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Landmark Infrastructure Partners LP Reports Third Quarter Results

EL SEGUNDO, Calif., Nov. 05, 2021 (GLOBE NEWSWIRE) -- Landmark Infrastructure Partners LP (“Landmark,” the “Partnership,” “we,” “us” or “our”) (Nasdaq: LMRK) today announced its third quarter financial results.

Highlights

  • Rental revenue of $17.4 million, a 22% increase year-over-year;
  • Net loss attributable to common unitholders of $0.04 and Funds From Operations (FFO) of $0.19 per diluted unit;
  • Adjusted Funds From Operations (AFFO) of $0.37 per diluted unit, a 19% increase year-over-year;
  • On August 21st, the Partnership entered into a definitive agreement under which it will be acquired by its sponsor, Landmark Dividend LLC, with public unitholders receiving $16.50 in cash for each common unit owned;
  • On October 13th, the Partnership issued $172.5 million of secured notes at a rate of 3.722%;
  • As of September 30th, 269 digital kiosks deployed within the Dallas Area Rapid Transit (“DART”) network; and
  • A quarterly distribution of $0.20 per common unit.

Third Quarter 2021 Results
Rental revenue for the quarter ended September 30, 2021 was $17.4 million, an increase of 22% compared to the third quarter of 2020. Net loss attributable to common unitholders per diluted unit in the third quarter of 2021 was $0.04, compared to net income attributable to common unitholders per diluted unit of $0.10 in the third quarter of 2020. FFO for the third quarter of 2021 was $0.19 per diluted unit, compared to $0.29 in the third quarter of 2020. The decline in FFO in the third quarter of 2021 compared to the third quarter of 2020 was primarily driven by costs associated with the LMRK take-private transaction, which are included in transaction-related expenses. AFFO per diluted unit, which excludes certain items including unrealized gains and losses on our interest rate hedges, foreign currency transaction gains and losses and transaction-related expenses, was $0.37 in the third quarter of 2021 compared to $0.31 in the third quarter of 2020.

For the nine months ended September 30, 2021, the Partnership reported rental revenue of $52.3 million compared to $41.9 million during the nine months ended September 30, 2020. For the nine months ended September 30, 2021, we generated net income of $13.6 million compared to $22.9 million during the nine months ended September 30, 2020. Net income attributable to common unitholders for the nine months ended September 30, 2021 was $0.16 per diluted unit compared to $0.53 per diluted unit for the nine months ended September 30, 2020. For the nine months ended September 30, 2021, we generated FFO of $0.90 per diluted unit and AFFO of $1.11 per diluted unit, compared to FFO of $0.49 per diluted unit and AFFO of $0.98 per diluted unit during the nine months ended September 30, 2020.

“Our operating and financial results were solid again in the third quarter,” said Tim Brazy, Chief Executive Officer of the Partnership’s general partner. “Strong year-over-year growth in AFFO was driven by organic growth within our portfolio and the opportunistic acquisitions we completed in the second half of 2020.”

Quarterly Distributions
On October 22, 2021, 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, 2021. The distribution is payable on November 12, 2021 to common unitholders of record as of November 2, 2021.

On October 21, 2021, 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 15, 2021 to Series C preferred unitholders of record as of November 1, 2021.

On October 21, 2021, 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 15, 2021 to Series B preferred unitholders of record as of November 1, 2021.

On September 20, 2021, 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, 2021 to Series A preferred unitholders of record as of October 1, 2021.

Capital and Liquidity
As of September 30, 2021, the Partnership had $223.2 million of outstanding borrowings under its revolving credit facility (the “Facility”), and approximately $226.8 million of undrawn borrowing capacity under the Facility, subject to compliance with certain covenants.

Recent Acquisitions
Year-to-date through September 30, 2021, the Partnership acquired a total of ten assets for total consideration of approximately $2.2 million.

General and Administrative Reimbursement Agreement Expiration
Under the second amendment to our Omnibus Agreement, dated as of January 30, 2019, among other things, the Partnership is required to reimburse our general partner and its affiliates for expenses related to certain general and administrative services that our sponsor provides to us in support of our business, subject to a quarterly cap of 3% of the Partnership’s consolidated revenue during the current calendar quarter. The cap on expense reimbursement will last until the earlier of: (i) the date on which the Partnership’s consolidated revenue for the immediately preceding four consecutive fiscal quarters (in the aggregate) exceeds $120,000,000 and (ii) November 19, 2021. Our sponsor has informed us that it intends to let the cap expire on November 19, 2021 and will seek reimbursement for costs and expenses it incurs for services provided to the Partnership.

