lmrk-8k_20180801.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934  

Date of Report (Date of earliest event reported): August 1, 2018  

 

Landmark Infrastructure Partners LP

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-36735

 

61-1742322

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation or organization)

 

File Number)

 

Identification No.)

2141 Rosecrans Avenue, Suite 2100

El Segundo, CA 90245

(Address of principal executive office) (Zip Code)

 

(310) 598-3173

(Registrants’ telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 


 

Item 2.02 Results of Operations and Financial Condition.

On August 1, 2018, Landmark Infrastructure Partners LP issued a press release announcing its second quarter 2018 financial results. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 2.02 of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

 

 

Number

 

Description

99.1

 

Press release issued by Landmark Infrastructure Partners LP on August 1, 2018.

 

2


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

Landmark Infrastructure Partners LP

 

 

 

 

 

By:

 

Landmark Infrastructure Partners GP LLC,  

 

 

 

its general partner 

 

 

 

 

Dated: August 1, 2018

By:

 

 /s/ George P. Doyle

 

Name:

 

George P. Doyle

 

Title:

 

Chief Financial Officer and Treasurer

 

3

lmrk-ex991_6.htm

 

Exhibit 99.1

 

 

Landmark Infrastructure Partners LP Reports Second Quarter Results

 

El Segundo, California, August 1, 2018 (GLOBE NEWSWIRE) Landmark Infrastructure Partners LP (the “Partnership,” “we,” “us” or “our”) (Nasdaq: LMRK) today announced its second quarter financial results.

 

Highlights

 

Completed acquisitions with total consideration of approximately $128 million through July 31, 2018;

 

Reported Q2 2018 rental revenue of $16.8 million, a 31% increase year-over-year;

 

Reported Q2 2018 net income of $6.1 million, EBITDA of $16.9 million, and Adjusted EBITDA of $16.5 million, a 30% increase in Adjusted EBITDA year-over-year;

 

Reported Q2 2018 distributable cash flow of $8.1 million, a 9% increase year-over-year;

 

Announced a quarterly distribution of $0.3675 per common unit; and

 

On June 6, the Partnership completed a $125 million wireless communication fixed rate debt placement through a securitization with a weighted-average coupon rate of 4.31%.

 

 

Second Quarter 2018 Results

Rental revenue for the quarter ended June 30, 2018 increased 31% to $16.8 million compared to the second quarter of 2017.  Net income for the second quarter of 2018 was $6.1 million, compared to net income of $2.7 million in the second quarter of 2017.  Net income attributable to common unitholders per diluted unit in the second quarter of 2018 was $0.12, compared to net income attributable to common unitholders per diluted unit of $0.05 in the second quarter of 2017.  EBITDA (earnings before interest, income taxes, depreciation and amortization) for the quarter ended June 30, 2018 increased 66% to $16.9 million compared to the second quarter of 2017.  Adjusted EBITDA for the quarter ended June 30, 2018 increased 30% to $16.5 million compared to the second quarter of 2017, and distributable cash flow increased 9% to $8.1 million compared to the second quarter of 2017.

 

For the six months ended June 30, 2018, the Partnership reported rental revenue of $32.5 million, net income of $12.8 million, and net income attributable to common unitholders of $0.31 per diluted unit.  The Partnership reported EBITDA of $34.0 million, Adjusted EBITDA of $32.0 million, and distributable cash flow of $16.1 million in the six-month period ended June 30, 2018.

 

“We’re very pleased to announce another quarter of strong operating results.  Our principal ground lease business continues to produce very stable and consistent returns, and we’re making great progress on the new initiatives that we’ve launched.  These initiatives will allow us to drive more meaningful growth to the Partnership as we leverage our relationships and our large and growing portfolio of critical infrastructure assets.  We’re confident we have the relationships and financial flexibility to execute our business and grow the Partnership, and we remain focused on providing long-term value for our unitholders,” said Tim Brazy, Chief Executive Officer of the Partnership’s general partner.

