under the Management Agreement, the Manager, at its option, may reinvest performance fees and base management fees in shares of the Company.

Since January 1, 2014, the Company paid the Manager cash dividends on shares held for the following periods:

						Cash Paid to
						Manager
Declared	Period Covered	$ per Share		Record Date	Payable Date	(in thousands)
April 30, 2015	First quarter 2015	$	1.07	May 14, 2015	May 19, 2015	$		(1)
February 17, 2015	Fourth quarter 2014	$	1.02	March 2, 2015	March 5, 2015	$	4,905
October 27, 2014	Third quarter 2014	$	0.98	November 10, 2014	November 13, 2014	$	4,438
July 3, 2014	Second quarter 2014	$	0.95	August 11, 2014	August 14, 2014	$	3,402
April 28, 2014	First quarter 2014	$	0.9375	May 12, 2014	May 15, 2014	$	3,180
February 18, 2014	Fourth quarter 2013	$	0.9125	March 3, 2014	March 6, 2014	$	2,945

(1) The amount of dividend payable to the Manager for the first quarter of 2015 will be determined on May 14, 2015, the record date.

Under the Management Agreement, the Manager manages the Company's day-to-day operations and oversees the management teams of the Company's operating businesses. In addition, the Manager has the right to appoint the Chairman of the Board of the Company and an alternate, subject to minimum equity ownership, and to assign, or second, to the Company, two of its employees to serve as chief executive officer and chief financial officer of the Company and seconds or makes other personnel available as required.

In accordance with the Management Agreement, the Manager is entitled to a monthly base management fee based primarily on the Company's market capitalization, and potentially a quarterly performance fee, based on the performance of the Company's stock relative to a U.S. utilities index. For the quarters ended March 31, 2015 and 2014, the Company incurred base management fees of $16.5 million and $9.0 million, respectively. In addition, for the quarter ended March 31, 2015, the Company incurred a performance fee of $148.7 million. For the quarter ended March 31, 2014, the Manager did not earn a performance fee.

The unpaid portion of the base management fees and performance fees, if any, at the end of each reporting period is included in due to manager-related party in the consolidated condensed balance sheets. The following table shows the Manager's election to reinvest its base management fees and performance fees, if any, in additional shares, except as noted:

	Base Management		Performance Fee
	Fee Amount		Amount		Shares
Period	($ in thousands)		($ in thousands)		Issued
2015 Activities:
First quarter 2015	$	16,545	$	148,728		2,068,038	(1)
2014 Activities:
Fourth quarter 2014	$	14,192	$	-		208,122
Third quarter 2014		13,915		116,586		947,583	(2)
Second quarter 2014		9,535		4,960		243,329
First quarter 2014		8,994		-		164,546

(1) The Manager elected to reinvest the first quarter of 2015 base management fees and performance fee in shares. The Company issued 2,068,038 shares, of which 1,925,894 shares were issued in April 2015 for the March 2015 base management fee and the performance fee for the quarter ended March 31, 2015.

(2) In October 2014, the Board requested, and the Manager agreed, that $65.0 million of the performance fee be settled in cash using the proceeds from the sale of the district energy business in order to minimize dilution. The remainder of the fee of $51.6 million was reinvested in additional shares of MIC.

The Manager is not entitled to any other compensation and all costs incurred by the Manager, including compensation of seconded staff, are paid by the Manager out of its base management fee. However, the Company is responsible for other direct costs including, but not limited to, expenses incurred in the administration or management of the Company and its subsidiaries, income taxes, audit and legal fees, acquisitions and dispositions and its compliance with applicable laws and regulations. During the quarters ended March 31, 2015 and 2014, the Manager charged the Company $88,000 and $72,000, respectively, for reimbursement of out-of-pocket expenses. The unpaid portion of the out-of-pocket expenses at the end of the reporting period is included in due to manager-related party in the consolidated condensed balance sheets.

Other Services

The Company utilizes the resources of the Macquarie Group with respect to a range of advisory, procurement, insurance, hedging, lending and other services. Engagements involving members of the Macquarie Group are reviewed and approved by the Audit Committee of the Company's Board of Directors. Macquarie Group affiliates are engaged on an arm's length basis and frequently as a member of syndicate of providers whose other members establish the terms of the interaction.

