Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 27, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Landmark Infrastructure Partners LP | |
Entity Central Index Key | 1,615,346 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | LMRK | |
Limited Partners Units | 25,005,542 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Assets | ||
Land | $ 122,141 | $ 114,385 |
Real property interests | 649,673 | 596,422 |
Construction in progress | 18,230 | 7,574 |
Total land and real property interests | 790,044 | 718,381 |
Accumulated amortization real property interests | (41,310) | (37,817) |
Land and net real property interests | 748,734 | 680,564 |
Investments in receivables, net | 20,608 | 20,782 |
Cash and cash equivalents | 10,501 | 9,188 |
Restricted cash | 3,621 | 18,672 |
Rent receivables, net | 4,045 | 4,141 |
Due from Landmark and affiliates | 629 | |
Deferred loan costs, net | 3,149 | 3,589 |
Deferred rent receivable | 4,264 | 4,252 |
Derivative assets | 6,307 | 3,159 |
Other intangible assets, net | 22,709 | 17,984 |
Other assets | 5,608 | 5,039 |
Total assets | 829,546 | 767,999 |
Liabilities and equity | ||
Revolving credit facility | 344,000 | 304,000 |
Secured notes, net | 186,522 | 187,249 |
Accounts payable and accrued liabilities | 15,509 | 4,978 |
Due to Landmark and affiliates | 282 | |
Other intangible liabilities, net | 13,741 | 12,833 |
Prepaid rent | 6,309 | 4,581 |
Total liabilities | 566,363 | 513,641 |
Commitments and contingencies (Note 14) | ||
Equity | ||
Accumulated other comprehensive income | 2,006 | 968 |
Total partners' equity | 262,982 | 254,157 |
Noncontrolling interests | 201 | 201 |
Total equity | 263,183 | 254,358 |
Total liabilities and equity | 829,546 | 767,999 |
Limited Partners | Preferred Units Series A | ||
Equity | ||
Limited partners | 37,207 | 36,604 |
Total equity | 37,207 | 36,604 |
Limited Partners | Preferred Units Series B | ||
Equity | ||
Limited partners | 58,936 | 58,936 |
Total equity | 58,936 | 58,936 |
Limited Partners | Common Units | ||
Equity | ||
Limited partners | 334,651 | 288,527 |
Total equity | 334,651 | 288,527 |
Limited Partners | Subordinated Units | ||
Equity | ||
Limited partners | 19,641 | |
Total equity | 19,641 | |
General Partner | ||
Equity | ||
General Partner | (169,818) | (150,519) |
Total equity | $ (169,818) | $ (150,519) |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - Limited Partners - shares | Mar. 31, 2018 | Dec. 31, 2017 |
Preferred units | ||
Preferred units issued (in shares) | 2,463,015 | 2,463,015 |
Preferred units outstanding (in shares) | 2,463,015 | 2,463,015 |
Preferred Units Series A | ||
Preferred units | ||
Preferred units issued (in shares) | 1,593,149 | 1,568,402 |
Preferred units outstanding (in shares) | 1,593,149 | 1,568,402 |
Common Units | ||
Common and subordinated units | ||
Units issued (in shares) | 25,005,542 | 20,146,458 |
Units outstanding (in shares) | 25,005,542 | 20,146,458 |
Subordinated Units | ||
Common and subordinated units | ||
Units issued (in shares) | 0 | 3,135,109 |
Units outstanding (in shares) | 0 | 3,135,109 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue | ||
Rental revenue | $ 15,695 | $ 11,841 |
Expenses | ||
Property operating | 286 | 87 |
General and administrative | 1,699 | 1,408 |
Acquisition-related | 185 | 467 |
Amortization | 4,022 | 3,129 |
Impairments | 156 | |
Total expenses | 6,192 | 5,247 |
Other income and expenses | ||
Interest and other income | 438 | 359 |
Interest expense | (6,272) | (3,920) |
Unrealized gain on derivatives | 3,148 | 494 |
Total other income and expenses | (2,686) | (3,067) |
Income before income tax expense | 6,817 | 3,527 |
Income tax expense | 76 | |
Net income | 6,741 | 3,527 |
Less: Net income attributable to noncontrolling interest | 4 | 3 |
Net income attributable to limited partners | 6,737 | 3,524 |
Less: Distributions declared to preferred unitholders | (1,944) | (1,344) |
Less: General partner's incentive distribution rights | (195) | (88) |
Net income attributable to common and subordinated unitholders | $ 4,598 | $ 2,092 |
Net income (loss) per common and subordinated unit | ||
Common units – basic | $ 0.21 | $ 0.09 |
Common units – diluted | 0.19 | 0.09 |
Subordinated units – basic and diluted | $ (0.19) | $ 0.09 |
Weighted average common and subordinated units outstanding | ||
Common units – basic | 22,996 | 19,457 |
Common units – diluted | 24,564 | 19,457 |
Subordinated units – basic and diluted | 1,568 | 3,135 |
Cash distributions declared per common and subordinated unit | $ 0.3675 | $ 0.3525 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net income | $ 6,741 | $ 3,527 |
Other comprehensive income: | ||
Foreign currency translation adjustment | 1,038 | 208 |
Other comprehensive income | 1,038 | 208 |
Comprehensive income | 7,779 | 3,735 |
Less: Comprehensive income attributable to noncontrolling interest | 4 | 3 |
Comprehensive income attributable to limited partners | $ 7,775 | $ 3,732 |
CONSOLIDATED STATEMENTS OF PART
CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL - USD ($) $ in Thousands | Total | Limited PartnersCommon Units | Limited PartnersSubordinated Units | Limited PartnersPreferred Units Series A | Limited PartnersPreferred Units Series B | General Partner | Accumulated Other Comprehensive Income | Noncontrolling Interest |
Balance at Dec. 31, 2016 | $ 244,330 | $ 294,296 | $ 22,524 | $ 19,393 | $ 44,256 | $ (135,630) | $ (509) | |
Balance (in units) at Dec. 31, 2016 | 19,450,555 | 3,135,109 | 863,957 | 1,840,000 | ||||
Increase (decrease) in partners' capital | ||||||||
Foreign currency translation adjustment | 208 | 208 | ||||||
Issuance of Units, net (in units) | 8,000 | |||||||
Issuance of Common Units, net | 128 | $ 128 | ||||||
Issuance of non-controlling interests, net | 103 | $ 103 | ||||||
Distributions | (9,331) | (6,810) | $ (1,097) | $ (422) | $ (922) | (77) | (3) | |
Capital contribution to fund general and administrative expense reimbursement | 955 | 955 | ||||||
Unit-based compensation | 105 | $ 105 | ||||||
Unit-based compensation (in units) | 6,798 | |||||||
Net income (loss) | 3,527 | $ 1,812 | 280 | 422 | 922 | 88 | 3 | |
Balance at Mar. 31, 2017 | 240,025 | $ 289,531 | $ 21,707 | $ 19,393 | $ 44,256 | (134,664) | (301) | 103 |
Balance (in units) at Mar. 31, 2017 | 19,465,899 | 3,135,109 | 863,957 | 1,840,000 | ||||
Balance at Dec. 31, 2017 | 254,358 | $ 288,527 | $ 19,641 | $ 36,604 | $ 58,936 | (150,519) | 968 | 201 |
Balance (in units) at Dec. 31, 2017 | 20,146,458 | 3,135,109 | 1,568,402 | 2,463,015 | ||||
Increase (decrease) in partners' capital | ||||||||
Net investment of Drop-down Assets | (20,394) | (20,394) | ||||||
Foreign currency translation adjustment | 1,038 | 1,038 | ||||||
Issuance of Preferred Units, net | 603 | $ 603 | ||||||
Issuance of Units, net (in units) | 1,721,000 | 25,000 | ||||||
Issuance of Common Units, net | 30,926 | $ 30,926 | ||||||
Conversion of subordinated units | $ 18,186 | $ (18,186) | ||||||
Conversion of subordinated units (in units) | 3,135,109 | (3,135,109) | ||||||
Distributions | (11,361) | $ (7,959) | $ (1,152) | $ (768) | $ (1,176) | (302) | (4) | |
Capital contribution to fund general and administrative expense reimbursement | 1,202 | 1,202 | ||||||
Unit-based compensation | 70 | $ 70 | ||||||
Unit-based compensation (in units) | 3,826 | |||||||
Net income (loss) | 6,741 | $ 4,901 | $ (303) | 768 | 1,176 | 195 | 4 | |
Balance at Mar. 31, 2018 | $ 263,183 | $ 334,651 | $ 37,207 | $ 58,936 | $ (169,818) | $ 2,006 | $ 201 | |
Balance (in units) at Mar. 31, 2018 | 25,005,542 | 1,593,149 | 2,463,015 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | |
Operating activities | |||||
Net income | $ 6,741 | $ 3,527 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Unit-based compensation | 70 | 105 | |||
Unrealized gain on derivatives | (3,148) | (494) | |||
Amortization expense | 4,022 | 3,129 | |||
Amortization of above- and below- market lease | (328) | (283) | |||
Amortization of deferred loan costs | 798 | 437 | |||
Amortization of discount on secured notes | 93 | 1 | |||
Receivables interest accretion | (9) | $ (7) | |||
Impairments | 156 | ||||
Allowance for doubtful accounts | (10) | 15 | |||
Changes in operating assets and liabilities: | |||||
Rent receivables, net | 107 | 46 | |||
Accounts payable and accrued liabilities | 743 | (1,443) | |||
Deferred rent receivables | 81 | (244) | |||
Prepaid rent | 1,728 | 1,306 | |||
Due from Landmark and affiliates | 1,126 | 384 | |||
Other assets | (343) | 146 | |||
Net cash provided by operating activities | 11,680 | 6,779 | |||
Investing activities | |||||
Acquisition of land | (6,931) | ||||
Acquisition of real property interests and construction activities | (27,309) | (12,437) | |||
Repayments of receivables | 299 | 245 | 1,180 | ||
Net cash used in investing activities | (33,941) | (12,192) | |||
Financing activities | |||||
Proceeds from the issuance of Common Units, net | 437 | ||||
Proceeds from the issuance of Preferred Units, net | 603 | ||||
Proceeds from the issuance of non-controlling interests, net | 103 | ||||
Proceeds from revolving credit facility | 40,000 | 20,000 | |||
Principal payments on revolving credit facility | (291) | ||||
Principal payments on Secured Notes | (969) | ||||
Deferred loan costs | (253) | ||||
Capital contribution to fund general and administrative expense reimbursement | 491 | 544 | |||
Distributions to non-controlling interests | (4) | (3) | |||
Consideration paid to General Partner associated with Drop-down Acquisitions | (20,394) | ||||
Net cash provided by financing activities | 8,502 | 11,031 | |||
Effect of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash | 21 | 127 | |||
Net increase in cash, cash equivalents and restricted cash | (13,738) | 5,745 | |||
Cash, cash equivalents and restricted cash at beginning of the period | 27,860 | $ 11,307 | 5,562 | 5,562 | |
Cash, cash equivalents and restricted cash at end of the period | 14,122 | $ 27,860 | 11,307 | $ 27,860 | |
Common and Subordinated Units | |||||
