MIC Announces Completion of Reorganization Into Limited Liability Company

Rhea-AI Summary

Macquarie Infrastructure Holdings, LLC (NYSE: MIC) has completed a corporate reorganization, making Macquarie Infrastructure Corporation a subsidiary. Shareholders will convert to unitholders on a one-for-one basis by September 22, 2021, with trading commencing September 23, 2021, under the same NYSE symbol. The reorganization includes the distribution of MIC Hawaii as a direct subsidiary, with its estimated fair market value set at $3.25 per unit, of which $1.79 is classified as a dividend. No cash distributions will occur, and final valuations will follow the sale of Atlantic Aviation.

Positive

• Shareholders will benefit from a smooth transition to unitholders on a one-for-one basis, enhancing market stability.
• The estimated fair market value of MIC Hawaii at $3.25 per unit reflects positive asset valuation.

Negative

• No cash distributions to unitholders may limit immediate financial benefits.
• Final determination of fair market value and dividend characterization is pending, creating uncertainty.

NEW YORK--(BUSINESS WIRE)-- Macquarie Infrastructure Holdings, LLC (NYSE: MIC) (the “Company”), today announced the completion of a previously approved corporate reorganization. As a result of the reorganization, Macquarie Infrastructure Corporation is now a subsidiary of Macquarie Infrastructure Holdings, LLC, a limited liability company treated as a partnership for tax purposes.

At the close of trading on September 22, 2021, shareholders of Macquarie Infrastructure Corporation will become unitholders of Macquarie Infrastructure Holdings, LLC on a one-for-one basis without an exchange of certificates. Commencing September 23, 2021, units of Macquarie Infrastructure Holdings, LLC will trade on the New York Stock Exchange under the same symbol (NYSE: MIC) and with the same CUSIP number (55608B105) as previously associated with shares of Macquarie Infrastructure Corporation.

As part of the reorganization, the businesses comprising the Company’s MIC Hawaii segment were distributed to and became a direct subsidiary of Macquarie Infrastructure Holdings, LLC. For tax purposes, the distribution was deemed to be a sale of MIC Hawaii and unitholders were deemed to have received a distribution of the fair market value of MIC Hawaii. The fair market value has been estimated to be $3.25 per unit of which an estimated $1.79 per unit has been characterized as a dividend. No cash will be distributed to unitholders.

A final determination of the fair market value of the businesses of MIC Hawaii will be made following the closing of the sale of the Company’s Atlantic Aviation business. The proportion of fair market value characterized as a dividend will be determined with finality following the calculation of full year 2021 tax year earnings and profits in January of 2022.

About MIC

MIC owns and operates businesses providing basic services to customers in the United States. Its businesses consist of an airport services business, Atlantic Aviation, and entities comprising an energy services, production and distribution segment, MIC Hawaii. For additional information, please visit the MIC website at www.macquarie.com/mic.

MIC is not an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia). The obligations of MIC 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 MIC.

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Investors

Jay A. Davis

Investor Relations

MIC

+1 212-231-1825

Media

Lee Lubarsky

Corporate Communications

MIC

+1 212-231-2638

Source: Macquarie Infrastructure Holdings, LLC

FAQ

What is the recent corporate reorganization by Macquarie Infrastructure Holdings, LLC (MIC)?

Macquarie Infrastructure Holdings, LLC completed a reorganization that made Macquarie Infrastructure Corporation a subsidiary, converting shareholders into unitholders.

When will the transition to unitholders occur for MIC shareholders?

The transition will occur on September 22, 2021, with trading of units starting on September 23, 2021.

What is the estimated fair market value of MIC Hawaii following the reorganization?

The estimated fair market value of MIC Hawaii is $3.25 per unit, with approximately $1.79 per unit classified as a dividend.

Will unitholders receive cash distributions from the reorganization?

No cash will be distributed to unitholders following the reorganization.

How will the fair market value be finalized for MIC Hawaii?

The final determination of the fair market value will occur after the sale of Atlantic Aviation and the calculation of 2021 tax year earnings.