UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
 
Date of Report (Date of Earliest Event Reported): February 24, 2022
 
Fortress Transportation and Infrastructure Investors LLC
(Exact Name of Registrant as Specified in its Charter)

Delaware
001-37386
32-0434238
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
1345 Avenue of the Americas, 45th Floor, New York, New York 10105
(Address of Principal Executive Offices) (Zip Code)
 
(212) 798-6100
(Registrant’s Telephone Number, Including Area Code)
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:
Trading Symbol:
Name of each exchange on which registered:
Class A Common shares, $0.01 par value per share
FTAI
New York Stock Exchange
8.25% Fixed-to-Floating Rate Series A Cumulative Perpetual Redeemable Preferred Shares
FTAI PR A
New York Stock Exchange
8.00% Fixed-to-Floating Rate Series A Cumulative Perpetual Redeemable Preferred Shares
FTAI PR B
New York Stock Exchange
8.25% Fixed Rate Reset Series C Cumulative Perpetual Redeemable Preferred Shares
FTAI PR C
New York Stock Exchange



Item 2.02.
Results of Operations and Financial Condition.
 
On February 24, 2022, the Company issued a press release announcing the Company’s results for its fiscal quarter and year ended December 31, 2021. A copy of the Company’s press release is attached to this Current Report on Form 8-K (the “Current Report”) as Exhibit 99.1 and is incorporated herein solely for purposes of this Item 2.02 disclosure.
 
This Current Report, including the exhibit attached hereto, is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, unless expressly set forth as being incorporated by reference into such filing.
 
Item 9.01
Financial Statements and Exhibits.

(d)
Exhibits.

Exhibit
Number
 
Description
   
 
Press release, dated February 24, 2022, issued by Fortress Transportation and Infrastructure Investors LLC
104
 
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
 

SIGNATURE
 
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 hereunto duly authorized.
 
 
FORTRESS TRANSPORTATION AND INFRASTRUCTURE INVESTORS LLC
     
 
By:
/s/ Eun Nam
 
Name:
Eun Nam
 
Title:
Chief Accounting Officer
 
Date: February 24, 2022




Exhibit 99.1

 
PRESS RELEASE
 
Fortress Transportation and Infrastructure Investors LLC Reports Fourth Quarter 2021 Results, Declares Dividend of $0.33 per Common Share


 
NEW YORK, February 24, 2022 – Fortress Transportation and Infrastructure Investors LLC (NYSE:FTAI) (the “Company” or “FTAI”) today reported financial results for the fourth quarter and full year 2021. The Company’s consolidated comparative financial statements and key performance measures are attached as an exhibit to this press release.
 
Financial Overview
 
(in thousands, except per share data)
 
Selected Financial Results
   
Q4’21
 
Net Cash Used in Operating Activities
 
$
(1,336
)
Net Loss Attributable to Shareholders
 
$
(19,047
)
Basic and Diluted Loss per Common Share
 
$
(0.19
)
         
Funds Available for Distribution (“FAD”) (1)
 
$
120,087
 
Adjusted EBITDA(1)
 
$
124,818
 
 

(1)  For definitions and reconciliations of non-GAAP measures, please refer to the exhibit to this press release.
 
For the fourth quarter of 2021, total FAD was $120.1 million. This amount includes $161.2 million from our aviation leasing portfolio and $11.0 million from our infrastructure business, offset by $(52.1) million from corporate and other. Fourth quarter EBITDA for aerospace services was $20.3 million.
 
Fourth Quarter 2021 Dividends
 
On February 24, 2022, the Company’s Board of Directors (the “Board”) declared a cash dividend on its common shares of $0.33 per share for the quarter ended December 31, 2021, payable on March 23, 2022 to the holders of record on March 11, 2022.
 
Additionally, on February 24, 2022, the Board declared cash dividends on its Fixed-to-Floating Rate Series A Cumulative Perpetual Redeemable Preferred Shares (“Series A Preferred Shares”), Fixed-to-Floating Rate Series B Cumulative Perpetual Redeemable Preferred Shares (“Series B Preferred Shares”) and Fixed Rate Reset Series C Cumulative Perpetual Redeemable Preferred Shares (“Series C Preferred Shares”) of $0.51563, $0.50000 and $0.51563 per share, respectively, for the quarter ended December 31, 2021, payable on March 15, 2022 to the holders of record on March 7, 2022.
 