Financing activities | |||||
Distributions to limited partners | (9,384) | $ (9,304) | $ (8,222) | (8,133) | |
Limited Partners | Preferred Units | |||||
Financing activities | |||||
Distributions to limited partners | (1,996) | (1,337) | |||
Limited Partners | Common and Subordinated Units | |||||
Financing activities | |||||
Distributions to limited partners | $ (9,413) | $ (7,985) |
Business
Business | 3 Months Ended |
Mar. 31, 2018 | |
Limited Liability Company Or Limited Partnership Business Organization And Operations [Abstract] | |
Business | 1. Business Landmark Infrastructure Partners LP (the “Partnership”) was formed on July 28, 2014 by Landmark Dividend LLC (“Landmark” or “Sponsor”) to own and manage a portfolio of real property interest and infrastructure assets that are leased to companies in the wireless communication, outdoor advertising and renewable power generation industries. In addition, the Partnership owns certain interests in receivables associated with similar assets. The Partnership is a master limited partnership organized in the State of Delaware and has been publicly traded since its initial public offering on November 19, 2014 (the “IPO”). On July 31, 2017, the Partnership completed changes to its organizational structure by transferring substantially all of its assets to a wholly owned subsidiary, Landmark Infrastructure Inc., a Delaware corporation (“REIT Subsidiary”), which is intended to qualify as a real estate investment trust (“REIT”), under the Internal Revenue Code of 1986, as amended. References in this report to “Landmark Infrastructure Partners LP,” the “partnership,” “we,” “our,” “us,” or like terms refer to Landmark Infrastructure Partners LP. Our operations are managed by the board of directors and executive officers of Landmark Infrastructure Partners GP LLC, our general partner (the “General Partner”). As of March 31, 2018, the Sponsor and affiliates own (a) our general partner; (b) 3,193,743 common units representing limited partnership interest in the Partnership (“Common Units”); and (c) all of our incentive distribution rights (“IDRs”). |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidated Financial Statements In accordance with the adoption of ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business The unaudited interim consolidated financial statements have been prepared in conformity with GAAP as established by the Financial Accounting Standards Board (the “FASB”) in the Accounting Standards Codification (“ASC”) including modifications issued under the Accounting Standards Updates (“ASUs”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The accompanying unaudited financial statements include, in our opinion, all adjustments, consisting of normal recurring adjustments, necessary to present fairly the unaudited financial information set forth therein. Financial information for the three months ended March 31, 2018 and 2017 included in these Notes to the Consolidated Financial Statements is derived from our unaudited financial statements. Certain notes and other information have been condensed or omitted from the interim financial statements included in this report. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. All references to tenant sites are unaudited. Use of Estimates The preparation of the consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Income Taxes The Partnership is generally not subject to federal, state or local income taxes, except for our subsidiary Landmark Infrastructure Asset OpCo LLC (“Asset OpCo”). Asset OpCo conducts certain activities that may not generate qualifying income and will be treated as a corporation for U.S. federal income tax purposes. Each limited partner is responsible for the tax liability, if any, related to its proportionate share of the Partnerships’ taxable income or loss. Certain foreign wholly owned subsidiaries of the Partnership conduct certain activities in international locations that generate taxable income and will be treated as taxable entities. Additionally, our consolidated REIT subsidiary, Landmark Infrastructure Inc., a Delaware corporation, files as a corporation for U.S. federal income tax purposes. The REIT Subsidiary has elected to be treated as a REIT and we believe that it has operated in a manner that has allowed the REIT Subsidiary to qualify as a REIT for federal income tax purposes, and the REIT Subsidiary intends to continue operating in such manner. If the REIT Subsidiary fails to qualify as a REIT in any taxable year, and is unable to avail itself of certain savings provisions, all of its taxable income would be subject to federal income tax at regular corporate rates. The Partnership follows the requirements of ASC Topic 740, Income Taxes On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was signed into law, which makes significant changes to U.S. federal income tax laws applicable to businesses and their owners, including REITs and corporations. The Partnership continues to assess the impact of the TCJA, including qualification