MIC acquired its initial 50% stake in IMTT in May of 2006. The latest purchase of the other 50% stake is from the business’ founding family.

The announced terms imply an enterprise value for IMTT of 10.7 times the business’ trailing twelve month EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization) to March 31, 2014 of $279.6 million.

MIC expects the acquisition to be accretive to its Free Cash Flow per share in 2014. The company now expects its underlying 2014 Free Cash Flow – excluding transaction-related expenses – to be approximately $4.55 per share, or 11.2% higher than in 2013.

The accretion reflects the increased contribution from IMTT in the future, partially offset by the dilution associated with the new shares to be issued in connection with the acquisition and the crystallization of federal income taxes payable by IMTT for the first and second quarters of 2014.

As the company does not expect the transaction to close before late July, the accretion represents only a partial year benefit of 100% ownership of IMTT.

In connection with the announcement, MIC has also introduced guidance for underlying Free Cash Flow in 2015 of $5.10 per share. If both the 2014 and 2015 Free Cash Flow figures are achieved, the year on year growth in 2015 will be approximately 12.1%. MIC has grown Free Cash Flow per share by 12.3%, on average, each year since 2007.

Since investing in IMTT in early 2006, MIC has seen EBITDA generated by IMTT increase from approximately $67.0 million in 2005 to $279.6 million for the trailing 12 month period ended March 31, 2014. The growth in EBITDA has been a function of both pricing power and deployment of capital in growth projects at the business.

MIC has participated in the development of approximately $800 million worth of growth projects to date and sees opportunity to promote additional growth in the future.

MIC does not plan to make a large number of changes in personnel, rather the company said that it will fill vacancies resulting from retirements and add selectively to the IMTT staff.

Among the expected changes are the retirement of Thomas Coleman, current chief executive officer of IMTT, James Coleman, chairman, and James O. Coleman, head of government relations, each of whom are members of the founding family.

James Hooke will initially act as the CEO of IMTT in addition to his role as CEO of MIC.

Macquarie’s IMTT asset director, James May, will become the CFO at IMTT. Both Hooke and May have served on the IMTT board of directors for the past five years.

John Siragusa, IMTT’s current CFO, will assume the role of chief banking officer. Richard Courtney, IMTT’s president and chief operating officer will continue in his role. Both Courtney and May will report directly to Hooke.

Per the terms of the purchase agreement, MIC will not be permitted to effect structural changes at IMTT, for example conversion of the business to a Master Limited Partnership, for a period of one year following the closing of the transaction.

MIC believes that the proposed acquisition of the remaining interest in IMTT not currently owned by the company provides an opportunity to improve operations, business development, commercial and support capabilities at IMTT.

Also, it offers a simplification of the MIC structure and financial reporting and eliminates of a double layer of taxation.

MIC expects improved efficiency in allocation of capital to growth opportunities, better visibility into growth in distributable cash flow and enhanced dividend growth.

IMTT comprises 10 marine terminals located on the East, West and Gulf Coasts and the Great Lakes regions of the United States, and two partially owned terminals in the Canadian provinces of Quebec and Newfoundland.

Its largest terminals are located in New York Harbor and on the Mississippi River near the Gulf of Mexico. The company stores and handles petroleum products, vegetable and tropical oils, renewable fuels, and various chemicals.