Advisory Services

The Macquarie Group, and wholly-owned subsidiaries within the Macquarie Group, including Macquarie Bank Limited, or MBL, and Macquarie Capital (USA) Inc., or MCUSA, have provided various advisory and other services and incurred expenses in connection with the Company's equity raising activities, acquisitions and debt structuring for the Company and its businesses. Underwriting fees are recorded in members' equity as a direct cost of equity offerings. Advisory fees and out-of-pocket expenses relating to acquisitions are expensed as incurred. Debt arranging fees are deferred and amortized over the term of the credit facility.

The district energy business' credit facility was scheduled to mature in September 2014. The Company engaged MCUSA to assist in identifying and analyzing various alternatives for paying these obligations prior to maturity and obtaining other credit facilities. In August 2014, the Company paid $1.6 million to MCUSA for such services upon closing of the sale of district energy business.

In March 2015 and July 2014, the Company completed underwritten public offerings of 6,109,375 shares and 11,500,000 shares. In both offerings, MCUSA served as a joint book-running manager and an underwriter and received $2.3 million and $3.0 million, respectively, from the Company for such services.

In July 2014, the Company also completed underwritten public offering of $350.0 million aggregate principal amount of convertible senior notes. MCUSA served as a joint book-running manager and an underwriter and received $1.1 million from the Company for such services.

On January 22, 2014, Atlantic Aviation entered into an incremental $100.0 million term loan facility under the AA Credit Agreement. The Company engaged MCUSA as Joint Bookrunner and paid $16,000 in fees during January 2014.

In December 2013, Atlantic Aviation entered into an equity bridge loan for $70.0 million, of which $35.0 million was provided by MIHI LLC, an entity within the Macquarie Group. The Company engaged MCUSA as Joint Bookrunner and Joint Lead Arranger. This equity bridge loan was never drawn by the business and subsequently cancelled. During the quarter ended March 31, 2014, Atlantic Aviation incurred and paid $88,000 in commitment fees to MCUSA related to this equity bridge loan.

Long-Term Debt

Atlantic Aviation's $70.0 million revolving credit facility is provided by various financial institutions, including MBL which provides $15.7 million. At March 31, 2015 and December 31, 2014, the revolving credit facility remained undrawn. For the quarters ended March 31, 2015 and 2014, Atlantic Aviation incurred $28,000 and $26,000, respectively, in commitment fees related to MBL's portion of the revolving credit facility.

In July 2014, the Company entered into a credit agreement at the holding company that provides a five-year, $250.0 million senior secured first lien revolving credit facility, of which $50.0 million is committed by MIHI LLC. Upon closing, the Company paid MIHI LLC $250,000 in fees. For the quarter ended March 31, 2015, the Company incurred and paid $34,000 in commitment fees related to MIHI LLC's portion of the revolving credit facility. At December 31, 2014, $36,000 was included in accounts payable in the consolidated condensed balance sheet.

Other Transactions

Macquarie, through the Macquarie Insurance Facility ("MIF"), has an aggregated insurance buying program. By combining the insurance premiums of Macquarie owned and managed funds, MIF has been able to deliver very competitive terms to businesses that participate in the facility. MIF earns a commission from the insurers. No payments were made to MIF by the Company during the quarters ended March 31, 2015 and 2014. In February 2015, the Company renewed its Directors and Officers liability insurance utilizing several of the MIF insurers.

IMTT, Atlantic Aviation, CP&E and Hawaii Gas purchase and renew property and casualty insurance coverage on an ongoing basis from insurance underwriters who then pay commissions to MIF. For the quarters ended March 31, 2015 and 2014, no payments were made directly to MIF for property and casualty insurance.

During the first quarter of 2015, Macquarie Capital Markets Canada Ltd, an indirect subsidiary of Macquarie Group Limited, used Atlantic Aviation's charter jet business and incurred $18,000 for this service. At March 31, 2015, Atlantic Aviation recorded this amount in accounts receivable in the consolidated condensed balance sheet.

In July 2014, in connection with the acquisition of the remaining interest of IMTT, the Company purchased insurance from an insurance underwriter who then paid commission to MIF. No payments were made directly to MIF for representations and warranties insurance.

