This is a transformative divestiture that significantly delevers FIP's balance sheet. The $1.52B enterprise value represents a substantial monetization of Long Ridge, which FIP developed from a brownfield project. Monitor regulatory approvals (FERC, HSR, STB) as key catalysts — any delays beyond Q3 2026 could pressure the stock. The $75M reverse termination fee provides downside protection for FIP if MARA's financing fails. FIP's Q1 earnings call on May 8 may provide further details on capital allocation plans for the proceeds.
Price Chart
Executive Summary
FTAI Infrastructure Inc. (FIP) entered into a definitive agreement to sell its wholly-owned subsidiary Long Ridge Energy & Power LLC to a subsidiary of MARA Holdings, Inc. for a base purchase price of $1.512 billion in cash. The transaction is expected to close in Q3 2026, subject to regulatory approvals including FERC, HSR, and STB. FIP plans to use net proceeds to repay ~$300M of corporate debt and reinvest in growth, while eliminating $1.16B of Long Ridge debt.
Key Financial Metrics
Key Facts
- Base purchase price of $1.512 billion for Long Ridge Energy & Power LLC
- Transaction valued at approximately $1.52 billion before closing adjustments
- FIP to eliminate $1.16 billion of Long Ridge debt and repay ~$300 million of parent-level debt
- $20 million escrow for post-closing purchase price adjustments
- Buyer (MARA USA Corp.) secured $785 million bridge loan commitment from Barclays
- Buyer's obligation to close is NOT subject to a financing condition
- Termination fee of $75 million payable by Buyer if debt financing fails in certain scenarios
- Expected close in Q3 2026, subject to FERC, HSR, and STB approvals
- Outside date of November 30, 2026, extendable by 7 months for regulatory approvals
- FIP to negotiate separate Railroad Agreements for sale of East Ohio Valley Railway assets concurrent with closing
Financial Impact
Base purchase price of $1.512 billion; total transaction value ~$1.52 billion; FIP eliminates $1.16B of asset-level debt and repays ~$300M corporate debt
Risk Factors
- Regulatory approvals (FERC, HSR, STB) may delay or prevent closing
- MARA's $785M bridge financing is subject to market conditions and customary conditions
- Concurrent Railroad Agreements with East Ohio Valley Railway add complexity
- Post-closing purchase price adjustments could reduce net proceeds
- Execution risk in reinvesting proceeds into growth opportunities
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001140361-26-018033 |
| Document: ef20071666_8k.htm | 0001140361-26-018033 |
| Document: ef20071666_ex99-1.htm | 0001140361-26-018033 |
| Document: 0001140361-26-018033-index-headers.html | 0001140361-26-018033 |
| Document: 0001140361-26-018033-index.html | 0001140361-26-018033 |
| Document: 0001140361-26-018033.txt | 0001140361-26-018033 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Jul 2, 2026 13w ago | 8-K | $4.44 $2.89 | ▲ +34.91% | ▲ +38.48% | $2.68 (+39.53%) |
Jun 29, 2026 13w ago | Press Release | $4.36 $3.26 | ▼ −25.23% | ▼ −29.62% | $2.68 (−38.42%) |
May 7, 2026 21w ago | 8-K | $4.86 $3.40 | ▼ −30.04% | ▼ −34.88% | $2.68 (−44.75%) |
Apr 30, 2026 22w ago | 8-K | $6.15 $4.15 | ▼ −32.47% | ▼ −35.57% | $2.68 (−56.31%) |
Apr 30, 2026 22w ago | Press Release | $6.15 $4.15 | ▼ −32.47% | ▼ −35.57% | $2.68 (−56.31%) |
Apr 17, 2026 24w ago | 8-K | $5.80 $4.46 | ▼ −23.10% | ▼ −29.25% | $2.68 (−53.71%) |
Apr 16, 2026 24w ago | Press Release | $5.99 $4.49 | ▲ +25.04% | ▲ +32.09% | $2.68 (+55.18%) |
US Market Status
Subscribe to SecBot
Get Real-Time SEC Filing Intelligence
Comprehensive SEC filing analysis delivered the moment filings hit EDGAR. Sentiment scoring, impact analysis, and actionable insights for every material event.
Try SecBot Free Coming soon: SecBot Pro with alerts, watchlists, and API access