lmrk-8k_20201104.htm
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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): November 4, 2020  

 

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.)

400 Continental Blvd., Suite 500

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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Units, Representing Limited Partner Interests

 

LMRK

 

NASDAQ Global Market

8.0% Series A Cumulative Redeemable Preferred Units, $25.00 par value

 

LMRKP

 

NASDAQ Global Market

7.9% Series B Cumulative Redeemable Preferred Units, $25.00 par value

 

LMRKO

 

NASDAQ Global Market

Series C Floating-to-Fixed Rate Cumulative Redeemable Perpetual Convertible Preferred Units, $25.00 par value

 

LMRKN

 

NASDAQ Global Market

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 November 4, 2020, Landmark Infrastructure Partners LP issued a press release announcing its third quarter 2020 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 November 4, 2020.

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL).

 

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: November 4, 2020

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 Third Quarter Results

 

El Segundo, California, November 4, 2020 (GLOBE NEWSWIRE) - Landmark Infrastructure Partners LP (“Landmark,” the “Partnership,” “we,” “us” or “our”) (Nasdaq: LMRK) today announced its third quarter financial results.

 

Highlights

 

Reported rental revenue of $14.2 million, a 10% increase year-over-year;

 

Net income attributable to common unitholders of $0.10, FFO of $0.29 and AFFO of $0.31 per diluted unit for the quarter ended September 30, 2020;

 

Net income attributable to common unitholders of $0.53, FFO of $0.49 and AFFO of $0.98 per diluted unit for the nine months ended September 30, 2020;

 

Year-to-date through September 30th, acquired 14 assets for total consideration of approximately $133 million;

 

As of October 31st, deployed 88 digital kiosks within the Dallas Area Rapid Transit (“DART”) network; and

 

Announced a quarterly distribution of $0.20 per common unit.

 

Third Quarter 2020 Results

Rental revenue for the quarter ended September 30, 2020 was $14.2 million, an increase of 10% compared to the third quarter of 2019.  Net income attributable to common unitholders per diluted unit in the third quarter of 2020 was $0.10, compared to $0.03 in the third quarter of 2019.  FFO for the third quarter of 2020 was $0.29 per diluted unit, compared to $0.20 in the third quarter of 2019.  FFO included a $0.2 million unrealized gain on interest rate hedges in the third quarter of 2020, and a $2.2 million unrealized loss on interest rate hedges in the third quarter of 2019.  AFFO per diluted unit, which excludes certain items including unrealized gains and losses on our interest rate hedges and foreign currency transaction gains, was $0.31 in the third quarter of 2020 compared to $0.32 in the third quarter of 2019.

 

For the nine months ended September 30, 2020, the Partnership reported rental revenue of $41.9 million compared to $39.8 million during the nine months ended September 30, 2019.  For the nine months ended September 30, 2020, we generated net income of $22.9 million compared to $20.5 million during the nine months ended September 30, 2019.  Net income attributable to common unitholders for the nine months ended September 30, 2020 was $0.53 per diluted unit compared to $0.41 per diluted unit for the nine months ended September 30, 2019.  For the nine months ended September 30, 2020, we generated FFO of $0.49 per diluted unit and AFFO of $0.98 per diluted unit, compared to FFO of $0.40 per diluted unit and AFFO of $0.97 per diluted unit during the nine months ended September 30, 2019.

 

“We delivered strong financial and operating results in the third quarter, with year-to-date AFFO per diluted unit increasing over the same period in 2019 despite the challenges associated with the pandemic and the disposition of our European outdoor advertising portfolio,” said Tim Brazy, Chief Executive Officer of the Partnership’s general partner.  “These strong results highlight the consistent cash flows generated by our portfolio.  During the quarter we redeployed capital resulting from the sale of our European outdoor advertising portfolio and we made further progress on our development projects which we believe will drive additional AFFO growth beginning in the fourth quarter of 2020 and into 2021.”

 

Quarterly Distributions

On October 23, 2020, the Board of Directors of the Partnership’s general partner declared a distribution of $0.20 per common unit, or $0.80 per common unit on an annualized basis, for the quarter ended September 30, 2020.  The distribution is payable on November 13, 2020 to common unitholders of record as of November 3, 2020.