Atlantic Aviation entered into a copiers lease agreement with Macquarie Equipment Finance ("MEF"), an indirect subsidiary of Macquarie Group Limited. For the quarters ended March 31, 2015 and 2014, Atlantic Aviation incurred $2,000 and $6,000, respectively, in lease expense on these copiers. As of March 31, 2015, the contract with MEF expired and there were no amounts due to MEF. 

Hawaii Gas entered into licensing agreements with Utility Service Partners, Inc. and America's Water Heater Rentals, LLC, both indirect subsidiaries of Macquarie Group Limited, to enable these entities to offer products and services to Hawaii Gas's customer base. No payments were made under these arrangements during the quarters ended March 31, 2015 and 2014.

In addition, the Company and several of its subsidiaries have entered into a licensing agreement with the Macquarie Group related to the use of the Macquarie name and trademark. The Macquarie Group does not charge the Company any fees for this license.

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Long-Term Debt

3 Months Ended

Mar. 31, 2015

Long-Term Debt [Abstract]

Long-Term Debt

7. Long-Term Debt

At March 31, 2015 and December 31, 2014, the Company's consolidated long-term debt comprised the following ($ in thousands):

	March 31, 2015			December 31, 2014
IMTT	$	533,146		$	953,061
Atlantic Aviation		609,650			611,328
CP&E		295,799			298,132
Hawaii Gas		180,000			180,000
MIC Corporate		349,998			350,000
Total		1,968,593			2,392,521
Less: current portion		(28,187	)		(27,655	)
Long-term portion	$	1,940,406		$	2,364,866

       During the quarter ended March 31, 2015, using the proceeds from the March 2015 underwritten public offering, the Company repaid IMTT's U.S. revolving credit facility in full. There were no amounts drawn on the U.S. revolving credit facilities at IMTT, Atlantic Aviation, Hawaii Gas and at MIC Corporate at March 31, 2015.

      On April 1, 2015, the Company borrowed $155.0 million on the MIC Corporate senior secured revolving credit facility to partially fund the Bayonne Energy Center (“BEC”) acquisition. See Note 14, “Subsequent Events”, for further discussion on BEC. On May 1, 2015, MIC increased the size of its revolving credit facility from $250.0 million to $360.0 million with all terms remaining the same. At May 4, 2015, the MIC revolving credit facility had $205.0 million undrawn. In addition, revolving credit facilities at IMTT (U.S.), Atlantic Aviation and Hawaii Gas remain undrawn on May 4, 2015.

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Property, Equipment, Land and Leasehold Improvements

3 Months Ended

Mar. 31, 2015

Property, Equipment, Land and Leasehold Improvements [Abstract]

Property, Equipment, Land and Leasehold Improvements

5. Property, Equipment, Land and Leasehold Improvements

Property, equipment, land and leasehold improvements at March 31, 2015 and December 31, 2014 consist of the following ($ in thousands):

	March 31, 2015			December 31, 2014
Land	$	271,890		$	272,110
Easements		131			131
Buildings		40,921			40,730
Leasehold and land improvements		431,597			439,962
Machinery and equipment		2,819,393			2,810,531
Furniture and fixtures		28,828			28,664
Construction in progress		81,904			72,241
		3,674,664			3,664,369
Less: accumulated depreciation		(343,127	)		(301,784	)
Property, equipment, land and leasehold improvements, net	$	3,331,537		$	3,362,585

      During the quarter ended March 31, 2015, Atlantic Aviation reassessed the useful lives for its leasehold and land improvements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation's control. This change will generally accelerate depreciation expense at the affected sites. As a result of this reassessment, the business performed an impairment analysis related to its leasehold and land improvements and recorded an impairment of $2.8 million, which is included in depreciation expense. In addition, the change in useful life resulted in increased depreciation expense of $1.1 million during the quarter.

     In addition, during the quarter ended March 31, 2015, an impairment charge of $4.2 million was recorded due to a change in the current lease contract at one of the bases. This amount is included in depreciation expense.