 

Quarterly Distributions

On July 19, 2018, the Board of Directors of the Partnership’s general partner declared a cash distribution of $0.3675 per common unit, or $1.47 per common unit on an annualized basis, for the quarter ended June 30, 2018. The distribution is payable on August 14, 2018 to common unitholders of record as of August 1, 2018.

 

On July 19, 2018, the Board of Directors of the Partnership’s general partner declared a quarterly cash distribution of $0.4400 per Series C preferred unit, which is payable on August 15, 2018 to Series C preferred unitholders of record as of August 1, 2018.  

 


 

On July 19, 2018, the Board of Directors of the Partnership’s general partner declared a quarterly cash distribution of $0.49375 per Series B preferred unit, which is payable on August 15, 2018 to Series B preferred unitholders of record as of August 1, 2018.

 

On June 21, 2018, the Board of Directors of the Partnership’s general partner declared a quarterly cash distribution of $0.5000 per Series A preferred unit, which was paid on July 16, 2018 to Series A preferred unitholders of record as of July 2, 2018.

 

Recent Acquisitions

Year-to-date through July 31, 2018, the Partnership acquired a total of 186 assets for total consideration of approximately $128 million. The acquisitions were immediately accretive to the Partnership’s distributable cash flow, funded primarily with borrowings under the Partnership’s existing Facility and the issuance of common units.

 

At-The-Market (“ATM”) Equity Programs

Year-to-date as of June 30, 2018, through its At-The-Market (“ATM”) issuance programs, the Partnership has issued 27,830 common units and 24,747 Series A preferred units for gross proceeds of approximately $0.5 million and $0.6 million, respectively.

 

2018 Guidance

The Partnership’s outlook for acquisition volume is $250 million to $300 million in assets.  This includes the right to purchase $200 million to $250 million in assets that the Partnership’s sponsor has expressed its intent to offer us, and approximately $50 million in new infrastructure deployments.  These acquisitions and deployments, combined with organic portfolio growth, are expected to drive distribution growth of 10% over the fourth quarter 2017 distribution of $0.3675 per common unit by the fourth quarter 2018 (distribution to be paid in February 2019).

 

Conference Call Information

The Partnership will hold a conference call on Wednesday, August 1, 2018, at 12:00 p.m. Eastern Time (9:00 a.m. Pacific Time) to discuss its second quarter 2018 financial and operating results.  The call can be accessed via a live webcast at https://edge.media-server.com/m6/p/ho43yvep, or by dialing 877-930-8063 in the U.S. and Canada.  Investors outside of the U.S. and Canada should dial 253-336-7764.  The passcode for both numbers is 4349739.

 

A webcast replay will be available approximately two hours after the completion of the conference call through August 1, 2019 at https://edge.media-server.com/m6/p/ho43yvep.  The replay is also available through August 10, 2018 by dialing 855-859-2056 or 404-537-3406 and entering the access code 4349739.

 

About Landmark Infrastructure Partners LP

The Partnership owns and manages a portfolio of real property interests and infrastructure assets that the Partnership leases to companies in the wireless communication, outdoor advertising and renewable power generation industries. 

  

Non-GAAP Financial Measures

We define EBITDA as net income before interest, income taxes, depreciation and amortization, and we define Adjusted EBITDA as EBITDA before unrealized and realized gain or loss on derivatives, loss on early extinguishment of debt, gain or loss on sale of real property interests, straight line rent adjustments, amortization of above and below market rents, impairments, acquisition-related expenses, unit-based compensation, repayments of investments in receivables, and the capital contribution to fund our general and administrative expense reimbursement.  We define distributable cash flow as Adjusted EBITDA less cash interest expense, current cash income tax expense, distributions to preferred unitholders, distributions to noncontrolling interest holders, and maintenance capital expenditures.  Distributable cash flow will not reflect changes in working capital balances. We believe that to understand our performance further, EBITDA, Adjusted EBITDA and distributable cash flow should be compared with our reported net income (loss) and net cash provided by operating activities in accordance with generally accepted accounting principles in the United States (“GAAP”), as presented in our consolidated financial statements.