1

Additional Information
 
For additional information that management believes to be useful for investors, please refer to the presentation posted on the Investor Relations section of the Company’s website, www.ftandi.com, and the Company’s Annual Report on Form 10-K, when available on the Company’s website. Nothing on the Company’s website is included or incorporated by reference herein.
 
Conference Call
 
The Company will host a conference call on Friday, February 25, 2022 at 8:00 A.M. Eastern Time. The conference call may be accessed by dialing (877) 447-5636 (from within the U.S.) or (615) 247-0080 (from outside of the U.S.) ten minutes prior to the scheduled start of the call; please reference "FTAI Fourth Quarter 2021 Earnings Call." A simultaneous webcast of the conference call will be available to the public on a listen-only basis at www.ftandi.com.
 
A replay of the conference call will be available after 11:30 A.M. on Friday, February 25, 2022 through 11:30 A.M. Friday, March 4, 2022 at (855) 859-2056 (from within the U.S.) or (404) 537-3406 (from outside of the U.S.), Passcode: 9753259.
 
About Fortress Transportation and Infrastructure Investors LLC
 
Fortress Transportation and Infrastructure Investors LLC owns and acquires high quality infrastructure and equipment that is essential for the transportation of goods and people globally. FTAI targets assets that, on a combined basis, generate strong and stable cash flows with the potential for earnings growth and asset appreciation. FTAI is externally managed by an affiliate of Fortress Investment Group LLC, a leading, diversified global investment firm.
 
Cautionary Note Regarding Forward-Looking Statements
 
Certain statements in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These statements are based on management's current expectations and beliefs and are subject to a number of trends and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, many of which are beyond the Company’s control. The Company can give no assurance that its expectations will be attained and such differences may be material. Accordingly, you should not place undue reliance on any forward-looking statements contained in this press release. For a discussion of some of the risks and important factors that could affect such forward-looking statements, see the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available on the Company’s website (www.ftandi.com). In addition, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. The Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or change in events, conditions or circumstances on which any statement is based. This release shall not constitute an offer to sell or the solicitation of an offer to buy any securities.
 
For further information, please contact:
 
Alan Andreini
Investor Relations
Fortress Transportation and Infrastructure Investors LLC
(212) 798-6128
aandreini@fortress.com

2

 
Withholding Information for Withholding Agents
 
This announcement is intended to be a qualified notice as provided in the Internal Revenue Code (the “Code”) and the Regulations thereunder. For U.S. federal income tax purposes, the common dividend and the Series A Preferred, Series B Preferred and Series C Preferred dividends declared in February 2022 will be treated as a partnership distribution and guaranteed payments, respectively.  For U.S. tax withholding purposes, the per share distribution components are as follows:
 
Common Distribution Components
     
Non-U.S. Long Term Capital Gain
 
$
 
U.S. Portfolio Interest Income(1)
 
$
0.00798
 
U.S. Dividend Income(2)
 
$
 
Income Not from U.S. Sources(3)
 
$
0.32202
 
U.S. Long Term Capital Gain (4)
 
$
 
Distribution Per Share
 
$
0.33000
 

Series A Preferred Distribution Components
     
Guaranteed Payments(5)
 
$
0.51563
 
Distribution Per Share
 
$
0.51563
 

Series B Preferred Distribution Components
     
Guaranteed Payments(5)
 
$
0.50000
 
Distribution Per Share
 
$
0.50000
 

Series C Preferred Distribution Components
     
Guaranteed Payments(5)
 
$
0.51563
 
Distribution Per Share
 
$
0.51563
 
 
 
(1)
Eligible for the U.S. portfolio interest exemption for any holder not considered a 10-percent shareholder under §871(h)(3)(B) of the Code.
 
 
(2)
This income is subject to withholding under §1441 or §1442 of the Code.
 
 
(3)
This income is not subject to withholding under §1441, §1442 or §1446 of the Code.
 
 
(4)
U.S. Long Term Capital Gain attributable to the sale of a U.S. Real Property Holding Corporation. As a result, the gain will be treated as income that is effectively connected with a U.S. trade or business and be subject to withholding.
 
 
(5)
Brokers and nominees should treat this income as subject to withholding under §1441 or §1442 of the Code.
 