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Intangible Assets

3 Months Ended

Mar. 31, 2015

Intangible Assets [Abstract]

Intangible Assets

6. Intangible Assets

Intangible assets at March 31, 2015 and December 31, 2014 consist of the following ($ in thousands):

	March 31, 2015			December 31, 2014
Contractual arrangements	$	830,525		$	873,406
Non-compete agreements		9,665			9,665
Customer relationships		341,457			342,232
Leasehold rights		350			350
Trade names		16,091			16,091
Technology		8,760			8,760
		1,206,848			1,250,504
Less: accumulated amortization		(290,333	)		(290,870	)
Intangible assets, net	$	916,515		$	959,634

       During the quarter ended March 31, 2015, Atlantic Aviation reassessed the useful lives for its contractual arrangements related to leases at certain airports to generally match these useful lives with the remaining lease terms plus extensions under Atlantic Aviation's control. This change will generally accelerate amortization expense at the affected sites. As a result of this reassessment, the business performed an impairment analysis related to its contractual arrangements and recorded an impairment of $13.5 million, which is included in amortization expense. In addition, the change in useful life resulted in increased amortization expense of $4.3 million during the quarter.

       In addition, during the quarter ended March 31, 2015, an impairment charge of $17.8 million was recorded due to a change in the current lease contract at one of the bases. This amount is included in amortization expense.

The goodwill balance as of March 31, 2015 is comprised of the following ($ in thousands):

Goodwill acquired in business combinations, net of disposals, at December 31, 2014	$	2,120,424
Less: accumulated impairment charges		(123,200	)
Less: other		(965	)
Balance at December 31, 2014		1,996,259
Add: goodwill related to 2015 acquisition		3,444
Less: purchase accounting adjustments related to 2014 acquisition		(6,241	)
Less: other		(720	)
Balance at March 31, 2015	$	1,992,742

The Company tests for goodwill impairment at the reporting unit level on an annual basis on October 1^st of each year and between annual tests if a triggering event indicates impairment. There were no triggering events indicating impairment for the quarter ended March 31, 2015.

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Derivative Instruments and Hedging Activities

3 Months Ended

Mar. 31, 2015

Derivative Instruments and Hedging Activities [Abstract]

Derivative Instruments and Hedging Activities

8. Derivative Instruments and Hedging Activities

Interest Rate Swap Contracts

The Company and certain of its businesses have in place variable-rate debt. Management believes that it is prudent to limit the variability of a portion of the business' interest payments. To meet this objective, the Company enters into interest rate swap agreements to manage fluctuations in cash flows resulting from interest rate risk on a portion of its debt with a variable-rate component. These swaps change the variable-rate cash flow exposure on the debt obligations to fixed cash flows. Under the terms of the interest rate swaps, the Company receives variable interest rate payments and makes fixed interest rate payments, thereby creating the equivalent of fixed-rate debt for the portion of the debt that is swapped. At March 31, 2015, the Company had $2.0 billion of current and long-term debt, $1.1 billion of which was economically hedged with interest rate contracts, $612.3 million fixed rate debt and $297.9 million of which was unhedged.

The Company elected to discontinue hedge accounting in 2009. In prior periods, when the Company applied hedge accounting, changes in the fair value of derivatives that effectively offset the variability of cash flows on the Company's debt interest obligations were recorded in other comprehensive income or loss. From the dates that hedge accounting was discontinued, all movements in the fair value of the interest rate swaps are recorded directly through earnings. As interest payments are made, a portion of the other comprehensive loss recorded under hedge accounting was also reclassified into earnings. At December 31, 2014, the other comprehensive loss was fully amortized.

The interest rate on IMTT's borrowings under the tax-exempt bonds and the U.S. revolving credit facility floats at LIBOR plus a fixed margin. At March 31, 2015, IMTT has two interest rate swap contracts that fix the floating rates on these facilities. The interest rate swap related to the tax-exempt bond has a $215.0 million notional value that expires in June 2017 and fixes the floating rate at 3.662%. The interest rate swap related to the U.S. revolving credit facility has a $200.0 million notional value that expires in March 2017 and fixes the floating rate at 5.507%.