 


 

EBITDA, Adjusted EBITDA and distributable cash flow are non-GAAP supplemental financial measures that management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies, may use to assess:

 

 

our operating performance as compared to other publicly traded limited partnerships, without regard to historical cost basis or, in the case of Adjusted EBITDA, financing methods;

 

the ability of our business to generate sufficient cash to support our decision to make distributions to our unitholders;

 

our ability to incur and service debt and fund capital expenditures; and

 

the viability of acquisitions and the returns on investment of various investment opportunities.

 

We believe that the presentation of EBITDA, Adjusted EBITDA and distributable cash flow provides information useful to investors in assessing our financial condition and results of operations.  The GAAP measures most directly comparable to EBITDA, Adjusted EBITDA and distributable cash flow are net income (loss) and net cash provided by operating activities.  EBITDA, Adjusted EBITDA and distributable cash flow should not be considered as an alternative to GAAP net income (loss), net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP.  Each of EBITDA, Adjusted EBITDA and distributable cash flow has important limitations as analytical tools because they exclude some, but not all, items that affect net income (loss) and net cash provided by operating activities, and these measures may vary from those of other companies.  You should not consider EBITDA, Adjusted EBITDA and distributable cash flow in isolation or as a substitute for analysis of our results as reported under GAAP.  As a result, because EBITDA, Adjusted EBITDA and distributable cash flow may be defined differently by other companies in our industry, EBITDA, Adjusted EBITDA and distributable cash flow as presented below may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.  For a reconciliation of EBITDA, Adjusted EBITDA and distributable cash flow to the most comparable financial measures calculated and presented in accordance with GAAP, please see the “Reconciliation of EBITDA, Adjusted EBITDA and Distributable Cash Flow” table below.

 

Forward-Looking Statements

This release contains forward-looking statements within the meaning of federal securities laws.  These statements discuss future expectations, contain projections of results of operations or of financial condition or state other forward-looking information.  You can identify forward-looking statements by words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “project,” “could,” “may,” “should,” “would,” “will” or other similar expressions that convey the uncertainty of future events or outcomes.  These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Partnership’s control and are difficult to predict.  These statements are often based upon various assumptions, many of which are based, in turn, upon further assumptions, including examination of historical operating trends made by the management of the Partnership.  Although the Partnership believes that these assumptions were reasonable when made, because assumptions are inherently subject to significant uncertainties and contingencies, which are difficult or impossible to predict and are beyond its control, the Partnership cannot give assurance that it will achieve or accomplish these expectations, beliefs or intentions.  Examples of forward-looking statements in this press release include our expected distribution growth for 2018 and expected acquisition opportunities from our sponsor.  When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements contained in the Partnership’s filings with the U.S. Securities and Exchange Commission (the “Commission”), including the Partnership’s annual report on Form 10-K for the year ended December 31, 2017 and Current Report on Form 8-K filed with the Commission on February 15, 2018.  These risks could cause the Partnership’s actual results to differ materially from those contained in any forward-looking statement.

 

CONTACT:

Marcelo Choi

 

Vice President, Investor Relations

 

(213) 788-4528

 

ir@landmarkmlp.com


 

Landmark Infrastructure Partners LP

Consolidated Statements of Operations

In thousands, except per unit data

(Unaudited)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

16,796

 

 

$

12,803

 

 

$

32,491

 

 

$

24,644

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property operating

 

 

229

 

 

 

74

 

 

 

515

 

 

 

161

 

General and administrative

 

 

1,089

 

 

 

1,437

 

 

 

2,788

 

 

 

2,845

 

Acquisition-related

 

 

196

 

 

 

285

 

 

 

381

 

 

 

752

 

Amortization

 

 

4,233

 

 

 

3,239

 

 

 

8,255

 

 

 

6,368

 

Impairments

 

 

103

 

 

 

692

 

 

 

103

 

 

 

848

 

Total expenses

 

 

5,850

 

 

 

5,727

 

 

 

12,042

 

 

 

10,974

 

Other income and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

408

 

 

 

379

 

 

 

846

 

 

 

738

 

Interest expense

 

 

(6,408

)

 

 

(4,234

)

 

 

(12,680

)