as a real estate business. Our tax expense is provisional and reflected in the consolidated financial statements as of March 31, 2018. The issuance of future administrative guidance may further clarify the interpretation of the new law and require adjustments to the provisional amount we recorded. Any adjustment required to this provisional amount is not expected to be material. Recently Issued Accounting Standards Changes to GAAP are established by the FASB in the form of ASUs to the FASB’s Accounting Standard Codification. The Partnership considers the applicability and impact of all ASUs. Newly issued ASUs not listed below are not expected to have a material impact on its combined financial position and results of operations because either the ASU is not applicable, or the impact is expected to be immaterial. In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash (Topic 230) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842) In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606) |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisitions Drop-down Acquisitions During the three months ended March 31, 2018 and for the year ended December 31, 2017, the Partnership completed one and four drop-down acquisitions, respectively, from our Sponsor and affiliates (collectively referred to as the “Drop-down Acquisitions”). Certain real property interests and financing assets included in the Drop-down Acquisitions completed by the Partnership were part of the right of first offer assets acquired from Landmark Dividend Growth Fund-H LLC (“Fund H”) and Landmark Dividend Growth Fund-G LLC (“Fund G”). All other Drop-down Acquisitions have been made directly from our Sponsor or from a wholly-owned subsidiary of our Sponsor. The following table presents the Drop-down Acquisitions completed by the Partnership during 2018 and 2017: Number of Tenant Sites Consideration (in millions) Acquisition Date Source Wireless Communication Outdoor Advertising Renewable Power Generation Total Investments in Receivables Borrowings and Available Cash Common Units Total January 18, 2018 Fund H 30 90 7 127 — $ 32.6 $ 27.3 $ 59.9 2018 Acquisitions 30 90 7 127 — $ 32.6 $ 27.3 $ 59.9 December 20, 2017 Sponsor 23 5 1 29 — $ 17.6 $ — $ 17.6 September 28, 2017 Sponsor 39 10 — 49 — 33.3 — 33.3 September 8, 2017 Sponsor (1) — — 1 1 — 1.6 — 1.6 July 28, 2017 Sponsor 30 1 1 32 2 22.0 — 22.0 June 8, 2017 Sponsor (1) 30 9 2 41 — 24.7 — 24.7 April 28, 2017 Sponsor (2) — 1 — 1 — 4.3 — 4.3 April 28, 2017 Fund G (2) — 1 — 1 — 3.8 3.5 7.3 March 31, 2017 Fund G (2) — 1 — 1 — 7.5 — 7.5 2017 Acquisitions 122 28 5 155 2 $ 114.8 $ 3.5 $ 118.3 (1) In connection with the June 8, 2017 Drop-down acquisition from our Sponsor, the Partnership entered into a contractual obligation to acquire one tenant site and related real property interest. On September 8, 2017, the Partnership completed the acquisition for cash consideration of $1.6 million. (2) In connection with the August 30, 2016 Fund G drop-down acquisition, the Partnership entered into a contractual obligation to acquire two tenant sites and related real property interests. The Partnership acquired one of these tenant sites and related real property interests on March 31, 2017 for cash consideration of $7.5 million and the remaining tenant site for $3.8 million on April 28, 2017. Upon completion of the full $11.3 million acquisition, the Partnership issued 221,729 Common Units to Fund G on April 28, 2017. The Drop-down Acquisitions are a transfer of net assets between entities under common control as the acquisitions do not meet the definition of a business in accordance with ASU No. 2017-01. The transfer of net assets is accounted for prospectively in the period in which the transfer occurs at the net carrying value. Any differences between the cash consideration and the net carrying value of the transfer of net assets have been allocated to the General Partner. Third Party Acquisitions During the three months ended March 31, 2018 and the year ended December 31, 2017, the Partnership completed several direct third-party acquisitions. Third-party acquisitions include acquisitions in exchange for Common Units pursuant to our previously filed and effective registration statement on Form S-4, in which we may offer and issue, from time to time, an aggregate of up to 5,000,000 Common Units in connection with the acquisition by us or our subsidiaries of other businesses, assets or securities (the “Unit Exchange Program” or “UEP”). The following table presents direct third-party acquisitions completed by the Partnership during the three months ended March 31, 2018 and the year ended December 31, 2017: No. of Tenant Sites Consideration (in millions) Acquisition Description Wireless Communication Outdoor Advertising Renewable Power Generation Total Investments in Receivables Borrowings and Available Cash Common Units Total First Quarter UEP 5 1 — 6 — $ — $ 3.2 $ 3.2 Domestic 15 12 — 27 — 21.3 — 21.3 Total 20 13 — 33 — $ 21.3 $ 3.2 $ 24.5 2018 Total 20 13 — 33 — $ 21.3 $ 3.2 $ 24.5 First Quarter International 3 4 — 7 — $ 3.6 $ — $ 3.6 UEP 1 — — 1 — — 0.1 0.1 Domestic 5 3 — 8 — 1.2 — 1.2 Total 9 7 — 16 — $ 4.8 $ 0.1 $ 4.9 Second Quarter International 2 4 — 6 1 $ 9.0 $ — $ 9.0 UEP 3 1 — 4 — — 1.0 1.0 Domestic 1 — — 1 — 0.5 — 0.5 Total 6 5 — 11 1 $ 9.5 $ 1.0 $ 10.5 Third Quarter International — 2 — 2 — $ 4.1 $ — $ 4.1 Domestic 3 — — 3 — 0.8 — 0.8 Total 3 2 — 5 — $ 4.9 $ — $ 4.9 Fourth Quarter International — 3 — 3 — $ 11.5 $ — $ 11.5 UEP 3 4 — 7 — — 2.7 2.7 Domestic 14 5 2 21 — 6.5 — 6.5 Total 17 12 2 31 — $ 18.0 $ 2.7 $ 20.7 2017 Total 35 26 2 63 1 $ 37.2 $ 3.8 $ 41.0 |