 

On October 22, 2020, the Board of Directors of the Partnership’s general partner declared a quarterly cash distribution of $0.4375 per Series C preferred unit, which is payable on November 16, 2020 to Series C preferred unitholders of record as of November 2, 2020.

 


 

On October 22, 2020, 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 November 16, 2020 to Series B preferred unitholders of record as of November 2, 2020.

 

On September 18, 2020, 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 October 15, 2020 to Series A preferred unitholders of record as of October 1, 2020.

 

Capital and Liquidity

As of September 30, 2020, the Partnership had $193 million of outstanding borrowings under its revolving credit facility (the “Facility”), and approximately $257 million of undrawn borrowing capacity under the Facility, subject to compliance with certain covenants.

 

Recent Acquisitions

Year-to-date through September 30, 2020, the Partnership acquired a total of 14 assets for total consideration of approximately $133 million.  The acquisitions completed during the third quarter were outstanding on average for a period of 16 days.  The acquisitions were immediately accretive to AFFO and funded primarily with borrowings under the Partnership’s existing credit facility.

 

At-The-Market (“ATM”) Equity Programs

Year-to-date through September 30, 2020, the Partnership issued 109,724 common units, 64,734 Series A preferred units and 84,139 Series B preferred units through its At-The-Market (“ATM”) issuance programs for gross proceeds of approximately $5.6 million.

 

Conference Call Information

The Partnership will hold a conference call on Wednesday, November 4, 2020, at 12:00 p.m. Eastern Time (9:00 a.m. Pacific Time) to discuss its third quarter 2020 financial and operating results.  The call can be accessed via a live webcast at https://edge.media-server.com/mmc/p/th9vvakd, 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 1379351.

 

A webcast replay will be available approximately two hours after the completion of the conference call through November 4, 2021 at https://edge.media-server.com/mmc/p/th9vvakd.  The replay is also available through November 13, 2020 by dialing 855-859-2056 or 404-537-3406 and entering the access code 1379351.

 

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

FFO, is a non-GAAP financial measure of operating performance of an equity REIT in order to recognize that income-producing real estate historically has not depreciated on the basis determined under GAAP.  We calculate FFO in accordance with the standards established by the National Association of Real Estate Investment Trust (“NAREIT”).  FFO represents net income (loss) excluding real estate related depreciation and amortization expense, real estate related impairment charges, gains (or losses) on real estate transactions, adjustments for unconsolidated joint venture, and distributions to preferred unitholders and noncontrolling interests.

 

FFO is generally considered by industry analysts to be the most appropriate measure of performance of real estate companies.  FFO does not necessarily represent cash provided by operating activities in accordance with GAAP and should not be considered an alternative to net earnings as an indication of the Partnership's performance or to cash flow as a measure of liquidity or ability to make distributions.  Management considers FFO an appropriate measure of performance of an equity REIT because it primarily excludes the assumption that the value of the real estate assets diminishes predictably over time, and because industry analysts have accepted it as a performance measure.  The Partnership's computation of FFO may differ from the methodology for calculating FFO used by other equity REITs, and therefore, may not be comparable to such other REITs.

 

Adjusted Funds from Operations ("AFFO") is a non-GAAP financial measure of operating performance used by many companies in the REIT industry.  AFFO adjusts FFO for certain non-cash items that reduce or increase net income in


 

accordance with GAAP.  AFFO should not be considered an alternative to net earnings, as an indication of the Partnership's performance or to cash flow as a measure of liquidity or ability to make distributions. Management considers AFFO a useful supplemental measure of the Partnership's performance.  The Partnership's computation of AFFO may differ from the methodology for calculating AFFO used by other equity REITs, and therefore, may not be comparable to such other REITs.  We calculate AFFO by starting with FFO and adjusting for general and administrative expense reimbursement, acquisition-related expenses, unrealized gain (loss) on derivatives, straight line rent adjustments, unit-based compensation, amortization of deferred loan costs and discount on secured notes, deferred income tax expense, amortization of above and below market rents, loss on early extinguishment of debt, repayments of receivables, adjustments for investment in unconsolidated joint venture, adjustments for drop-down assets and foreign currency transaction gain (loss).  The GAAP measures most directly comparable to FFO and AFFO is net income.