For U.S. shareholders: In computing your U.S. federal taxable income, you should not rely on this qualified notice, but should generally take into account your allocable share of the Company’s taxable income as reported to you on your Schedule K-1.
 
3

Exhibit - Financial Statements

FORTRESS TRANSPORTATION AND INFRASTRUCTURE INVESTORS LLC
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(Dollar amounts in thousands, except per share data)

   
Three Months Ended December 31
   
Year Ended December 31,
 
   
2021
   
2020
   
2021
   
2020
 
Revenues
                       
Equipment leasing revenues
 
$
98,231
   
$
61,852
   
$
335,583
   
$
297,934
 
Infrastructure revenues
   
47,545
     
13,786
     
120,219
     
68,562
 
Total revenues
   
145,776
     
75,638
     
455,802
     
366,496
 
                                 
Expenses
                               
Operating expenses
   
63,491
     
28,368
     
172,464
     
109,512
 
General and administrative
   
5,080
     
4,867
     
17,409
     
18,159
 
Acquisition and transaction expenses
   
8,769
     
571
     
21,941
     
9,868
 
Management fees and incentive allocation to affiliate
   
4,374
     
4,406
     
16,322
     
18,519
 
Depreciation and amortization
   
56,482
     
45,857
     
201,756
     
172,400
 
Asset impairment
   
7,415
     
19,587
     
10,463
     
33,978
 
Interest expense
   
46,042
     
26,647
     
171,036
     
98,206
 
Total expenses
   
191,653
     
130,303
     
611,391
     
460,642
 
                                 
Other income (expense)
                               
Equity in (losses) earnings of unconsolidated entities
   
(2,874
)
   
406
     
(12,734
)
   
(5,039
)
Gain (loss) on sale of assets, net
   
31,548
     
1,857
     
49,031
     
(308
)
Loss on extinguishment of debt
   
     
(6,943
)
   
(3,254
)
   
(11,667
)
Interest income
   
489
     
41
     
1,711
     
162
 
Other (expense) income
   
(2,157
)
   
38
     
(10,928
)
   
70
 
Total other income (expense)
   
27,006
     
(4,601
)
   
23,826
     
(16,782
)
Loss from continuing operations before income taxes
   
(18,871
)
   
(59,266
)
   
(131,763
)
   
(110,928
)
Provision for (benefit from) income taxes
   
908
     
429
     
(1,057
)
   
(5,905
)
Net loss from continuing operations
   
(19,779
)
   
(59,695
)
   
(130,706
)
   
(105,023
)
Net income from discontinued operations, net of income taxes
   
     
     
     
1,331
 
Net loss
   
(19,779
)
   
(59,695
)
   
(130,706
)
   
(103,692
)
Less: Net loss attributable to non-controlling interests in consolidated subsidiaries
   
(7,523
)
   
(3,798
)
   
(26,472
)
   
(16,522
)
Less: Dividends on preferred shares
   
6,791
     
4,626
     
24,758
     
17,869
 
Net loss attributable to shareholders
 
$
(19,047
)
 
$
(60,523
)
 
$
(128,992
)
 
$
(105,039
)
                                 
(Loss) earnings per share:
                               
Basic
                               
Continuing operations
 
$
(0.19
)
 
$
(0.70
)
 
$
(1.43
)
 
$
(1.24
)
Discontinued operations
 
$
0.00
   
$
0.00
   
$
0.00
   
$
0.02
 
Diluted
                               
Continuing operations
 
$
(0.19
)
 
$
(0.70
)
 
$
(1.43
)
 
$
(1.24
)
Discontinued operations
 
$
0.00
   
$
0.00
   
$
0.00
   
$
0.02
 
Weighted average shares outstanding:
                               
Basic
   
99,224,907
     
86,022,302
     
89,922,088
     
86,015,702
 
Diluted
   
99,224,907
     
86,022,302
     
89,922,088
     
86,015,702
 
 
4

FORTRESS TRANSPORTATION AND INFRASTRUCTURE INVESTORS LLC
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Dollar amounts in thousands, except per share data)