Conference Call Information
The Partnership will hold a conference call on Friday, November 5, 2021, at 12:00 p.m. Eastern Time (9:00 a.m. Pacific Time) to discuss its third quarter 2021 financial and operating results. The conference call will be limited to management’s prepared remarks, with no question-and-answer session following the remarks, and can be accessed via a live webcast at https://edge.media-server.com/mmc/p/onuxi68q, 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 1849998.

A webcast replay will be available approximately two hours after the completion of the conference call through November 5, 2022 at https://edge.media-server.com/mmc/p/onuxi68q. The replay is also available through November 14, 2021 by dialing 855-859-2056 or 404-537-3406 and entering the access code 1849998.

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, digital infrastructure, 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, transaction-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, transaction-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. 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, 2020 and Current Report on Form 8-K filed with the Commission on February 24, 2021. 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,  
    2021     2020     2021     2020  
Revenue                                
Rental revenue   $ 17,405     $ 14,228     $ 52,259     $ 41,893  
Expenses                                
Property operating     1,188       360       2,966       1,223  
General and administrative     1,483       768       3,915       3,479  
Transaction-related     3,295             3,421       91  
Depreciation and amortization     5,079       3,808       14,871       11,711  
Impairments     8       16       35       200  
Total expenses     11,053       4,952       25,208       16,704  
Other income and expenses                                
Interest and other income     102       46       331       317  
Interest expense     (4,962 )     (4,068 )     (14,830 )     (12,759 )
Loss on early extinguishment of debt                       (2,231 )
Unrealized gain (loss) on derivatives     194       154       1,511       (6,530 )
Equity income (loss) from unconsolidated joint venture     329       248       (761 )     1,085  
Gain on sale of real property interests     79             189        
Total other income and expenses     (4,258 )     (3,620 )     (13,560 )     (20,118 )
Income from continuing operations before income tax benefit     2,094       5,656       13,491       5,071  
Income tax benefit     (80 )     (173 )     (80 )     (508 )
Income from continuing operations     2,174       5,829       13,571       5,579  
Income (loss) from discontinued operations, net of tax           (171 )           17,340  
Net income     2,174       5,658       13,571       22,919  
Less: Net income attributable to noncontrolling interests     8       8       24       24  
Net income attributable to limited partners     2,166       5,650       13,547       22,895  
Less: Distributions to preferred unitholders     (3,060 )     (3,055 )     (9,180 )     (9,152 )
Less: Accretion of Series C preferred units     (96 )     (96 )     (286 )     (289 )
Net (loss) income attributable to common unitholders   $ (990 )   $ 2,499     $ 4,081     $ 13,454  
Income (loss) from continuing operations per common unit                                
Common units – basic   $ (0.04 )   $ 0.10     $ 0.16     $ (0.15 )
Common units – diluted   $ (0.04 )   $ 0.10     $ 0.16     $ (0.15 )
Net income (loss) per common unit                                
Common units – basic   $ (0.04 )   $ 0.10     $ 0.16     $ 0.53  
Common units – diluted   $ (0.04 )   $ 0.10     $ 0.16     $ 0.53  
Weighted average common units outstanding                                
Common units – basic     25,489       25,478       25,489       25,472  
Common units – diluted     25,489       25,478       25,489       25,472  
Other Data                                
Total leased tenant sites (end of period)     2,028       1,841       2,028       1,841  
Total available tenant sites (end of period)     2,136       1,952       2,136       1,952  
                                 

Landmark Infrastructure Partners LP
Consolidated Balance Sheets
In thousands, except per unit data
(Unaudited)