Atlantic Aviation entered into amortizing term loan facilities that floats at LIBOR plus 2.50%, with a minimum LIBOR of 0.75%. Atlantic Aviation entered into amortizing interest rate swap contracts that expire on July 31, 2019. The amortization on the interest rate swap contracts are scheduled to equal the total principal balance on the amortizing term loan facilities, resulting in the total outstanding principal balance to be 100% hedged. This effectively fixes the interest rate on the term loan facilities through the maturity of the interest rate swap contracts at a weighted average of  4.63%.

One of the wind power generation facilities acquired in 2014 has an amortizing term loan that matures in December 2027. The interest rate on the outstanding debt balance floats at LIBOR plus a fixed margin. The floating rate has been fixed using amortizing interest rate swap contracts that are scheduled to equal the total principal balance outstanding on the term loan facility until maturity in December 2027, resulting in the principal balance on the term loans to be 100% hedged. At March 31, 2015, the weighted average of the interest rate from the outstanding swaps is effectively fixed at 5.822%.

Hawaii Gas has an $80.0 million term loan that floats at LIBOR plus 2.25% and has effectively been fixed at 2.89% using an interest rate swap through August 8, 2016, maturity of the swap.

Commodity Price Hedges

The risk associated with fluctuations in the prices Hawaii Gas pays for propane is principally a result of market forces reflecting changes in supply and demand for propane and other energy commodities. Hawaii Gas's gross profit is sensitive to changes in propane supply costs and Hawaii Gas may not always be able to pass through product cost increases fully or on a timely basis, particularly when product costs rise rapidly. In order to reduce the volatility of the business' propane market price risk, Hawaii Gas had used and expects to continue to use over-the-counter commodity derivative instruments including price swaps. Hawaii Gas does not use commodity derivative instruments for speculative or trading purposes. Over-the-counter derivative commodity instruments utilized by Hawaii Gas to hedge forecasted purchases of propane are generally settled at expiration of the contract.

The Company measures derivative instruments at fair value using the income approach which discounts the future net cash settlements expected under the derivative contracts to a present value. These valuations utilize primarily observable (“level 2”) inputs, including contractual terms, interest rates and yield curves observable at commonly quoted intervals.

The Company's fair value measurements of its derivative instruments and the related location of the assets and liabilities associated with the hedging instruments within the consolidated condensed balance sheets at March 31, 2015 and December 31, 2014 were as follows ($ in thousands):

	Assets (Liabilities) at Fair Value (1)
	Derivative Contracts Not Designated as Hedging Instruments
Balance Sheet Location	March 31, 2015			December 31, 2014
Fair value of derivative instruments - non - current assets (2)	$	36		$	584
Total derivative contracts - assets (2)	$	36		$	584
Fair value of derivative instruments - current liabilities(2)(3)	$	(29,499	)	$	(32,111	)
Fair value of derivative instruments - non-current liabilities (2)		(32,620	)		(27,724	)
Total derivative contracts - liabilities(2)(3)	$	(62,119	)	$	(59,835	)

(1)	Fair value measurements at reporting date were made using significant other observable inputs ("level 2").
(2)	Derivative contracts represent interest rate swaps.
(3)	Derivative contracts include commodity hedges.

The Company's hedging activities for the quarters ended March 31, 2015 and 2014 and the related location within the consolidated condensed statements of operations were as follows ($ in thousands):

	Derivatives Not Designated as Hedging Instruments
	Amount of Gain (Loss) Recognized in Consolidated Condensed Statements of Operations for the Quarters Ended March 31,
Financial Statement Account	2015			2014
Interest expense - Interest rate cap	$	-		$	(1	)
Interest expense - Interest rate swaps(1)		(12,919	)		(5,332	)
Cost of product sales – Commodity swaps		(18	)		-
Total	$	(12,937	)	$	(5,333	)

(1) Interest expense for the quarter ended March 31, 2014 includes $5.1 million of derivative losses and $239,000 for amounts reclassified from accumulated other comprehensive loss for the interest rate swap contracts.

All of the Company's derivative instruments are collateralized by the assets of the respective businesses.