Real Property Interests
Real Property Interests | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Real Property Interests | 4. Real Property Interests The following table summarizes the Partnership’s real property interests (in thousands): March 31, 2018 December 31, 2017 Land $ 122,141 $ 114,385 Real property interests – perpetual 124,566 114,612 Real property interests – finite life 525,107 481,810 Construction in progress 18,230 7,574 Total land and real property interests 790,044 718,381 Accumulated amortization of real property interests (41,310 ) (37,817 ) Land and net real property interests $ 748,734 $ 680,564 During the three months ended March 31, 2018 and the year ended December 31, 2017, the Partnership paid total consideration of $59.9 million and $118.3 million for Drop-down Acquisitions, respectively. The Drop-down Acquisitions are a transfer of net assets between entities under common control as the acquisitions do not meet the definition of a business in accordance with ASU No. 2017-01. The transfer of net assets is accounted for prospectively in the period in which the transfer occurs at the net carrying value. During the three months ended March 31, 2018, the difference between the total consideration of $59.9 million and the net carrying value of $39.5 million, was allocated to the General Partner. During 2017, the Partnership started developing an ecosystem of technologies that provides smart enabled infrastructure (“Flex Grid”) including the Zero Site microgrid solution and digital outdoor advertising kiosks across North America. The Zero Site is a self-contained, neutral-host smart pole designed for wireless carrier and other wireless operator collocation. The Zero Site is designed for macro, mini macro and small cell deployments and will support Internet of Things (IoT), carrier densification needs, private LTE networks and other wireless solutions. As of March 31, 2018 and December 31, 2017, the Partnership’s $18.2 million and $7.6 million, respectively, of construction in progress related to the construction of the Flex Grid solution. In December 2016, the Partnership formed a joint venture to acquire real property interests that are leased to companies in the outdoor advertising industry located in the UK and Europe. Our venture partner provides acquisition opportunities and asset management services to the consolidated joint venture. As of March 31, 2018, the consolidated joint venture had ten tenant sites and one investment in receivable with total assets of $34.3 million. During the three months ended March 31, 2018, the consolidated joint venture generated rental revenue of $0.6 million. The Partnership applies the business combination method to all acquired investments of real property interests for transactions that meet the definition of a business combination. The fair value of the assets acquired and liabilities assumed is typically determined by using Level III valuation methods. The most sensitive assumption is the discount rate used to discount the estimated cash flows from the real estate rights. For purposes of the computation of fair value assigned to the various tangible and intangible assets, the Partnership assigned discount rates ranging between 6% and 20%. The following table summarizes final allocations for acquisitions during the three months ended March 31, 2018 and the year ended December 31, 2017 of estimated fair values of the assets acquired and liabilities assumed (in thousands). Investments in real In-place lease Above-market Below-market Period Land property interests intangibles lease intangibles lease intangibles Total 2018 $ 6,931 $ 53,148 $ 4,859 $ 612 $ (1,473 ) $ 64,077 2017 25,151 107,195 3,781 976 (1,850 ) 135,253 Future estimated aggregate amortization of finite lived real property interests for each of the five succeeding fiscal years and thereafter as of March 31, 2018, are as follows (in thousands): 2018 (nine months) $ 10,678 2019 13,971 2020 13,410 2021 12,819 2022 12,535 Thereafter 420,384 Total $ 483,797 The weighted average remaining amortization period for non ‑ There was no impairment recognized during the three months ended March 31, 2018. During the three months ended March 31, 2017, two of the Partnership’s real property interests were impaired as a result of termination notices received and recognized impairment charges totaling $0.2 million. The carrying value of each real property interest was determined to have a fair value of zero. |
