--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-23-033081" form_type: "8-K" ticker: "FIP" cik: "0001899883" company_name: "FTAI Infrastructure Inc." filed_at: "2023-07-05T23:59:59+00:00" generated_at: "2026-06-13T12:54:42.664632+00:00" event_type: "debt" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # FTAI Infrastructure closes $100M add-on of 10.5% senior secured notes due 2027 ## Summary - Issued $100.0M additional 10.500% senior secured notes due 2027 at 95.50% of principal; total outstanding $600.0M. - Proceeds to repay Transtar revolver and bridge loan; remainder for general corporate purposes. - Notes are guaranteed by all subsidiaries except those comprising the Transtar business. - Amended Series A Preferred Certificate of Designations to increase debt limit for the offering; holders consented. - Notes mature June 1, 2027; interest payable semi-annually; callable with make-whole prior to June 2025. ## SEC filing metadata - accession: 0001140361-23-033081 - form_type: 8-K - ticker: FIP - cik: 0001899883 - company_name: FTAI Infrastructure Inc. - filed_at: 2023-07-05T23:59:59+00:00 - event_type: debt - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 1.01, 2.03, 5.03, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1899883/000114036123033081/0001140361-23-033081-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1899883/000114036123033081/brhc20055424_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-23-033081 - JSON: https://secwatch.observer/filing/0001140361-23-033081.json - Plain text: https://secwatch.observer/filing/0001140361-23-033081.txt ## Key facts - Debt Financings FTAI Infrastructure Inc. incurred senior notes of $100.0 million with U.S. Bank Trust Company, National Association at 10.500% per annum maturing June 1, 2027. - Instrument: senior notes - Principal: $100.0 million - Counterparty: U.S. Bank Trust Company, National Association - Rate: 10.500% per annum - Maturity: June 1, 2027 - Event: incurrence source text: On July 5, 2023, FTAI Infrastructure Inc., a Delaware corporation (the “Company”) closed its previously announced private offering of an additional $100.0 million aggregate principal amount of 10.500% senior secured notes due 2027 (the “Additional Notes”), at an issue price equal to 95.50% of principal, plus accrued interest from and including June 1, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1899883/000114036123033081/0001140361-23-033081-index.htm - Governance Changes FTAI Infrastructure Inc.: Amended the Certificate of Designations for Series A Preferred Stock to increase the aggregate principal amount of outstanding indebtedness that the Company and its subsidiaries may incur (effective 2023-07-05). - Change: charter amendment - Effective: 2023-07-05 source text: On June 27, 2023, the Company’s board of directors approved a Certificate of Amendment (the “Amendment”) to the Certificate of Designations for its Series A Preferred Stock (the “Certificate of Designations”), which amends certain provisions of the Certificate of Designations to increase the aggregate principal amount of outstanding indebtedness that the Company and its subsidiaries may incur in order to facilitate the issuance of the Additional Notes, subject to obtaining the prior affirmative vote or consent of the Majority Holders (as defined in the Certificate of Designations) to such Amendment. evidence_url: https://www.sec.gov/Archives/edgar/data/1899883/000114036123033081/0001140361-23-033081-index.htm - Material Agreements FTAI Infrastructure Inc. entered into Third Supplemental Indenture with U.S. Bank Trust Company, National Association, as trustee valued at $100.0 million (effective 2023-07-05). - Action: entry - Agreement: notes offering - Counterparty: U.S. Bank Trust Company, National Association, as trustee - Value: $100.0 million - Effective: 2023-07-05 source text: The Additional Notes were issued pursuant to an indenture, dated as of July 7, 2022 (the “Initial Indenture”), between FTAI Infra Escrow Holdings, LLC (the “Escrow Issuer” and formerly a subsidiary of the Company) and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”) and notes collateral agent, as supplemented by the First Supplemental Indenture, dated as of July 25, 2022 (the “First Supplemental Indenture”), between the Escrow Issuer and the Trustee, the Second Supplemental Indenture, dated as of August 1, 2022 (the “Second Supplemental Indenture”), between the Company, the guarantors (as defined below) and the Trustee, and the Third Supplemental Indenture dated as of July 5, 2023 (the “Third Supplemental Indenture,” and the Initial Indenture as supplemented by the First Supplemental Indenture, the Second Supplemental Indenture and the Third Supplemental Indenture, the “Indenture”) between the Company, the guarantors and the Trustee. evidence_url: https://www.sec.gov/Archives/edgar/data/1899883/000114036123033081/0001140361-23-033081-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.