   
December 31,
 
   
2021
   
2020
 
Assets
           
Cash and cash equivalents
 
$
188,078
   
$
121,703
 
Restricted cash
   
251,983
     
39,715
 
Accounts receivable, net
   
175,225
     
91,691
 
Leasing equipment, net
   
1,891,649
     
1,635,259
 
Operating lease right-of-use assets, net
   
75,344
     
62,355
 
Finance leases, net
   
7,583
     
6,927
 
Property, plant, and equipment, net
   
1,555,857
     
964,363
 
Investments
   
77,325
     
146,515
 
Intangible assets, net
   
98,699
     
18,786
 
Goodwill
   
257,137
     
122,735
 
Other assets
   
284,974
     
177,928
 
Total assets
 
$
4,863,854
   
$
3,387,977
 
                 
Liabilities
               
Accounts payable and accrued liabilities
 
$
202,669
   
$
113,185
 
Debt, net
   
3,220,211
     
1,904,762
 
Maintenance deposits
   
106,836
     
148,293
 
Security deposits
   
40,149
     
37,064
 
Operating lease liabilities
   
73,594
     
62,001
 
Other liabilities
   
96,295
     
23,351
 
Total liabilities
 
$
3,739,754
   
$
2,288,656
 
                 
Commitments and contingencies
               
                 
Equity
               
Common shares ($0.01 par value per share; 2,000,000,000 shares authorized; 99,180,385 and 85,617,146 shares issued and outstanding as of December 31, 2021 and 2020, respectively)
 
$
992
   
$
856
 
Preferred shares ($0.01 par value per share; 200,000,000 shares authorized; 13,320,000 and 9,120,000 shares issued and outstanding as of December 31, 2021 and 2020, respectively)
   
133
     
91
 
Additional paid in capital
   
1,411,940
     
1,130,106
 
Accumulated deficit
   
(132,392
)
   
(28,158
)
Accumulated other comprehensive loss
   
(156,381
)
   
(26,237
)
Shareholders' equity
   
1,124,292
     
1,076,658
 
Non-controlling interest in equity of consolidated subsidiaries
   
(192
)
   
22,663
 
Total equity
 
$
1,124,100
   
$
1,099,321
 
Total liabilities and equity
 
$
4,863,854
   
$
3,387,977
 
 
5

FORTRESS TRANSPORTATION AND INFRASTRUCTURE INVESTORS LLC
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollar amounts in thousands, unless otherwise noted)

   
Year Ended December 31,
 
   
2021
   
2020
 
Cash flows from operating activities:
           
Net loss
 
$
(130,706
)
 
$
(103,692
)
Adjustments to reconcile net loss to cash (used in) provided by operating activities:
               
Equity in losses of unconsolidated entities
   
12,734
     
5,039
 
Gain on sale of subsidiaries
   
     
(1,331
)
(Gain) loss on sale of assets, net
   
(49,031
)
   
308
 
Security deposits and maintenance claims included in earnings
   
(39,067
)
   
(6,362
)
Loss on extinguishment of debt
   
3,254
     
11,667
 
Equity-based compensation
   
4,038
     
2,325
 
Depreciation and amortization
   
201,756
     
172,400
 
Asset impairment
   
10,463
     
33,978
 
Change in deferred income taxes
   
(2,057
)
   
(5,851
)
Change in fair value of non-hedge derivatives
   
(2,220
)
   
181
 
Amortization of lease intangibles and incentives
   
27,978
     
30,346
 
Amortization of deferred financing costs
   
21,723
     
7,315
 
Bad debt expense
   
12,953
     
3,595
 
Other
   
(440
)
   
1,502
 
Change in:
               
Accounts receivable
   
(88,872
)
   
(59,734
)
Other assets
   
(30,789
)
   
3,660
 
Accounts payable and accrued liabilities
   
25,079
     
(5,258
)
Management fees payable to affiliate
   
1,042
     
(20,622
)
Other liabilities
   
118
     
(6,360
)
Net cash (used in) provided by operating activities
   
(22,044
)
   
63,106
 
                 
Cash flows from investing activities:
               
Investment in unconsolidated entities
   
(54,655
)
   
(4,690
)
Principal collections on finance leases
   
7,387
     
13,823
 
Acquisition of business, net of cash acquired
   
(627,090
)
   
 
Acquisition of leasing equipment
   
(572,624
)
   
(321,606
)
Acquisition of property, plant and equipment
   
(157,332
)
   
(264,829
)
Acquisition of lease intangibles
   
(24,017
)
   