 

We define EBITDA as net income before interest expense, 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, foreign currency transaction gain (loss), adjustments for investment in unconsolidated joint venture and the capital contribution to fund our general and administrative expense reimbursement.  We believe that to understand our performance further, EBITDA and Adjusted EBITDA should be compared with our reported net income (loss) and net cash provided by operating activities in accordance with GAAP, as presented in our consolidated financial statements.

 

EBITDA and Adjusted EBITDA 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 and Adjusted EBITDA provides information useful to investors in assessing our financial condition and results of operations.  The GAAP measures most directly comparable to EBITDA and Adjusted EBITDA are net income (loss) and net cash provided by operating activities.  EBITDA and Adjusted EBITDA 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 and Adjusted EBITDA 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 and Adjusted EBITDA in isolation or as a substitute for analysis of our results as reported under GAAP.  As a result, because EBITDA and Adjusted EBITDA may be defined differently by other companies in our industry, EBITDA and Adjusted EBITDA as presented below may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.  For a reconciliation of EBITDA and Adjusted EBITDA to the most comparable financial measures calculated and presented in accordance with GAAP, please see the “Reconciliation of EBITDA and Adjusted EBITDA” 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 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, 2019 and Current Report on Form 8-K filed with the Commission on February 27, 2020.  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 September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020(1)

 

 

2019(1)

 

 

2020(1)

 

 

2019(1)

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

14,228

 

 

$

12,931

 

 

$

41,893

 

 

$

39,833

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property operating

 

 

360

 

 

 

261

 

 

 

1,223

 

 

 

1,117

 

General and administrative

 

 

768

 

 

 

1,249

 

 

 

3,479

 

 

 

4,173

 

Acquisition-related

 

 

 

 

 

72

 

 

 

91

 

 

 

276

 

Depreciation and amortization

 

 

3,808

 

 

 

3,218

 

 

 

11,711

 

 

 

9,833

 

Impairments

 

 

16

 

 

 

442

 

 

 

200

 

 

 

646

 

Total expenses

 

 

4,952

 

 

 

5,242

 

 

 

16,704

 

 

 

16,045

 

Other income and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

46

 

 

 

142

 

 

 

317

 

 

 

588

 

Interest expense

 

 

(4,068

)

 

 

(3,917

)

 

 

(12,759

)

 

 

(13,059

)

Loss on early extinguishment of debt

 

 

 

 

 

 

 

 

(2,231

)

 

 

 

Unrealized gain (loss) on derivatives

 

 

154

 

 

 

(1,299

)

 

 

(6,530

)

 

 

(7,027

)

Equity income from unconsolidated joint venture

 

 

248

 

 

 

154

 

 

 

1,085

 

 

 

263

 

Gain on sale of real property interests

 

 

 

 

 

473

 

 

 

 

 

 

18,008

 

Total other income and expenses

 

 

(3,620

)

 

 

(4,447

)

 

 

(20,118

)

 

 

(1,227

)

Income from continuing operations before income tax expense (benefit)

 

 

5,656

 

 

 

3,242

 

 

 

5,071

 

 

 

22,561

 

Income tax expense (benefit)

 

 

(173

)

 

 

38

 

 

 

(508

)

 

 

3,160

 

Income from continuing operations

 

 

5,829

 

 

 

3,204

 

 

 

5,579

 

 

 

19,401

 

Income (loss) from discontinued operations, net of tax

 

 

(171

)

 

 

782

 

 

 

17,340

 

 

 

1,060

 

Net income

 

 

5,658

 

 

 

3,986

 

 

 

22,919

 

 

 

20,461

 

Less: Net income attributable to noncontrolling interests

 

 

8

 

 

 

7

 

 

 

24

 

 

 

23

 

Net income attributable to limited partners

 

 

5,650

 

 

 

3,979

 

 

 

22,895

 

 

 

20,438

 

