Landmark Infrastructure Partners LP

CIK:0001615346|SEC Filings

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 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	15,508
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 interest	8	8	24	24
Net income attributable to limited partners	2,166	5,650	13,547	22,895
Less: Distributions declared to preferred unitholders	(3,060)	(3,055)	(9,180)	(9,152)
Less: Accretion of Series C preferred units	(96)	(96)	(286)	(289)
Net 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
Cash distributions declared per common unit	$ 0.2000	$ 0.2000	$ 0.6000	$ 0.6000
Preferred Units Series C
Other income and expenses
Less: Accretion of Series C preferred units	$ (96)	$ (96)	$ (286)	$ (289)

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Operating activities
Net income	$ 13,571	$ 22,919
Adjustments to reconcile net income to net cash provided by operating activities:
Unit-based compensation	120	120
Unrealized (gain) loss on derivatives	(1,511)	8,329
Loss on early extinguishment of debt		2,231
Depreciation and amortization expense	14,871	12,247
Amortization of above- and below- market lease, net	(708)	(726)
Amortization of deferred loan costs	1,625	1,569
Amortization of discount on secured notes	282	276
Impairments	35	200
Gain on sale of real property interests	(189)	(15,508)
Adjustment for uncollectible accounts		195
Equity (income) loss from unconsolidated joint venture	761	(1,085)
Return on investment in unconsolidated joint venture	1,663	1,651
Foreign currency transaction gain		(2,721)
Changes in operating assets and liabilities:
Rent receivables	184	863
Accounts payable and accrued liabilities	2,990	2,175
Deferred rent	(614)	391
Prepaid rent	1,835	279
Due from Landmark and affiliates	(407)	(1,464)
Other assets	193	41
Net cash provided by operating activities	34,701	31,982
Investing activities
Acquisition of land	(545)	(7,438)
Acquisition of real property interests and development activities	(16,097)	(137,105)
Proceeds from sale of real property interests	365	120,190
Repayments of receivables	432	393
Net cash used in investing activities	(15,845)	(23,960)
Financing activities
Proceeds from the issuance of Common Units, net		1,509
Proceeds from the issuance of Preferred Units, net		3,678
Proceeds from revolving credit facility	9,000	172,200
Proceeds from the issuance of secured notes		170,000
Principal payments on revolving credit facility		(209,343)
Principal payments on secured notes	(4,555)	(110,972)
Payments on finance leases		(26)
Payments on settlement of derivatives		(7,565)
Deferred loan costs	(328)	(2,029)
Capital contribution to fund general and administrative expense reimbursement	2,275	2,925
Distributions to non-controlling interests	(24)	(24)
Net cash used in financing activities	(18,113)	(8,405)
Effect of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash	(22)	(234)
Net increase (decrease) in cash, cash equivalents and restricted cash	721	(617)
Cash, cash equivalents and restricted cash at beginning of the period	13,642	13,065
Cash, cash equivalents and restricted cash at end of the period	14,363	12,448
Limited Partners \| Preferred Units
Financing activities
Distributions to limited partners	(9,187)	(9,206)
Limited Partners \| Common Units
Financing activities
Distributions to limited partners	$ (15,294)	$ (19,552)

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 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 (Note 16)
Equity
Accumulated other comprehensive income	114	1,291
Total 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
Limited Partners \| Preferred Units Series C
Mezzanine equity
Limited partners	48,188	47,902
Limited Partners \| Preferred Units Series A
Equity
Limited partners	41,850	41,850
Total equity	41,850	41,850
Limited Partners \| Preferred Units Series B
Equity
Limited partners	63,014	63,014
Total equity	63,014	63,014
Limited Partners \| Common Units
Equity
Limited partners	365,108	376,201
Total equity	365,108	376,201
General Partner
Equity
General Partner	(156,573)	(159,070)
Total equity	$ (156,573)	$ (159,070)