Other Intangible Assets and Lia
Other Intangible Assets and Liabilities | 3 Months Ended |
Mar. 31, 2018 | |
Other Intangible Assets And Liabilities [Abstract] | |
Other Intangible Assets and Liabilities | 5. Other Intangible Assets and Liabilities The following table summarizes our identifiable intangible assets, including above/below‑market lease intangibles (in thousands): March 31, 2018 December 31, 2017 Acquired in-place lease Gross amount $ 25,362 $ 20,486 Accumulated amortization (6,644 ) (6,119 ) Net amount $ 18,718 $ 14,367 Acquired above-market leases Gross amount $ 7,113 $ 6,503 Accumulated amortization (3,122 ) (2,886 ) Net amount $ 3,991 $ 3,617 Total other intangible assets, net $ 22,709 $ 17,984 Acquired below-market leases Gross amount $ (22,690 ) $ (21,218 ) Accumulated amortization 8,949 8,385 Total other intangible liabilities, net $ (13,741 ) $ (12,833 ) We recorded net amortization of above‑ and below‑market lease intangibles of $0.3 million as an increase to rental revenue for the three months ended March 31, 2018 and 2017, respectively. We recorded amortization of in‑place lease intangibles of $0.5 million and $0.4 million as amortization expense for the three months ended March 31, 2018 and 2017, respectively. Future aggregate amortization of intangibles for each of the five succeeding fiscal years and thereafter as of March 31, 2018 follows (in thousands): Acquired in-place leases Acquired above-market Acquired below-market 2018 (nine months) $ 1,741 $ 645 $ (1,741 ) 2019 2,234 710 (2,267 ) 2020 2,141 522 (2,198 ) 2021 1,729 402 (1,909 ) 2022 1,574 323 (1,742 ) Thereafter 9,299 1,389 (3,884 ) Total $ 18,718 $ 3,991 $ (13,741 ) |
Investments in Receivables
Investments in Receivables | 3 Months Ended |
Mar. 31, 2018 | |
Notes Receivable Net [Abstract] | |
Investments in Receivables | 6. Investments in Receivables Transfer of investments in receivables from the Sponsor and affiliates to the Partnership, which met the conditions to be accounted for as a sale in accordance with ASC 860, Transfers and Servicing Interest income recognized on the receivables totaled $0.4 million for the three months ended March 31, 2018 and 2017, respectively. The following table reflects the activity in investments in receivables (in thousands): March 31, 2018 December 31, 2017 Investments in receivables – beginning $ 20,782 $ 17,440 Acquisitions — 4,389 Repayments (299 ) (1,180 ) Interest accretion — 7 Foreign currency translation adjustment 125 126 Investments in receivables – ending $ 20,608 $ 20,782 Annual amounts due as of March 31, 2018, are as follows (in thousands): 2018 (nine months) $ 2,046 2019 2,292 2020 2,285 2021 2,348 2022 2,486 Thereafter 28,422 Total $ 39,879 Interest $ 19,271 Principal 20,608 Total $ 39,879 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | 7. Debt The following table summarizes the Partnership’s debt (in thousands): Outstanding Balance Maturity Date March 31, 2018 December 31, 2017 Revolving credit facility November 19, 2019 $ 344,000 $ 304,000 Series 2017-1 Class A 4.10% November 15, 2022 (1) $ 61,733 $ 62,000 Series 2017-1 Class B 3.81% November 15, 2022 (1) 17,880 18,000 Series 2016-1 Class A 3.52% June 1, 2021 (2) 88,589 89,171 Series 2016-1 Class B 7.02% June 1, 2021 (2) 25,100 25,100 Secured Notes 193,302 194,271 Discount on Secured Notes (1,733 ) (1,826 ) Deferred loan costs (5,047 ) (5,196 ) Secured Notes, net $ 186,522 $ 187,249 (1) Maturity date reflects anticipated repayment date; final legal maturity is November 15, 2047. (2) Maturity date reflects anticipated repayment date; final legal maturity is July 15, 2046. Revolving Credit Facility Substantially all of our assets, excluding equity in and assets of unrestricted subsidiaries, are pledged (or secured by mortgages), as collateral under our revolving credit facility. Our revolving credit facility contains various customary covenants and restrictive provisions. Borrowings under the revolving credit facility bear interest at our option at a variable rate per annum equal to either: • a base rate, which will be the highest of (i) the administrative agent’s prime rate in effect on such day, (ii) the federal funds rate in effect on such day plus 0.50%, and (iii) an adjusted one-month LIBOR plus 1.0%, in each case, plus an applicable margin of 1.50%; or • an adjusted one-month LIBOR plus an applicable margin of 2.50%. The revolving credit facility requires monthly interest payments and the outstanding debt balance is due upon maturity. On December 28, 2017, we exercised our option to increase the available commitments under our revolving credit facility for an additional $23 million, resulting in aggregate commitments of $390 million under the revolving credit facility. Additionally, as part of the Partnership’s organization structure change on July 31, 2017, the Partnership entered into a Second Amended and Restated Credit Agreement related to its revolving credit facility to add new