Less: Distributions to preferred unitholders

 

 

(3,055

)

 

 

(2,985

)

 

 

(9,152

)

 

 

(8,900

)

Less: General Partner's incentive distribution rights

 

 

 

 

 

(197

)

 

 

 

 

 

(591

)

Less: Accretion of Series C preferred units

 

 

(96

)

 

 

(96

)

 

 

(289

)

 

 

(546

)

Net income attributable to common unitholders

 

$

2,499

 

 

$

701

 

 

$

13,454

 

 

$

10,401

 

Income from continuing operations per common unit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units – basic

 

$

0.10

 

 

$

 

 

$

(0.15

)

 

$

0.37

 

Common units – diluted

 

$

0.10

 

 

$

 

 

$

(0.15

)

 

$

0.37

 

Net income per common unit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units – basic

 

$

0.10

 

 

$

0.03

 

 

$

0.53

 

 

$

0.41

 

Common units – diluted

 

$

0.10

 

 

$

0.03

 

 

$

0.53

 

 

$

0.41

 

Weighted average common units outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units – basic

 

 

25,478

 

 

 

25,341

 

 

 

25,472

 

 

 

25,339

 

Common units – diluted

 

 

25,478

 

 

 

25,341

 

 

 

25,472

 

 

 

25,339

 

Other Data

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total leased tenant sites (end of period)

 

 

1,841

 

 

 

1,914

 

 

 

1,841

 

 

 

1,914

 

Total available tenant sites (end of period)

 

 

1,952

 

 

 

2,011

 

 

 

1,952

 

 

 

2,011

 

 

 

(1)

Prior period amounts have been revised to reflect classification of the European outdoor advertising portfolio as discontinued operations. As a result, operating results of the European outdoor advertising portfolio are presented as income from discontinued operations on the consolidated statements of operations for all periods presented.


 

Landmark Infrastructure Partners LP

Consolidated Balance Sheets

In thousands, except per unit data

(Unaudited)

 

 

 

September 30, 2020

 

 

December 31, 2019(1)

 

Assets

 

 

 

 

 

 

 

 

Land

 

$

114,996

 

 

$

107,558

 

Real property interests

 

 

652,142

 

 

 

509,181

 

Construction in progress

 

 

41,573

 

 

 

49,116

 

Total land and real property interests

 

 

808,711

 

 

 

665,855

 

Accumulated depreciation and amortization of real property interests

 

 

(59,170

)

 

 

(48,995

)

Land and net real property interests

 

 

749,541

 

 

 

616,860

 

Investments in receivables, net

 

 

5,230

 

 

 

5,653

 

Investment in unconsolidated joint venture

 

 

61,585

 

 

 

62,059

 

Cash and cash equivalents

 

 

9,204

 

 

 

5,885

 

Restricted cash

 

 

3,244

 

 

 

5,619

 

Rent receivables

 

 

3,700

 

 

 

3,673

 

Due from Landmark and affiliates

 

 

2,232

 

 

 

1,132

 

Deferred loan costs, net

 

 

3,798

 

 

 

4,557

 

Deferred rent receivable

 

 

1,518

 

 

 

1,548

 

Other intangible assets, net

 

 

20,030

 

 

 

21,936

 

Assets held for sale (AHFS)

 

 

 

 

 

114,400

 

Right of use asset, net

 

 

6,492

 

 

 

6,615

 

Other assets

 

 

5,734

 

 

 

5,668

 

Total assets

 

$

872,308

 

 

$

855,605

 

Liabilities and equity

 

 

 

 

 

 

 

 

Revolving credit facility

 

$

193,200

 

 

$

179,500

 

Secured notes, net

 

 

280,769

 

 

 

217,098

 

Accounts payable and accrued liabilities

 

 

5,066

 

 

 

3,842

 

Other intangible liabilities, net

 

 

6,451

 

 

 

7,583

 

Liabilities associated with AHFS

 

 

 

 

 

64,627

 

Operating lease liability

 

 

6,752

 

 

 

6,766

 

Prepaid rent

 

 

5,996

 

 

 

5,391

 

Derivative liabilities

 

 

3,754

 

