FTAI Infrastructure Announces Transformational \$1.52 Billion Sale of Long Ridge Energy & Power to MARA Holdings

Key Highlights of the Transaction

• FTAI Infrastructure Inc. (NASDAQ:FIP) has entered a definitive agreement to sell Long Ridge Energy & Power LLC and related assets to MARA Holdings, Inc. (NASDAQ:MARA) for approximately \$1.52 billion before closing adjustments.
• Transaction expected to close in Q3 2026, subject to regulatory approvals and customary closing conditions.
• Proceeds will be used to repay significant debts, deleveraging the company’s balance sheet, and to reinvest in core growth opportunities.
• Immediate removal of \$1.16 billion in Long Ridge asset-level debt and approximately \$300 million of parent-level debt repayment planned.

Details Investors Need to Know

The transaction involves the sale of Long Ridge Energy & Power LLC, which is headquartered in Pittsburgh, Pennsylvania. Long Ridge is a vertically integrated power and gas platform featuring:

• A 485-megawatt combined cycle gas power plant—known for high efficiency and reliability.
• Working interests in natural gas production wells.
• About 1,600 acres of strategic land along the Ohio River in Southeastern Ohio.

This sale is a major strategic step for FIP, unlocking significant value for shareholders and immediately strengthening the company’s financial position. By reducing overall leverage, the company expects to boost free cash flow and advance strategic priorities, particularly in its freight rail and terminals segments.

What Makes This Transaction Potentially Price-Sensitive?

• Debt Elimination: The deal will erase \$1.16 billion in asset-level (Long Ridge) debt from FIP’s consolidated balance sheet and repay approximately \$300 million at the parent level. This is a sizable deleveraging event, which should improve FIP’s credit profile and lower financial risk.
• Capital for Growth: With the anticipated net proceeds, FIP plans to target new growth opportunities and potential acquisitions, possibly accelerating expansion in core infrastructure areas, which could drive future earnings and asset appreciation.
• Strategic Focus: Management emphasized that this move enables them to focus on their high-barrier, high-cash-flow rail and terminals businesses, which are core to FIP’s long-term strategy.
• Market Timing: The transaction is expected to close in Q3 2026, pending regulatory approvals. The news creates a defined near-term catalyst for the stock as investors anticipate execution and potential redeployment of capital.
• Shareholder Communication: FIP will provide additional details during its first quarter earnings call on May 8, offering further insight into the potential financial impact and capital allocation plans post-transaction.

Advisors and Process

Jefferies and Lazard are acting as financial advisors to FIP, while Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel. The company has posted an investor presentation on its website and will file a Form 8-K with more specifics.

About the Companies

FTAI Infrastructure Inc. is focused on critical infrastructure investments—rail, ports and terminals, and power and gas—that generate stable cash flows and have strong barriers to entry. The company is externally managed by an affiliate of Fortress Investment Group LLC.

MARA Holdings, Inc. is known for deploying digital energy technologies, transforming excess energy into digital capital, and developing solutions to reduce the energy demands of high-performance computing applications.

Risks and Forward-Looking Statements

Investors should note that the transaction is subject to various risks, including regulatory approvals, potential financing risks for MARA, possible litigation, and business uncertainties during the transition period. The company makes no guarantee that the transaction will close as planned.

For a full list of risk factors, investors are encouraged to review FIP’s recent SEC filings and the upcoming Form 8-K.

Investor Contact

Alan Andreini
Investor Relations
FTAI Infrastructure Inc.
(646) 734-9414
[email protected]

Disclaimer: This article contains forward-looking statements that are subject to risks and uncertainties. Actual results may differ materially from those described. This is not an offer to buy or sell securities. Please consult FIP’s public filings and speak with a qualified financial advisor before making investment decisions.

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