 

 

(8,154

)

Unrealized gain (loss) on derivatives

 

 

1,286

 

 

 

(544

)

 

 

4,434

 

 

 

(50

)

Total other income and expenses

 

 

(4,714

)

 

 

(4,399

)

 

 

(7,400

)

 

 

(7,466

)

Income before income tax expense

 

 

6,232

 

 

 

2,677

 

 

 

13,049

 

 

 

6,204

 

Income tax expense

 

 

127

 

 

 

 

 

 

203

 

 

 

 

Net income

 

 

6,105

 

 

 

2,677

 

 

 

12,846

 

 

 

6,204

 

Less: Net income attributable to noncontrolling interests

 

 

8

 

 

 

4

 

 

 

12

 

 

 

7

 

Net income attributable to limited partners

 

 

6,097

 

 

 

2,673

 

 

 

12,834

 

 

 

6,197

 

Less: Distributions to preferred unitholders

 

 

(2,930

)

 

 

(1,510

)

 

 

(4,874

)

 

 

(2,854

)

Less: General Partner's incentive distribution rights

 

 

(195

)

 

 

(98

)

 

 

(390

)

 

 

(187

)

Net income attributable to common and subordinated unitholders

 

$

2,972

 

 

$

1,065

 

 

$

7,570

 

 

$

3,156

 

Net income (loss) per common and subordinated unit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units – basic

 

$

0.12

 

 

$

0.05

 

 

$

0.33

 

 

$

0.14

 

Common units – diluted

 

$

0.12

 

 

$

0.05

 

 

$

0.31

 

 

$

0.14

 

Subordinated units – basic and diluted

 

$

 

 

$

0.05

 

 

$

(0.39

)

 

$

0.14

 

Weighted average common and subordinated units outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units – basic

 

 

25,058

 

 

 

19,650

 

 

 

24,032

 

 

 

19,554

 

Common units – diluted

 

 

25,058

 

 

 

22,785

 

 

 

24,811

 

 

 

22,689

 

Subordinated units – basic and diluted

 

 

 

 

 

3,135

 

 

 

779

 

 

 

3,135

 

Other Data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total leased tenant sites (end of period)

 

 

2,327

 

 

 

2,016

 

 

 

2,327

 

 

 

2,016

 

Total available tenant sites (end of period)

 

 

2,415

 

 

 

2,093

 

 

 

2,415

 

 

 

2,093

 


 

Landmark Infrastructure Partners LP

Consolidated Balance Sheets

In thousands, except per unit data

(Unaudited)

 

 

 

June 30, 2018

 

 

December 31, 2017

 

Assets

 

 

 

 

 

 

 

 

Land

 

$

124,816

 

 

$

114,385

 

Real property interests

 

 

668,252

 

 

 

596,422

 

Construction in progress

 

 

23,804

 

 

 

7,574

 

Total land and real property interests

 

 

816,872

 

 

 

718,381

 

Accumulated amortization of real property interests

 

 

(44,870

)

 

 

(37,817

)

Land and net real property interests

 

 

772,002

 

 

 

680,564

 

Investments in receivables, net

 

 

20,101

 

 

 

20,782

 

Cash and cash equivalents

 

 

9,767

 

 

 

9,188

 

Restricted cash

 

 

6,578

 

 

 

18,672

 

Rent receivables, net

 

 

3,446

 

 

 

4,141

 

Due from Landmark and affiliates

 

 

583

 

 

 

629

 

Deferred loan costs, net

 

 

2,671

 

 

 

3,589

 

Deferred rent receivable

 

 

4,059

 

 

 

4,252

 

Derivative asset

 

 

7,593

 

 

 

3,159

 

Other intangible assets, net

 

 

23,627

 

 

 

17,984

 

Assets held for sale (AHFS)

 

 

7,846

 

 

 

 

Other assets

 

 

4,563

 

 

 

5,039

 

Total assets

 

$

862,836

 

 

$

767,999

 

Liabilities and equity

 

 

 

 

 

 

 

 

Revolving credit facility

 

$

177,000

 

 

$

304,000

 