subsidiaries as borrowers and added certain subsidiaries as guarantors. As of March 31, 2018, there was $46 million of undrawn borrowing capacity, subject to compliance with certain financial covenants. As of March 31, 2018, the Partnership was in compliance with all financial covenants required under the revolving credit facility. Secured Notes On November 30, 2017, the Partnership completed a securitization transaction (the “2017 Securitization”) involving certain outdoor advertising tenant sites and related property interests owned by certain unrestricted special purpose subsidiaries of the Partnership, through the issuance of the Series 2017-1 Secured Notes, Class A and Class B (the “2017 Secured Notes”), in an aggregate principal amount of $80.0 million. The net proceeds from the 2017 Securitization were primarily used to pay down the revolving credit facility by $54.0 million and $17.5 million held in a restricted reserve accounts, including $16.0 million into a site acquisition account subsequently used on January 18, 2018 to acquire additional tenant sites pursuant to the Indenture. The Class B notes are subordinated in right of payment to the Class A notes. The 2017 Secured Notes were issued at a discount of $1.8 million, which will be accreted and recognized as interest expense over the term of the secured notes. The Class A and Class B 2017 Secured Notes bear interest at a fixed note rate per annum of 4.10% and 3.81%, respectively. On June 16, 2016, the Partnership completed a securitization transaction (the “2016 Securitization”) involving certain tenant sites and related real property interests owned by certain unrestricted special purpose subsidiaries of the Partnership, through the issuance of the Series 2016-1 Secured Notes, Class A and Class B (the “2016 Secured Notes”), in an aggregate principal amount of $116.6 million. The net proceeds from the Securitization were used to pay down the revolving credit facility by $112.3 million. The Class B notes are subordinated in right of payment to the Class A notes. The 2016 Secured Notes were issued at a discount of $17,292, which will be accreted and recognized as interest expense over the term of the secured notes. The Class A and Class B 2016 Secured Notes bear interest at a fixed note rate per annum of 3.52% and 7.02%, respectively. The 2017 Secured Notes and the 2016 Secured Notes described above are collectively referred to as the “Secured Notes” and the tenant site assets securing the Secured Notes are collectively referred to as the “Secured Tenant Site Assets.” The Secured Notes are secured by (1) mortgages and deeds of trust on substantially all of the Secured Tenant Site Assets and their operating cash flows, (2) a security interest in substantially all of the personal property of the obligors (as defined in the applicable indenture), and (3) the rights of the obligors under a management agreement. Under the terms of the applicable indenture, amounts due under the Secured Notes will be paid solely from the cash flows generated from the operation of the Secured Tenant Site Assets, as applicable, which must be deposited into reserve accounts, and thereafter distributed solely pursuant to the terms of the applicable indenture. On a monthly basis, after payment of all required amounts under the applicable indenture, subject to the conditions described below, the excess cash flows generated from the operation of such assets are released to the Partnership. As of March 31, 2018, $3.6 million was held in such reserve accounts which are classified as Restricted Cash on the accompanying consolidated balance sheets. The Partnership is subject to covenants customary for notes issued in rated securitizations. Among other things, the obligors are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets (as defined in the applicable agreement). Under the terms of the applicable indenture, the obligors will be permitted to issue additional notes under certain circumstances, including so long as the debt service coverage ratio (“DSCR”) of the issuer is at least 2.0 to 1.0. As of March 31, 2018, the Partnership was in compliance with all financial covenants under the Secured Notes. The Secured Notes’ annual principal payment amounts due as of March 31, 2018, are as follows (in thousands): 2018 (nine months) $ 3,268 2019 6,110 2020 8,077 2021 105,652 2022 70,195 Total $ 193,302 Interest Expense The Partnership incurred interest expense of $6.3 million and $3.9 million for the three months ended March 31, 2018 and 2017, respectively. At March 31, 2018 and December 31, 2017, the Partnership had interest payable of $0.7 million, respectively. Additionally, the Partnership recorded deferred loan costs amortization, which is included in interest expense, of $0.8 million and $0.4 million for three months ended March 31, 2018 and 2017, respectively. |
Interest Rate Swap Agreements