1,997
 
Investment in convertible promissory notes
   
(10,000
)
   
 
Purchase deposit for aircraft and aircraft engines
   
(13,658
)
   
(8,343
)
Proceeds from sale of leasing equipment
   
158,927
     
72,175
 
Proceeds from sale of property, plant and equipment
   
4,494
     
 
Receipt of deposits for sale of aircraft and engine
   
600
     
 
Return of purchase deposits
   
1,010
     
2,350
 
Net cash used in investing activities
 
$
(1,286,958
)
 
$
(509,123
)

6

FORTRESS TRANSPORTATION AND INFRASTRUCTURE INVESTORS LLC
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollar amounts in thousands, unless otherwise noted)
 
   
Year Ended December 31,
 
   
2021
   
2020
 
Cash flows from financing activities:
           
Proceeds from debt
 
$
2,894,127
   
$
1,340,981
 
Repayment of debt
   
(1,553,231
)
   
(852,197
)
Payment of deferred financing costs
   
(52,739
)
   
(28,243
)
Receipt of security deposits
   
8,770
     
3,242
 
Return of security deposits
   
(1,201
)
   
(4,655
)
Receipt of maintenance deposits
   
31,507
     
33,369
 
Release of maintenance deposits
   
(20,724
)
   
(15,712
)
Proceeds from issuance of common shares, net of underwriter's discount
   
323,124
     
 
Proceeds from issuance of preferred shares, net of underwriter's discount and issuance costs
   
101,200
     
19,694
 
Settlement of equity-based compensation
   
(421
)
   
(120
)
Cash dividends - common shares
   
(118,009
)
   
(113,572
)
Cash dividends - preferred shares
   
(24,758
)
   
(17,869
)
Net cash provided by financing activities
   
1,587,645
     
364,918
 
                 
Net increase (decrease) in cash and cash equivalents and restricted cash
   
278,643
     
(81,099
)
Cash and cash equivalents and restricted cash, beginning of period
   
161,418
     
242,517
 
Cash and cash equivalents and restricted cash, end of period
 
$
440,061
   
$
161,418
 
                 
Supplemental disclosure of cash flow information:
               
Cash paid for interest, net of capitalized interest
 
$
142,200
   
$
71,637
 
Cash paid for taxes
   
402
     
 

7

Key Performance Measures
 
The Chief Operating Decision Maker (“CODM”) utilizes Adjusted EBITDA as our key performance measure.
 
Adjusted EBITDA provides the CODM with the information necessary to assess operational performance, as well as make resource and allocation decisions. Adjusted EBITDA is defined as net income (loss) attributable to shareholders from continuing operations, adjusted (a) to exclude the impact of provision for income taxes, equity-based compensation expense, acquisition and transaction expenses, losses on the modification or extinguishment of debt and capital lease obligations, changes in fair value of non-hedge derivative instruments, asset impairment charges, incentive allocations, depreciation and amortization expense, and interest expense, (b) to include the impact of our pro-rata share of Adjusted EBITDA from unconsolidated entities, and (c) to exclude the impact of equity in earnings (losses) of unconsolidated entities and the non-controlling share of Adjusted EBITDA.
 
The following table sets forth a reconciliation of net loss attributable to shareholders from continuing operations to Adjusted EBITDA for the three months and years ended December 31, 2021 and 2020:
 
   
Three Months Ended December 31
   
Year Ended December 31,
 
(in thousands)
 
2021
   
2020
   
2021
   
2020
 
Net loss attributable to shareholders from continuing operations
 
$
(19,047
)
 
$
(60,523
)
 
$
(128,992
)
 
$
(106,370
)
Add: Provision for (benefit from) income taxes
   
908
     
429
     
(1,057
)
   
(5,905
)
Add: Equity-based compensation expense
   
757
     
1,002
     
4,038
     
2,325
 
Add: Acquisition and transaction expenses
   
8,769
     
571
     
21,941
     
9,868
 
Add: Losses on the modification or extinguishment of debt and capital lease obligations
   
     
6,943
     
3,254
     
11,667
 
Add: Changes in fair value of non-hedge derivative instruments
   
(241
)
   
     
(2,220
)
   
181
 
Add: Asset impairment charges
   
7,415
     
19,587
     
10,463
     
33,978
 
Add: Incentive allocations
   
     
     