Secured notes, net

 

 

349,223

 

 

 

187,249

 

Accounts payable and accrued liabilities

 

 

12,039

 

 

 

4,978

 

Other intangible liabilities, net

 

 

13,146

 

 

 

12,833

 

Liabilities associated with AHFS

 

 

397

 

 

 

 

Prepaid rent

 

 

6,499

 

 

 

4,581

 

Total liabilities

 

 

558,304

 

 

 

513,641

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Mezzanine equity

 

 

 

 

 

 

 

 

Series C cumulative redeemable convertible preferred units, 2,000,000 and zero units

   issued and outstanding at June 30, 2018 and December 31, 2017, respectively

 

 

47,534

 

 

 

 

Equity

 

 

 

 

 

 

 

 

Series A cumulative redeemable preferred units, 1,593,149 and 1,568,402 units

   issued and outstanding at June 30, 2018 and December 31, 2017, respectively

 

 

37,207

 

 

 

36,604

 

Series B cumulative redeemable preferred units, 2,463,015 units

   issued and outstanding at June 30, 2018 and December 31, 2017, respectively

 

 

58,936

 

 

 

58,936

 

Common units, 25,130,604 and 20,146,458 units issued and outstanding at

   June 30, 2018 and December 31, 2017, respectively

 

 

330,207

 

 

 

288,527

 

Subordinated units, zero and 3,135,109 units issued and outstanding

   at June 30, 2018 and December 31, 2017, respectively

 

 

 

 

 

19,641

 

General Partner

 

 

(169,239

)

 

 

(150,519

)

Accumulated other comprehensive income

 

 

(314

)

 

 

968

 

Total limited partners' equity

 

 

256,797

 

 

 

254,157

 

Noncontrolling interests

 

 

201

 

 

 

201

 

Total equity

 

 

256,998

 

 

 

254,358

 

Total liabilities, mezzanine equity and equity

 

$

862,836

 

 

$

767,999

 


 

Landmark Infrastructure Partners LP

Real Property Interest Table

 

 

 

 

 

 

 

Available Tenant Sites (1)

 

 

Leased Tenant Sites

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real Property Interest

 

Number of

Infrastructure

Locations (1)

 

 

Number

 

 

Average

Remaining

Property

Interest

(Years)

 

 

Number

 

 

Average

Remaining

Lease

Term

(Years) (2)

 

 

Tenant Site

Occupancy

Rate (3)

 

 

Average

Monthly

Effective Rent

Per Tenant

Site (4)(5)

 

 

Quarterly

Rental

Revenue (6)

(In thousands)

 

 

Percentage

of Quarterly

Rental

Revenue (6)

 

Tenant Lease Assignment with Underlying Easement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wireless Communication

 

 

1,093

 

 

 

1,390

 

 

 

77.6

 

(7)

 

1,336

 

 

 

28.1

 

 

 

 

 

 

 

 

 

 

$

7,876

 

 

 

48

%

Outdoor Advertising

 

 

517

 

 

 

617

 

 

 

83.8

 

(7)

 

602

 

 

 

18.1

 

 

 

 

 

 

 

 

 

 

 

3,411

 

 

 

21

%

Renewable Power Generation

 

 

24

 

 

 

56

 

 

 

29.1

 

(7)

 

56

 

 

 

29.8

 

 

 

 

 

 

 

 

 

 

 

471

 

 

 

3

%

Subtotal

 

 

1,634

 

 

 

2,063

 

 

 

78.7

 

(7)

 

1,994

 

 

 

25.1

 

 

 

 

 

 

 

 

 

 

$

11,758

 

 

 

72

%

Tenant Lease Assignment only (8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wireless Communication

 

 

163

 

 

 

232

 

 

 

48.9

 

 

 

214

 

 

 

17.8

 

 

 

 

 

 

 

 

 

 

$

1,580

 

 

 

9

%

Outdoor Advertising

 

 

30

 

 

 

31

 

 

 

61.9

 

 

 

30

 

 

 

15.3

 

 

 

 

 

 

 

 

 

 

 

209

 

 

 