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Acquisitions (Details) (2014 wind power generation facilities [Member], USD $)	12 Months Ended
	Dec. 31, 2014 MW
2014 wind power generation facilities [Member]
Business Acquisition [Line Items]
Business acquisition, purchase price	$ 103,300,000
Number of wind turbines	134
Electricity generating capacity	203
Fair value of wind turbines	313,400,000
Amortizing term loan debt assumed	163,900,000
Transaction related costs	$ 2,000,000

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Reportable Segments (Schedule of Capital Expenditures) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Segment Reporting Information [Line Items]
Capital expenditures	$ 25,481	$ 21,613
IMTT [Member]
Segment Reporting Information [Line Items]
Capital expenditures	11,869
Atlantic Aviation [Member]
Segment Reporting Information [Line Items]
Capital expenditures	8,223	8,725
Contracted Power and Energy Businesses [Member]
Segment Reporting Information [Line Items]
Capital expenditures		9,323
Hawaii Gas Business [Member]
Segment Reporting Information [Line Items]
Capital expenditures	$ 5,389	$ 3,565

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Legal Proceedings and Contingencies

3 Months Ended

Mar. 31, 2015

Legal Proceedings and Contingencies [Abstract]

Legal Proceedings and Contingencies

13. Legal Proceedings and Contingencies

The subsidiaries of MIC Inc. are subject to legal proceedings arising in the ordinary course of business. In management's opinion, the Company has adequate legal defenses and/or insurance coverage with respect to the eventuality of such actions, and does not believe the outcome of any pending legal proceedings will be material to the Company's financial position or result of operations.

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Long-Term Debt (Tables)

3 Months Ended

Mar. 31, 2015

Long-Term Debt [Abstract]

Schedule of Long-Term Debt

	March 31, 2015			December 31, 2014
IMTT	$	533,146		$	953,061
Atlantic Aviation		609,650			611,328
CP&E		295,799			298,132
Hawaii Gas		180,000			180,000
MIC Corporate		349,998			350,000
Total		1,968,593			2,392,521
Less: current portion		(28,187	)		(27,655	)
Long-term portion	$	1,940,406		$	2,364,866

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Reportable Segments (Schedule of EBITDA for Reportable Segments) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014
Segment Reporting Information [Line Items]
Net income (loss)	$ (89,002)		$ 20,366
Provision (benefit) for income taxes	(55,333)	[1]	8,486	[1]
Depreciation	57,422		13,858
Amortization of intangibles	47,971		8,765
Loss on disposal of assets	453
Other non-cash expense (income)	(745)		(692)
IMTT [Member]
Segment Reporting Information [Line Items]
Net income (loss)	20,274
Interest expense, net	6,906
Provision (benefit) for income taxes	14,089
Depreciation	33,115
Amortization of intangibles	2,764
Loss on disposal of assets
Other non-cash expense (income)	1,256
EBITDA excluding non-cash items	78,404
Atlantic Aviation [Member]
Segment Reporting Information [Line Items]
Net income (loss)	(1,627)		10,555
Interest expense, net	13,085		9,565
Provision (benefit) for income taxes	(15,639)		4,915
Depreciation	14,999		6,802	[2]
Amortization of intangibles	44,716		8,131
Loss on disposal of assets	453
Other non-cash expense (income)	272		68
EBITDA excluding non-cash items	56,259		40,036
Contracted Power and Energy Businesses [Member]
Segment Reporting Information [Line Items]
Net income (loss)	(3,539)		(1,415)
Interest expense, net	6,338		2,645
Provision (benefit) for income taxes	(818)		599
Depreciation	7,266		5,110	[2]
Amortization of intangibles	179		322
Loss on disposal of assets
Other non-cash expense (income)	(2,941)		(765)
EBITDA excluding non-cash items	6,485		6,496
Hawaii Gas Business [Member]
Segment Reporting Information [Line Items]
Net income (loss)	8,855		6,195
Interest expense, net	1,943		1,787
Provision (benefit) for income taxes	5,532		4,027
Depreciation	2,042		1,946	[2]
Amortization of intangibles	312		312
Loss on disposal of assets
Other non-cash expense (income)	(1,830)		724
EBITDA excluding non-cash items	16,854		14,991
Total reportable segments [Member]
Segment Reporting Information [Line Items]
Net income (loss)	23,963		15,335
Interest expense, net	28,272		13,997
Provision (benefit) for income taxes	3,164		9,541
Depreciation	57,422		13,858	[2]
Amortization of intangibles	47,971		8,765
Loss on disposal of assets	453
Other non-cash expense (income)	(3,243)		27
EBITDA excluding non-cash items	$ 158,002		$ 61,523

[1] Includes $95,000 of benefit for income taxes from accumulated other comprehensive loss reclassification for the quarter ended March 31, 2014.