    September 30, 2021     December 31, 2020  
Assets                
Land   $ 117,556     $ 117,421  
Real property interests     689,295       671,468  
Construction in progress     40,043       44,787  
Total land and real property interests     846,894       833,676  
Accumulated depreciation and amortization of real property interests     (76,744 )     (63,474 )
Land and net real property interests     770,150       770,202  
Investments in receivables, net     4,669       5,101  
Investment in unconsolidated joint venture     58,456       60,880  
Cash and cash equivalents     11,003       10,447  
Restricted cash     3,360       3,195  
Rent receivables     3,799       4,016  
Due from Landmark and affiliates     1,843       1,337  
Deferred loan costs, net     2,711       3,567  
Deferred rent receivable     2,691       1,818  
Derivative assets     345        
Other intangible assets, net     17,718       19,417  
Right-of-use asset, net     10,232       10,716  
Other assets     4,176       4,082  
Total assets   $ 891,153     $ 894,778  
Liabilities and equity                
Revolving credit facility   $ 223,200     $ 214,200  
Secured notes, net     275,845       279,677  
Accounts payable and accrued liabilities     7,984       6,732  
Other intangible liabilities, net     5,054       6,081  
Operating lease liability     8,563       8,818  
Finance lease liability     70        
Prepaid rent     6,266       4,446  
Derivative liabilities     2,269       3,435  
Total liabilities     529,251       523,389  
Commitments and contingencies                
Mezzanine equity                
Series C cumulative redeemable convertible preferred units, 1,982,700
units issued and outstanding at September 30, 2021 and December 31, 2020, respectively
    48,188       47,902  
Equity                
Series A cumulative redeemable preferred units, 1,788,843 units
issued and outstanding at September 30, 2021 and December 31, 2020, respectively
    41,850       41,850  
Series B cumulative redeemable preferred units 2,628,932 units
issued and outstanding at September 30, 2021 and December 31, 2020, respectively
    63,014       63,014  
Common units, 25,488,992 and 25,478,042 units issued and outstanding at
September 30, 2021 and December 31, 2020, respectively
    365,108       376,201  
General Partner     (156,573 )     (159,070 )
Accumulated other comprehensive income     114       1,291  
Total limited partners' equity     313,513       323,286  
Noncontrolling interests     201       201  
Total equity     313,714       323,487  
Total liabilities, mezzanine equity and equity   $ 891,153     $ 894,778  
                 

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     693       896       75.4   (7)   843       34.1                     $ 5,353       31 %
Digital Infrastructure     1       1       99.0   (7)   1       7.9                       450       3 %
Outdoor Advertising     567       887       79.9   (7)   860       15.0                       3,348       19 %
Renewable Power Generation     15       47       28.4   (7)   47       33.1                       372       2 %
Subtotal     1,276       1,831       72.6   (7)   1,751       26.0                     $ 9,523       55 %
Tenant Lease Assignment only (8)                                                                        
Wireless Communication     116       176       44.6       152       15.8                     $ 1,055       6 %
Outdoor Advertising     33       36       60.6       34       11.8                       229       1 %
Renewable Power Generation     6       6       45.8       6       23.7                       58       %
Subtotal     155       218       47.3       192       15.3                     $ 1,342       7 %
Tenant Lease on Fee Simple                                                                        
Wireless Communication     18       29       99.0   (7)   27       25.8                     $ 222       1 %
Digital Infrastructure     13       13       99.0   (7)   13       23.6                       4,454       25 %
Outdoor Advertising     26       28       99.0   (7)   28       5.9                       243       2 %
Renewable Power Generation     14       17       99.0   (7)   17       27.7                       1,621       10 %
Subtotal     71       87       99.0   (7)   85       19.6                     $ 6,540       38 %
Total     1,502       2,136       68.1   (9)   2,028       24.5                     $ 17,405       100 %
Aggregate Portfolio                                                                        
Wireless Communication     827       1,101       66.1       1,022       31.1       93 %   $ 2,080     $ 6,630       38 %
Digital Infrastructure     14       14       99.0       14       22.5       100 %     116,439       4,904       28 %
Outdoor Advertising     626       951       71.4       922       14.5       97 %     1,954       3,820       22 %
Renewable Power Generation     35       70       34.5       70       29.4       100 %     9,767       2,051       12 %
Total     1,502       2,136       68.1   (9)   2,028       24.5       95 %   $ 3,250     $ 17,405       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, digital infrastructure, outdoor advertising, renewable power generation and total portfolio as of September 30, 2021 were 2.2, 8.6, 6.5, 16.1 and 4.2 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, 2021. 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 58 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,  
    2021     2020 (1)     2021     2020 (1)  
Net income   $ 2,174     $ 5,658     $ 13,571     $ 22,919  
Adjustments:                                
Depreciation and amortization expense     5,079       3,808       14,871       12,247  
Impairments     8       16       35       200  
(Gain) loss on sale of real property interests, net of income taxes     (79 )     215       (189 )     (15,508 )
Adjustments for investment in unconsolidated joint venture     705       742       3,730       1,825  
Distributions to preferred unitholders     (3,060 )     (3,055 )     (9,180 )     (9,152 )
Distributions to noncontrolling interests     (8 )     (8 )     (24 )     (24 )
FFO attributable to common unitholders   $ 4,819     $ 7,376     $ 22,814     $ 12,507  
Adjustments:                                
General and administrative expense reimbursement (2)     1,050       425       2,497       2,455  
Transaction-related expenses     3,295             3,421       432  
Unrealized (gain) loss on derivatives     (194 )     (154 )     (1,511 )     8,329  
Straight line rent adjustments     (192 )     7       (614 )     384  
Unit-based compensation                 120       120  
Amortization of deferred loan costs and discount on secured notes     659       640       1,907       1,845  
Amortization of above- and below-market rents, net     (238 )     (245 )     (708 )     (726 )
Deferred income tax benefit     (31 )     (152 )     (122 )     (460 )
Loss on early extinguishment of debt                       2,231  
Repayments of receivables     181       152       432       395  
Adjustments for investment in unconsolidated joint venture     47       26       127       103  
Foreign currency transaction gain           (86 )           (2,721 )
AFFO attributable to common unitholders   $ 9,396     $ 7,989     $ 28,363     $ 24,894  
                                 