 

 

1,474

 

Total liabilities

 

 

501,988

 

 

 

486,281

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Mezzanine equity

 

 

 

 

 

 

 

 

Series C cumulative redeemable convertible preferred units, 1,982,700 and 1,988,700 units

   issued and outstanding at September 30, 2020 and December 31, 2019, respectively

 

 

47,805

 

 

 

47,666

 

Equity

 

 

 

 

 

 

 

 

Series A cumulative redeemable preferred units, 1,786,775 and 1,722,041 units issued

   and outstanding at September 30, 2020 and December 31, 2019, respectively

 

 

41,800

 

 

 

40,210

 

Series B cumulative redeemable preferred units, 2,628,932 and 2,544,793 units

   issued and outstanding at September 30, 2020 and December 31, 2019, respectively

 

 

63,014

 

 

 

60,926

 

Common units, 25,478,042 and 25,353,140 units issued and outstanding at

   September 30, 2020 and December 31, 2019, respectively

 

 

378,263

 

 

 

382,581

 

General Partner

 

 

(159,898

)

 

 

(162,277

)

Accumulated other comprehensive income (loss)

 

 

(865

)

 

 

17

 

Total limited partners' equity

 

 

322,314

 

 

 

321,457

 

Noncontrolling interests

 

 

201

 

 

 

201

 

Total equity

 

 

322,515

 

 

 

321,658

 

Total liabilities, mezzanine equity and equity

 

$

872,308

 

 

$

855,605

 

 

 

(1)

Prior period amounts have been revised to reflect classification of the European outdoor advertising portfolio as discontinued operations. As a result, assets and liabilities of the European outdoor advertising portfolio were reclassified to assets and liabilities held for sale on the consolidated balance sheets.

 


 

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

 

 

701

 

 

 

907

 

 

 

75.9

 

(7)

 

845

 

 

 

26.4

 

 

 

 

 

 

 

 

 

 

$

5,222

 

 

 

37

%

Outdoor Advertising

 

 

522

 

 

 

701

 

 

 

85.7

 

(7)

 

677

 

 

 

16.5

 

 

 

 

 

 

 

 

 

 

 

3,233

 

 

 

23

%

Renewable Power Generation

 

 

15

 

 

 

47

 

 

 

29.7

 

(7)

 

47

 

 

 

30.0

 

 

 

 

 

 

 

 

 

 

 

314

 

 

 

2

%

Digital Infrastructure

 

 

1

 

 

 

1

 

 

 

99.0

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

150

 

 

 

1

%

Subtotal

 

 

1,239

 

 

 

1,656

 

 

 

75.0

 

(7)

 

1,570

 

 

 

22.4

 

 

 

 

 

 

 

 

 

 

$

8,919

 

 

 

63

%

Tenant Lease Assignment only (8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wireless Communication

 

 

117

 

 

 

169

 

 

 

46.7

 

 

 

149

 

 

 

15.4

 

 

 

 

 

 

 

 

 

 

$

1,061

 

 

 

7

%

Outdoor Advertising

 

 

33

 

 

 

36

 

 

 

61.7

 

 

 

34

 

 

 

12.5

 

 

 

 

 

 

 

 

 

 

 

220

 

 

 

1

%

Renewable Power Generation

 

 

6

 

 

 

6

 

 

 

47.1

 

 

 

6

 

 

 

26.3

 

 

 

 

 

 

 

 

 

 

 

57

 

 

 

1

%

Subtotal

 

 

156

 

 

 

211

 

 

 

49.2

 

 

 

189

 

 

 

15.2

 

 

 

 

 

 

 

 

 

 

$

1,338

 

 

 

9

%

Tenant Lease on Fee Simple

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wireless Communication

 

 

18

 

 

 

28

 

 

 

 

(7)

 

25

 

 

 

16.1

 

 

 

 

 

 

 

 

 

 

$

182

 

 

 

1

%

Outdoor Advertising

 

 

28

 

 

 

28

 

 

 

99.0

 

(7)

 

28

 

 

 

6.0

 

 

 

 

 

 

 

 

 

 

 

226

 

 

 

