FTAI Infrastructure Inc.FIP
FTAI Infrastructure Inc. Earnings Per Share Disclosure
EARNINGS PER SHARE AND EQUITY
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Basic earnings (loss) per share of common stock (“LPS”) is calculated by dividing net income (loss) attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock by the weighted average number of common stock outstanding. Diluted earnings (loss) per share is calculated by dividing net income (loss) attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock by the weighted average
number of common stock outstanding, plus any potentially dilutive securities, if dilutive. Potentially dilutive securities are calculated using the treasury stock method.
The calculation of basic and diluted loss is presented below:
| Year Ended December 31, | |||||||||||||||||
| (in thousands, except per share data) | 2025 | 2024 | 2023 | ||||||||||||||
| Net loss | $ | (152,054) | $ | (266,064) | $ | (159,750) | |||||||||||
| Less: Net loss attributable to non-controlling interests in consolidated subsidiaries | (44,880) | (42,419) | (38,414) | ||||||||||||||
| Less: Preferred dividends and accretion on redeemable non-controlling interests | 44,607 | — | — | ||||||||||||||
| Less: Dividends and accretion of redeemable preferred stock | 55,622 | 70,814 | 62,400 | ||||||||||||||
| Net loss attributable to stockholders, before series B preferred stock dividend and loss on extinguishment of preferred stock | (207,403) | (294,459) | (183,736) | ||||||||||||||
| Less: Convertible preferred stock dividend | 14,118 | — | — | ||||||||||||||
| Less: Adjustments attributable to dilutive securities | 2,239 | — | — | ||||||||||||||
| Less: Loss on extinguishment of preferred stock | 36,646 | — | — | ||||||||||||||
| Net loss attributable to common stockholders | $ | (260,406) | $ | (294,459) | $ | (183,736) | |||||||||||
Weighted Average Common Stock Outstanding - Basic (1) | 115,214,910 | 108,217,871 | 102,960,812 | ||||||||||||||
Weighted Average Common Stock Outstanding - Diluted (1) | 115,214,910 | 108,217,871 | 102,960,812 | ||||||||||||||
| Loss per share: | |||||||||||||||||
| Basic | $ | (2.24) | $ | (2.72) | $ | (1.78) | |||||||||||
Diluted (2) | $ | (2.26) | $ | (2.72) | $ | (1.79) | |||||||||||
(1) The year ended December 31, 2023 included penny warrants that were converted into common stock during the year ended December 31, 2024.
(2) Diluted earnings per share for the year ended December 31, 2025 includes the dilutive effect of subsidiary earnings per share and convertible preferred stock. Diluted loss per share for the years ended December 31, 2024 and 2023 includes the dilutive effect of subsidiary earnings per share.
For the years ended December 31, 2025, 2024 and 2023, 17,905,958, 2,681,996 and 2,917,041 shares of common stock, respectively, have been excluded from the calculation of Diluted LPS because the impact would be anti-dilutive. For the years ended December 31, 2025, 2024 and 2023, —, — and 3,332,478 of warrants, respectively, have been excluded from the calculation of Diluted LPS because the impact would be anti-dilutive.
Common Stock Warrants
On August 1, 2022, in connection with the Redeemable Preferred Stock raise, the Company issued two classes of warrants to the redeemable preferred stockholders. The Series I Warrants represent the right to purchase 3,342,566 shares of common stock, at an exercise price of $10.00 per share, and the Series II Warrants represent the right to purchase 3,342,566 shares of common stock at an exercise price of $0.01 per share. Both classes of warrants expire on the earlier of August 1, 2030 or a change in control. The Series II Warrants participate on an as-converted basis in any dividends with respect to the common stock.
A summary of the status of the Company’s outstanding stock warrants and changes during the year ended December 31, 2025 is as follows:
| Number of Warrants | Weighted Average Exercise Price | ||||||||||
Outstanding as of December 31, 2024 | 3,342,566 | $ | 9.85 | ||||||||
| Issued | 550,000 | 10.00 | |||||||||
| Expired | — | — | |||||||||
| Exercised | — | — | |||||||||
Outstanding as of December 31, 2025 (1) | 3,892,566 | $ | 9.76 | ||||||||
Warrants exercisable as of December 31, 2025 (1) | 3,892,566 | $ | 9.76 | ||||||||
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(1) Weighted average exercise price as of December 31, 2025 includes adjustments for quarterly dividend payments.
On July 22, 2024, Ares exercised their rights to the Series II Warrants in full to purchase 3,342,566 shares of common stock of the Company at the exercise price of $0.01 per share pursuant to the Warrant Agreement, dated August 1, 2022.
On February 26, 2025, the Company and Ares amended and restated the warrant agreement, initially dated as of August 1, 2022. As part of the consent fee for the Series A Amendment, the Company issued 550,000 Series A Warrants to entities affiliated with Ares. The warrants have an exercise price of $10.00 per share.
On August 25, 2025, in connection with the Wheeling Acquisition, RR Holdings issued 172,500 Series A Warrants - RailCo to entities affiliated with Ares for the right to purchase 172,500 common units of RR Holdings at an initial exercise price of $857.748 per unit, as adjusted from time to time as provided by Wheeling Purchase Agreement. The Series A Warrants - RailCo can be exercised at the earlier of (i) August 25, 2030 and (ii) the date on which all obligations related to the indebtedness incurred to repay the Bridge Loan have been repaid in full, until, in either case, August 27, 2035.
The weighted average remaining contractual term of the outstanding warrants as of December 31, 2025 is 4.6 years. The aggregate intrinsic value of the warrants as of December 31, 2025 is $— million.
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Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 16, 2026 | Showing above |
| 2024 | Mar 13, 2025 | |
| 2023 | Mar 27, 2024 | |
| 2022 | Mar 9, 2023 | |
About Earnings Per Share Disclosures
The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.
Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.