1

%

Renewable Power Generation

 

 

6

 

 

 

6

 

 

 

49.1

 

 

 

6

 

 

 

28.0

 

 

 

 

 

 

 

 

 

 

 

56

 

 

 

%

Subtotal

 

 

199

 

 

 

269

 

 

 

50.4

 

 

 

250

 

 

 

17.7

 

 

 

 

 

 

 

 

 

 

$

1,845

 

 

 

10

%

Tenant Lease on Fee Simple

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wireless Communication

 

 

17

 

 

 

27

 

 

 

99.0

 

(7)

 

27

 

 

 

18.7

 

 

 

 

 

 

 

 

 

 

$

908

 

 

 

5

%

Outdoor Advertising

 

 

37

 

 

 

41

 

 

 

99.0

 

(7)

 

41

 

 

 

10.4

 

 

 

 

 

 

 

 

 

 

 

716

 

 

 

4

%

Renewable Power Generation

 

 

13

 

 

 

15

 

 

 

99.0

 

(7)

 

15

 

 

 

31.4

 

 

 

 

 

 

 

 

 

 

 

1,569

 

 

 

9

%

Subtotal

 

 

67

 

 

 

83

 

 

 

99.0

 

(7)

 

83

 

 

 

16.8

 

 

 

 

 

 

 

 

 

 

$

3,193

 

 

 

18

%

Total

 

 

1,900

 

 

 

2,415

 

 

 

76.2

 

(9)

 

2,327

 

 

 

24.0

 

 

 

 

 

 

 

 

 

 

$

16,796

 

 

 

100

%

Aggregate Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wireless Communication

 

 

1,273

 

 

 

1,649

 

 

 

73.9

 

 

 

1,577

 

 

 

26.5

 

 

 

96

%

 

$

1,995

 

 

$

10,364

 

 

 

62

%

Outdoor Advertising

 

 

584

 

 

 

689

 

 

 

83.7

 

 

 

673

 

 

 

17.5

 

 

 

98

%

 

 

2,349

 

 

 

4,336

 

 

 

26

%

Renewable Power Generation

 

 

43

 

 

 

77

 

 

 

37.8

 

 

 

77

 

 

 

30.1

 

 

 

100

%

 

 

9,510

 

 

 

2,096

 

 

 

12

%

Total

 

 

1,900

 

 

 

2,415

 

 

 

76.2

 

(9)

 

2,327

 

 

 

24.0

 

 

 

96

%

 

$

2,339

 

 

$

16,796

 

 

 

100

%

 

(1)

“Available Tenant Sites” means the number of individual sites that could be leased. For example, if we have an easement on a single rooftop, on which three different tenants can lease space from us, this would be counted as three “tenant sites,” and all three tenant sites would be at a single infrastructure location with the same address.

(2)

Assumes the exercise of all remaining renewal options of tenant leases. Assuming no exercise of renewal options, the average remaining lease terms for our wireless communication, outdoor advertising, renewable power generation and aggregate portfolios as of June 30, 2018 were 3.8, 8.8, 18.1 and 5.5 years, respectively.

(3)

Represents the number of leased tenant sites divided by the number of available tenant sites.

(4)

Occupancy and average monthly effective rent per tenant site are shown only on an aggregate portfolio basis by industry.

(5)

Represents total monthly revenue excluding the impact of amortization of above and below market lease intangibles divided by the number of leased tenant sites.

(6)

Represents GAAP rental revenue recognized under existing tenant leases for the three months ended June 30, 2018.  Excludes interest income on receivables.

(7)

Fee simple ownership and perpetual easements are shown as having a term of 99 years for purposes of calculating the average remaining term.

(8)

Reflects “springing lease agreements” whereby the cancellation or nonrenewal of a tenant lease entitles us to enter into a new ground lease with the property owner (up to the full property interest term) and a replacement tenant lease. The remaining lease assignment term is, therefore, equal to or longer than the remaining lease term. Also represents properties for which the “springing lease” feature has been exercised and has been replaced by a lease for the remaining lease term.

(9)

Excluding perpetual ownership rights, the average remaining property interest term on our tenant sites is approximately 65 years.