[2] Depreciation includes depreciation expense for the district energy business, a component of the CP&E segment prior to the Company's divestiture of the business on August 21, 2014, which was reported in cost of services in the consolidated condensed statements of operations.

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Derivative Instruments and Hedging Activities (Schedule of Fair Value of Derivative Instruments) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015		Dec. 31, 2014
Derivatives, Fair Value [Line Items]
Fair value of derivative instruments - current liabilities	$ (29,499)		$ (32,111)
Fair value of derivative instruments - non-current liabilities	(32,620)		(27,724)
Not Designated as Hedging Instrument [Member] | Interest Rate Swaps [Member]
Derivatives, Fair Value [Line Items]
Fair value of derivative instruments - non-current assets	36	[1],[2]	584	[1],[2]
Total derivative contracts - assets	36	[1],[2]	584	[1],[2]
Fair value of derivative instruments - non-current liabilities	(32,620)	[1],[2]	(27,724)	[1],[2]
Not Designated as Hedging Instrument [Member] | Interest Rate Swaps and Commodity Swaps [Member]
Derivatives, Fair Value [Line Items]
Fair value of derivative instruments - current liabilities	(29,499)	[1],[2],[3]	(32,111)	[1],[2],[3]
Total derivative contracts - liabilities	$ (62,119)	[1],[2],[3]	$ (59,835)	[1],[2],[3]

[1] Fair value measurements at reporting date were made using significant other observable inputs ("level 2").

[2] Derivative contracts represent interest rate swaps.

[3] Derivative contracts include commodity hedges.

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CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS [Abstract]
Losses on derivative instruments	$ (12,900)	$ (5,300)
Net loss in accumulated other comprehensive income reclassifications for cash flow hedges		(239)
Reclassification of realized losses of derivatives into earnings, taxes		$ 95

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Basis of Presentation

3 Months Ended

Mar. 31, 2015

Basis of Presentation [Abstract]

Basis of Presentation

2. Basis of Presentation

The unaudited consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.

The consolidated balance sheet at December 31, 2014 has been derived from audited financial statements but does not include all of the information and notes required by GAAP for complete financial statements. Certain reclassifications were made to the financial statements for the prior period to conform to current period presentation.

The interim financial information contained herein should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2014 included in the Company's Annual Report on Form 10-K, as filed with the SEC on February 18, 2015. Operating results for the quarter ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 or for any future interim periods.

Use of Estimates

The preparation of unaudited consolidated condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure related thereto at the date of the unaudited consolidated condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Management evaluates these estimates and assumptions on an ongoing basis.

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited interim consolidated condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from estimates.

Recently Issued Accounting Standards

       On April 7, 2015, the FASB issued Accounting Standards Update (“ASU”) No. 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments. The guidance in the ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is allowed. The standard must be applied retrospectively to all prior periods presented. The Company will include appropriate disclosures related to debt issuance costs in accordance with the standard when it adopts the provisions of this ASU.

On February 18, 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which changes the way reporting enterprises evaluate whether (a) they should consolidate limited partnerships and similar entities, (b) fees paid to a decision maker or service provider are variable interests in a variable interest entity (“VIE”), and (c) variable interests in a VIE held by related parties of the reporting enterprise require the reporting enterprise to consolidate the VIE. The ASU significantly changes how to evaluate voting rights for entities that are not similar to limited partnerships when determining whether the entity is a VIE, which may affect entities for which the decision making rights are conveyed through a contractual arrangement. The ASU is effective for annual and interim periods in fiscal years beginning after December 15, 2015. Early adoption is allowed, including early adoption in an interim period. A reporting enterprise may apply a modified retrospective approach or full retrospective application. The Company has not yet determined the effect of the standard on its ongoing financial reporting.