     
 
Add: Depreciation & amortization expense (1)
   
63,112
     
52,809
     
229,734
     
202,746
 
Add: Interest expense
   
46,042
     
26,647
     
171,036
     
98,206
 
Add: Pro-rata share of Adjusted EBITDA from unconsolidated entities (2)
   
18,031
     
1,375
     
27,892
     
1,208
 
Less: Equity in losses (earnings) of unconsolidated entities
   
2,874
     
(406
)
   
12,734
     
5,039
 
Less: Non-controlling share of Adjusted EBITDA (3)
   
(3,802
)
   
(2,231
)
   
(12,508
)
   
(9,637
)
Adjusted EBITDA (non-GAAP)
 
$
124,818
   
$
46,203
   
$
336,315
   
$
243,306
 
 

 
(1)
Includes the following items for the three months ended December 31, 2021 and 2020: (i) depreciation and amortization expense of $56,482 and $45,857, (ii) lease intangible amortization of $1,777 and $731 and (iii) amortization for lease incentives of $4,853 and $6,221, respectively.
 
Includes the following items for the years ended December 31, 2021 and 2020: (i) depreciation and amortization expense of $201,756 and $172,400, (ii) lease intangible amortization of $4,993 and $3,747 and (iii) amortization for lease incentives of $22,985 and $26,599, respectively.
 
(2)
Includes the following items for the three months ended December 31, 2021 and 2020: (i) net (loss) income of $(2,906) and $158, (ii) interest expense of $4,785 and $290, (iii) depreciation and amortization expense of $5,822 and $1,716, (iv) acquisition and transaction expense of $104 and $48, (v) changes in fair value of non-hedge derivative instruments of $7,325 and $(837), (vi) asset impairment of $2,122 and $0 and (vii) equity-based compensation of $779 and $0, respectively.
 
Includes the following items for the years ended December 31, 2021 and 2020: (i) net loss of $(13,242) and $(5,435), (ii) interest expense of $5,612 and $1,138, (iii) depreciation and amortization expense of $12,643 and $5,513, (iv) acquisition and transaction expense of $104 and $581, (v) changes in fair value of non-hedge derivative instruments of $19,850 and $(589), (vi) asset impairment of $2,146 and $0 and (vii) equity-based compensation of $779 and $0, respectively.
 
(3)
Includes the following items for the three months ended December 31, 2021 and 2020: (i) equity-based compensation of $131 and $178, (ii) provision for income taxes of $16 and $15, (iii) interest expense of $1,430 and $472, (iv) depreciation and amortization expense of $2,234 and $1,566 and (v) changes in fair value of non-hedge derivative instruments of $(9) and $0, respectively.
 
Includes the following items for the years ended December 31, 2021 and 2020: (i) equity-based compensation of $751 and $374, (ii) provision for income taxes of $52 and $59, (iii) interest expense of $3,370 and $2,025, (iv) depreciation and amortization expense of $8,411 and $6,149, (v) changes in fair value of non-hedge derivative instruments of $(76) and $38 and (vi) loss on extinguishment of debt of $0 and  $992, respectively.
 
8

The Company uses Funds Available for Distribution (“FAD”) in evaluating its ability to meet its stated dividend policy. FAD is not a financial measure in accordance with GAAP. The GAAP measure most directly comparable to FAD is net cash provided by operating activities. The Company believes FAD is a useful metric for investors and analysts for similar purposes.
 
The Company defines FAD as: Net Cash Provided by Operating Activities plus principal collections on finance leases, proceeds from sale of assets, and return of capital distributions from unconsolidated entities, less required payments on debt obligations and capital distributions to non-controlling interest, and excluding changes in working capital.
 