2

%

Renewable Power Generation

 

 

14

 

 

 

17

 

 

 

99.0

 

(7)

 

17

 

 

 

29.1

 

 

 

 

 

 

 

 

 

 

 

1,618

 

 

 

11

%

Digital Infrastructure

 

 

12

 

 

 

12

 

 

 

99.0

 

(7)

 

12

 

 

 

25.3

 

 

 

 

 

 

 

 

 

 

 

1,945

 

 

 

14

%

Subtotal

 

 

72

 

 

 

85

 

 

 

99.0

 

(7)

 

82

 

 

 

16.8

 

 

 

 

 

 

 

 

 

 

$

3,971

 

 

 

28

%

Total

 

 

1,467

 

 

 

1,952

 

 

 

70.2

 

(9)

 

1,841

 

 

 

21.3

 

 

 

 

 

 

 

 

 

 

$

14,228

 

 

 

100

%

Aggregate Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Wireless Communication

 

 

836

 

 

 

1,104

 

 

 

66.7

 

 

 

1,019

 

 

 

24.5

 

 

 

92

%

 

$

2,022

 

 

$

6,465

 

 

 

45

%

Outdoor Advertising

 

 

583

 

 

 

765

 

 

 

76.2

 

 

 

739

 

 

 

15.9

 

 

 

97

%

 

 

1,789

 

 

 

3,679

 

 

 

26

%

Renewable Power Generation

 

 

35

 

 

 

70

 

 

 

35.7

 

 

 

70

 

 

 

29.0

 

 

 

100

%

 

 

9,474

 

 

 

1,989

 

 

 

14

%

Digital Infrastructure

 

 

13

 

 

 

13

 

 

 

99.0

 

 

 

13

 

 

 

23.3

 

 

 

100

%

 

 

73,030

 

 

 

2,095

 

 

 

15

%

Total

 

 

1,467

 

 

 

1,952

 

 

 

70.2

 

(9)

 

1,841

 

 

 

21.3

 

 

 

94

%

 

$

2,602

 

 

$

14,228

 

 

 

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, digital infrastructure, and aggregate portfolios as of September 30, 2020 were 3.2, 7.7, 16.7, 3.3 and 5.2 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 September 30, 2020.  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 62 years.


 

Landmark Infrastructure Partners LP

Reconciliation of Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO)

In thousands, except per unit data

(Unaudited)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income

 

$

5,658

 

 

$

3,986

 

 

$

22,919

 

 

$

20,461

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization expense

 

 

3,808

 

 

 

3,395

 

 

 

12,247

 

 

 

10,368

 

Impairments

 

 

16

 

 

 

442

 

 

 

200

 

 

 

646

 

(Gain) loss on sale of real property interests, net of income taxes

 

 

215

 

 

 

(500

)

 

 

(15,508

)

 

 

(14,982

)

Adjustments for investment in unconsolidated joint venture

 

 

742

 

 

 

792

 

 

 

1,825

 

 

 

2,568

 

Distributions to preferred unitholders

 

 

(3,055

)

 

 

(2,985

)

 

 

(9,152

)

 

 

(8,900

)

Distributions to noncontrolling interests

 

 

(8

)

 

 

(7

)

 

 

(24

)

 

 

(23

)

FFO attributable to common unitholders

 

$

7,376

 

 

$

5,123

 

 

$

12,507

 

 

$

10,138

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative expense reimbursement (1)

 

 

425

 

 

 

930

 

 

 

2,455

 

 

 

3,058

 

Acquisition-related expenses

 

 

 

 

 

119

 

 

 

432

 

 

 

614

 

Unrealized (gain) loss on derivatives

 

 

(154

)

 

 

2,188

 

 

 

8,329

 

 

 

8,963

 

Straight line rent adjustments

 

 

7

 

 

 

145

 

 

 

384

 

 

 

414

 

Unit-based compensation

 

 

 

 

 

 

 

 

120

 

 

 

130

 

Amortization of deferred loan costs and discount on secured notes

 

 

640

 

 

 

780

 

 

 

1,845

 

 

 

2,308

 

Amortization of above- and below-market rents, net