On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting.

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Subsequent Events (Details) (Subsequent Event [Member], USD $)	0 Months Ended
	Apr. 30, 2015	Apr. 01, 2015 MW	May 04, 2015	May 01, 2015
Subsequent Event [Line Items]
Cash dividend declared, date declared	Apr. 30, 2015
Cash dividend declared per share	$ 1.07
Cash dividend declared, date to be paid	May 19, 2015
Cash dividend declared, date of record	May 14, 2015
Revolving Credit Facility [Member] | MIC Corporate [Member]
Subsequent Event [Line Items]
Borrowing capacity	$ 250,000,000			$ 360,000,000
Line of credit, amount outstanding			155,000,000
Undrawn portion of line of credit			205,000,000
BEC [Member]
Subsequent Event [Line Items]
Equity interest acquired		100.00%
Business acquisition, purchase price		724,300,000
Business acquisition, cash paid		215,200,000
Debt balance		$ 509,100,000
Electricity generating capacity		512
Percentage of energy generating capacity for which acquiree has creditworthy off-taker		62.50%
Weighted average remaining life of tolling agreements		13 years

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Derivative Instruments and Hedging Activities (Tables)

3 Months Ended

Mar. 31, 2015

Derivative Instruments and Hedging Activities [Abstract]

Schedule of Fair Value of Derivative Instruments

	Assets (Liabilities) at Fair Value (1)
	Derivative Contracts Not Designated as Hedging Instruments
Balance Sheet Location	March 31, 2015			December 31, 2014
Fair value of derivative instruments - non - current assets (2)	$	36		$	584
Total derivative contracts - assets (2)	$	36		$	584
Fair value of derivative instruments - current liabilities(2)(3)	$	(29,499	)	$	(32,111	)
Fair value of derivative instruments - non-current liabilities (2)		(32,620	)		(27,724	)
Total derivative contracts - liabilities(2)(3)	$	(62,119	)	$	(59,835	)

(1)	Fair value measurements at reporting date were made using significant other observable inputs ("level 2").
(2)	Derivative contracts represent interest rate swaps.
(3)	Derivative contracts include commodity hedges.

Schedule of Location of Hedging Activities

	Derivatives Not Designated as Hedging Instruments
	Amount of Gain (Loss) Recognized in Consolidated Condensed Statements of Operations for the Quarters Ended March 31,
Financial Statement Account	2015			2014
Interest expense - Interest rate cap	$	-		$	(1	)
Interest expense - Interest rate swaps(1)		(12,919	)		(5,332	)
Cost of product sales – Commodity swaps		(18	)		-
Total	$	(12,937	)	$	(5,333	)

(1) Interest expense for the quarter ended March 31, 2014 includes $5.1 million of derivative losses and $239,000 for amounts reclassified from accumulated other comprehensive loss for the interest rate swap contracts.

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Long-Term Debt (Schedule of Long-Term Debt) (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Current and long-term Debt	$ 1,968,593	$ 2,392,521
Less: current portion	(28,187)	(27,655)
Long-term portion	1,940,406	2,364,866
IMTT [Member]
Debt Instrument [Line Items]
Current and long-term Debt	533,146	953,061
Atlantic Aviation [Member]
Debt Instrument [Line Items]
Current and long-term Debt	609,650	611,328
CP&E [Member]
Debt Instrument [Line Items]
Current and long-term Debt	295,799	298,132
Hawaii Gas Business [Member]
Debt Instrument [Line Items]
Current and long-term Debt	180,000	180,000
MIC Corporate [Member]
Debt Instrument [Line Items]
Current and long-term Debt	$ 349,998	$ 350,000

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Income Taxes

3 Months Ended

Mar. 31, 2015

Income Taxes [Abstract]

Income Taxes

12. Income Taxes

The Company expects to incur federal consolidated taxable income for the year ending December 31, 2015, which will be fully offset by the Company's net operating loss ("NOL") carryforwards. The Company believes that it will be able to utilize all of its federal prior year NOLs, which will begin to expire after 2021 and completely expire after 2034. During the quarter ended March 31, 2015, the Company recorded an increase of approximately $600,000 to the valuation allowance attributable to certain state NOLs.