The following table sets forth a reconciliation of Net Cash (Used in) Provided by Operating Activities to FAD for the years ended December 31, 2021 and 2020:
 
   
Year Ended December 31,
 
(in thousands)
 
2021
   
2020
 
Net Cash (Used in) Provided by Operating Activities
 
$
(22,044
)
 
$
63,106
 
Add: Principal Collections on Finance Leases
   
7,387
     
13,823
 
Add: Proceeds from Sale of Assets
   
163,421
     
72,175
 
Add: Return of Capital Distributions from Unconsolidated Entities
   
     
 
Less: Required Payments on Debt Obligations (1)
   
     
 
Less: Capital Distributions to Non-Controlling Interest
   
     
 
Exclude: Changes in Working Capital
   
93,422
     
88,314
 
Funds Available for Distribution (FAD)
 
$
242,186
   
$
237,418
 
 

 
(1)
Required payments on debt obligations for the year ended December 31, 2021 exclude repayments of $650,000 for the Bridge Loan Agreement, $500,527 for the Revolving Credit Facility and $402,704 for the Senior Notes due 2022, and for the year ended December 31, 2020 exclude repayments of $306,206 for the Senior Notes due 2022, $270,000 for the Revolving Credit Facility, $144,200 for the Series 2016 Bonds, $50,262 for the Jefferson Revolver, $45,520 for the Series 2012 Bonds and $36,009 for the FTAI Pride Credit Agreement, all of which were voluntary refinancings as repayments of these amounts were not required at such time.
 
The following table sets forth a reconciliation of FAD to Net Cash Used in Operating Activities for the three months ended December 31, 2021:
 
   
Three Months Ended December 31, 2021
 
(in thousands)
 
Equipment Leasing
   
Infrastructure
   
Corporate and Other
   
Total
 
Funds Available for Distribution (FAD)
 
$
161,247
   
$
11,033
   
$
(52,193
)
 
$
120,087
 
Less: Principal Collections on Finance Leases
                           
(5,680
)
Less: Proceeds from Sale of Assets
                           
(84,958
)
Less: Return of Capital Distributions from Unconsolidated Entities
                           
 
Add: Required Payments on Debt Obligations
                           
 
Add: Capital Distributions to Non-Controlling Interest
                           
 
Include: Changes in Working Capital
                           
(30,785
)
Net Cash Used in Operating Activities
                         
$
(1,336
)

9

The following table sets forth a reconciliation of FAD to Net Cash Used in Operating Activities for the year ended December 31, 2021:
 
   
Year Ended December 31, 2021
 
(in thousands)
 
Equipment Leasing
   
Infrastructure
   
Corporate and Other
   
Total
 
Funds Available for Distribution (FAD)
 
$
428,536
   
$
4,474
   
$
(190,824
)
 
$
242,186
 
Less: Principal Collections on Finance Leases
                           
(7,387
)
Less: Proceeds from Sale of Assets
                           
(163,421
)
Less: Return of Capital Distributions from Unconsolidated Entities
                           
 
Add: Required Payments on Debt Obligations
                           
 
Add: Capital Distributions to Non-Controlling Interest
                           
 
Include: Changes in Working Capital
                           
(93,422
)
Net Cash Used in Operating Activities
                         
$
(22,044
)
 
FAD is subject to a number of limitations and assumptions and there can be no assurance that the Company will generate FAD sufficient to meet its intended dividends. FAD has material limitations as a liquidity measure of the Company because such measure excludes items that are required elements of the Company’s net cash provided by operating activities as described below. FAD should not be considered in isolation nor as a substitute for analysis of the Company’s results of operations under GAAP, and it is not the only metric that should be considered in evaluating the Company’s ability to meet its stated dividend policy. Specifically:
 

FAD does not include equity capital called from the Company’s existing limited partners, proceeds from any debt issuance or future equity offering, historical cash and cash equivalents and expected investments in the Company’s operations.
 

FAD does not give pro forma effect to prior acquisitions, certain of which cannot be quantified.
 

While FAD reflects the cash inflows from sale of certain assets, FAD does not reflect the cash outflows to acquire assets as the Company relies on alternative sources of liquidity to fund such purchases.
 

FAD does not reflect expenditures related to capital expenditures, acquisitions and other investments as the Company has multiple sources of liquidity and intends to fund these expenditures with future incurrences of indebtedness, additional capital contributions and/or future issuances of equity.
 

FAD does not reflect any maintenance capital expenditures necessary to maintain the same level of cash generation from our capital investments.
 

FAD does not reflect changes in working capital balances as management believes that changes in working capital are primarily driven by short term timing differences, which are not meaningful to the Company’s distribution decisions.
 

Management has significant discretion to make distributions, and the Company is not bound by any contractual provision that requires it to use cash for distributions.
 
If such factors were included in FAD, there can be no assurance that the results would be consistent with the Company’s presentation of FAD.


10