FFO per common unit - diluted   $ 0.19     $ 0.29     $ 0.90     $ 0.49  
AFFO per common unit - diluted   $ 0.37     $ 0.31     $ 1.11     $ 0.98  
Weighted average common units outstanding - diluted     25,489       25,478       25,489       25,472  

____________________

(1) Amounts include the effects that are reported in discontinued operations.
(2) Under the omnibus agreement with Landmark, we agreed to reimburse Landmark for expenses related to certain general and administrative services that Landmark will provide to us in support of our business, subject to a quarterly cap equal to 3% of our revenue during the current calendar quarter. This cap on expenses will last until the earlier to occur of: (i) the date on which our revenue for the immediately preceding four consecutive fiscal quarters exceeds $120 million and (ii) November 19, 2021. The full amount of general and administrative expenses incurred will be reflected in our income statements, and to the extent such general and administrative expenses exceed the cap amount, the amount of such excess will be reimbursed by Landmark and reflected in our financial statements as a capital contribution from Landmark rather than as a reduction of our general and administrative expenses, except for expenses that would otherwise be allocated to us, which are not included in our general and administrative expenses.
   

Landmark Infrastructure Partners LP
Reconciliation of EBITDA and Adjusted EBITDA
In thousands
(Unaudited)

    Three Months Ended September 30,     Nine Months Ended September 30,  
    2021     2020 (1)     2021     2020 (1)  
Reconciliation of EBITDA and Adjusted EBITDA to Net Income                                
Net income   $ 2,174     $ 5,658     $ 13,571     $ 22,919  
Interest expense     4,962       4,068       14,830       13,400  
Depreciation and amortization expense     5,079       3,808       14,871       12,247  
Income tax expense     (80 )     (131 )     (80 )     (28 )
EBITDA   $ 12,135     $ 13,403     $ 43,192     $ 48,538  
Impairments     8       16       35       200  
Transaction-related     3,295             3,421       432  
Unrealized (gain) loss on derivatives     (194 )     (154 )     (1,511 )     8,329  
Loss on early extinguishment of debt                       2,231  
(Gain) loss on sale of real property interests     (79 )     215       (189 )     (15,508 )
Unit-based compensation                 120       120  
Straight line rent adjustments     (192 )     7       (614 )     384  
Amortization of above- and below-market rents, net     (238 )     (245 )     (708 )     (726 )
Repayments of investments in receivables     181       152       432       395  
Adjustments for investment in unconsolidated joint venture     1,397       1,430       5,801       3,920  
Foreign currency transaction gain           (86 )           (2,721 )
Deemed capital contribution to fund general and administrative expense reimbursement(2)     1,050       425       2,497       2,455  
Adjusted EBITDA   $ 17,363     $ 15,163     $ 52,476     $ 48,049  
Reconciliation of EBITDA and Adjusted EBITDA to Net Cash Provided by
Operating Activities
                               