 

Landmark Infrastructure Partners LP

Reconciliation of EBITDA, Adjusted EBITDA and Distributable Cash Flow

In thousands

(Unaudited)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Reconciliation of EBITDA and Adjusted EBITDA to Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

6,105

 

 

$

2,677

 

 

$

12,846

 

 

$

6,204

 

Interest expense

 

 

6,408

 

 

 

4,234

 

 

 

12,680

 

 

 

8,154

 

Amortization expense

 

 

4,233

 

 

 

3,239

 

 

 

8,255

 

 

 

6,368

 

Income tax expense

 

 

127

 

 

 

 

 

 

203

 

 

 

 

EBITDA

 

$

16,873

 

 

$

10,150

 

 

$

33,984

 

 

$

20,726

 

Impairments

 

 

103

 

 

 

692

 

 

 

103

 

 

 

848

 

Acquisition-related

 

 

196

 

 

 

285

 

 

 

381

 

 

 

752

 

Unrealized (gain) loss on derivatives

 

 

(1,286

)

 

 

544

 

 

 

(4,434

)

 

 

50

 

Unit-based compensation

 

 

 

 

 

 

 

 

70

 

 

 

105

 

Straight line rent adjustments

 

 

63

 

 

 

27

 

 

 

144

 

 

 

(220

)

Amortization of above- and below-market rents, net

 

 

(347

)

 

 

(369

)

 

 

(675

)

 

 

(652

)

Repayments of investments in receivables

 

 

309

 

 

 

280

 

 

 

608

 

 

 

525

 

Deemed capital contribution to fund general and administrative expense reimbursement(1)

 

 

578

 

 

 

1,074

 

 

 

1,780

 

 

 

2,029

 

Adjusted EBITDA

 

$

16,489

 

 

$

12,683

 

 

$

31,961

 

 

$

24,163

 

Reconciliation of EBITDA, Adjusted EBITDA and Distributable Cash Flow to Net Cash Provided by Operating Activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash provided by operating activities

 

$

9,886

 

 

$

7,211

 

 

$

21,566

 

 

$

13,990

 

Unit-based compensation

 

 

 

 

 

 

 

 

(70

)

 

 

(105

)

Unrealized gain (loss) on derivatives

 

 

1,286

 

 

 

(544

)

 

 

4,434

 

 

 

(50

)

Amortization expense

 

 

(4,233

)

 

 

(3,239

)

 

 

(8,255

)

 

 

(6,368

)

Amortization of above- and below-market rents, net

 

 

347

 

 

 

369

 

 

 

675

 

 

 

652

 

Amortization of deferred loan costs and discount on secured notes

 

 

(990

)

 

 

(473

)

 

 

(1,881

)

 

 

(911

)

Receivables interest accretion

 

 

 

 

 

(2

)

 

 

 

 

 

7

 

Impairments

 

 

(103

)

 

 

(692

)

 

 

(103

)

 

 

(848

)

Allowance for doubtful accounts

 

 

(39

)

 

 

(11

)

 

 

(29

)

 

 

(26

)

Working capital changes

 

 

(49

)

 

 

58

 

 

 

(3,491

)

 

 

(137

)

Net income

 

$

6,105

 

 

$

2,677

 

 

$

12,846

 

 

$

6,204

 

Interest expense

 

 

6,408

 

 

 

4,234

 

 

 

12,680

 

 

 

8,154

 

Amortization expense

 

 

4,233

 

 

 

3,239

 

 

 

8,255

 

 

 

6,368

 

Income tax expense

 

 

127

 

 

 

 

 

 

203

 

 

 

 

EBITDA

 

$

16,873

 

 

$

10,150

 

 

$

33,984

 

 

$

20,726

 

Less:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain on derivatives

 

 

(1,286

)

 

 

 

 

 

(4,434

)

 

 

 

Straight line rent adjustment

 

 

 

 

 

 

 

 

 

 

 

(220

)

Amortization of above- and below-market rents, net

 

 

(347

)

 

 

(369

)

 

 

(675

)