Net cash provided by operating activities   $ 11,365     $ 11,886     $ 34,701     $ 31,982  
Unit-based compensation                 (120 )     (120 )
Unrealized gain (loss) on derivatives     194       154       1,511       (8,329 )
Loss on early extinguishment of debt                       (2,231 )
Depreciation and amortization expense     (5,079 )     (3,808 )     (14,871 )     (12,247 )
Amortization of above- and below-market rents, net     238       245       708       726  
Amortization of deferred loan costs and discount on secured notes     (659 )     (640 )     (1,907 )     (1,845 )
Impairments     (8 )     (16 )     (35 )     (200 )
Gain (loss) on sale of real property interests     79       (215 )     189       15,508  
Adjustment for uncollectible accounts           (45 )           (195 )
Equity income (loss) from unconsolidated joint venture     329       248       (761 )     1,085  
Distributions of earnings from unconsolidated joint venture     (1,184 )     (726 )     (1,663 )     (1,651 )
Foreign currency transaction gain           86             2,721  
Working capital changes     (3,101 )     (1,511 )     (4,181 )     (2,285 )
Net income   $ 2,174     $ 5,658     $ 13,571     $ 22,919  
Interest expense     4,962       4,068       14,830       13,400  
Depreciation and amortization expense     5,079       3,808       14,871       12,247  
Income tax benefit     (80 )     (131 )     (80 )     (28 )
EBITDA   $ 12,135     $ 13,403     $ 43,192     $ 48,538  
Less:                                
Gain on sale of real property interests     (79 )           (189 )     (15,508 )
Unrealized gain on derivatives     (194 )     (154 )     (1,511 )      
Straight line rent adjustment     (192 )           (614 )      
Amortization of above- and below-market rents, net     (238 )     (245 )     (708 )     (726 )
Foreign currency transaction gain           (86 )           (2,721 )
Add:                                
Impairments     8       16       35       200  
Transaction-related     3,295             3,421       432  
Unrealized loss on derivatives                       8,329  
Loss on early extinguishment of debt           215             2,231  
Unit-based compensation                 120       120  
Straight line rent adjustment           7             384  
Repayments of investments in receivables     181       152       432       395  
Adjustments for investment in unconsolidated joint venture     1,397       1,430       5,801       3,920  
Deemed capital contribution to fund general and administrative expense reimbursement (2)     1,050       425       2,497       2,455  
Adjusted EBITDA   $ 17,363     $ 15,163     $ 52,476     $ 48,049  

____________________

(1) Amounts include the effects that are reported in discontinued operations.
(2) Under the omnibus agreement with Landmark, we agreed to reimburse Landmark for expenses related to certain general and administrative services that Landmark will provide to us in support of our business, subject to a quarterly cap equal to 3% of our revenue during the current calendar quarter. This cap on expenses will last until the earlier to occur of: (i) the date on which our revenue for the immediately preceding four consecutive fiscal quarters exceeded $120 million and (ii) November 19, 2021. The full amount of general and administrative expenses incurred will be reflected in our income statements, and to the extent such general and administrative expenses exceed the cap amount, the amount of such excess will be reimbursed by Landmark and reflected in our financial statements as a capital contribution from Landmark rather than as a reduction of our general and administrative expenses, except for expenses that would otherwise be allocated to us, which are not included in our general and administrative expenses.

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Source: Landmark Infrastructure Partners LP

Landmark Infrastructure Partners is a growth-oriented master limited partnership formed by Landmark Dividend LLC to acquire, own and manage a portfolio of real property interests that we lease to companies in the wireless communication, outdoor advertising and renewable power generation industries.

400 N. Continental Blvd., Suite 500
El Segundo, CA 90245, USA
310.598.3173
info@landmarkmlp.com

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