Interest Rate Swap Agreements | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Interest Rate Swap Agreements | 8. Interest Rate Swap Agreements The following table summarizes the terms and fair value of the Partnerships’ interest rate swap agreements (in thousands, except percentages): Date Notional Revolver Effective Maturity Fair Value Asset at Entered Value Fixed Rate Date Date March 31, 2018 December 31, 2017 December 24, 2014 $ 70,000 4.02 % 12/24/2014 12/24/2018 $ 279 $ 164 February 5, 2015 25,000 3.79 4/13/2015 4/13/2019 227 174 August 24, 2015 50,000 4.24 10/1/2015 10/1/2022 1,672 840 March 23, 2016 50,000 4.17 12/24/2018 12/24/2021 1,332 761 March 31, 2016 20,000 4.06 12/24/2018 12/24/2021 593 364 March 31, 2016 25,000 4.13 4/13/2019 4/13/2022 709 418 June 12, 2017 50,000 4.56 3/2/2018 9/2/2024 1,495 438 $ 6,307 $ 3,159 During the three months ended March 31, 2018 and 2017, the Partnership recorded a gain of $3.1 million and a gain of $0.5 million, respectively, resulting from the change in fair value of the interest rate swap agreements, which is reflected as an unrealized gain on derivative financial instruments on the consolidated statements of operations. The fair values of the interest rate swap agreements are derived based on Level 2 inputs. To illustrate the effect of movements in the interest rate market, the Partnership performed a market sensitivity analysis on its outstanding interest rate swap agreements. The Partnership applied various basis point spreads to the underlying interest rate curve of the derivative in order to determine the instruments’ change in fair value at March 31, 2018. The following table summarizes the fair values of the interest rate swaps as a result of the analysis performed (in thousands): Effects of Change in Interest Rates Date Entered Maturity Date +50 Basis Points -50 Basis Points +100 Basis Points -100 Basis Points December 24, 2014 12/24/2018 $ 512 $ 45 $ 744 $ (191 ) February 5, 2015 4/13/2019 351 102 475 (25 ) August 24, 2015 10/1/2022 2,703 665 3,685 (394 ) March 23, 2016 12/24/2021 2,029 651 2,691 (64 ) March 31, 2016 12/24/2021 872 322 1,136 37 March 31, 2016 4/13/2022 1,054 375 1,379 21 June 12, 2017 9/2/2024 2,930 69 4,288 (1,436 ) |
Equity
Equity | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Equity | 9. Equity The table below summarizes changes in the number of units outstanding for the three months ended March 31, 2018 and 2017 (in units): Series A Series B Common Subordinated Preferred Preferred Balance as of December 31, 2016 19,450,555 3,135,109 863,957 1,840,000 Unit Exchange Program 8,546 — — — Unit-based compensation 6,798 — — — Balance as of March 31, 2017 19,465,899 3,135,109 863,957 1,840,000 Balance as of December 31, 2017 20,146,458 3,135,109 1,568,402 2,463,015 Issuance of units to Fund H - January 18, 2018 1,506,421 — — — Conversion of subordinated units 3,135,109 (3,135,109 ) — — ATM Programs 27,830 — 24,747 — Unit Exchange Program 185,898 — — — Unit-based compensation 3,826 — — — Balance as of March 31, 2018 25,005,542 — 1,593,149 2,463,015 On February 23, 2017, the Partnership filed a universal shelf registration statement on Form S-3 with the SEC. The shelf registration statement was declared effective by the SEC on March 27, 2017 and permits us to issue and sell common and preferred units, from time to time, representing limited partner interests in us and debt securities up to an aggregate amount of $750.0 million. Common Units On February 16, 2016, the Partnership established a Common Unit at-the-market offering program (the “Common Unit ATM Program”) pursuant to which we may sell, from time to time, Common Units having an aggregate offering price of up to $50.0 million pursuant to our previously filed and effective registration statement on Form S-3. The net proceeds from sales under the Common Unit ATM Program will be used for general partnership purposes, which may include, among other things, the repayment of indebtedness and to potentially fund future acquisitions. During the three months ended March 31, 2018, 27,830 Common Units were issued under the Common Unit ATM Program generating proceeds of approximately $0.5 million before issuance costs. No Common Units were issued under the Common Unit ATM Program during the three months ended March 31, 2017. On February 16, 2016, the Partnership filed a shelf registration statement on Form S-4 with the SEC. The shelf registration statement was declared effective on March 10, 2016 and permits us to offer and issue, from time to time, an aggregate of up to 5,000,000 Common Units in connection with the acquisition by us or our subsidiaries of other businesses, assets or securities. During the three months ended March 31, 2018 and 2017, under the Unit Exchange Program, we completed an acquisition of six and one tenant sites in exchange for 185,898 and 8,546 Common Units, valued at approximately $3.2 million and $0.1 million, respectively. Subordinated Units Our Partnership Agreement provides that, during the subordination period, the Common Units have the right to receive distributions of available cash from operating surplus each quarter in an amount equal to $0.2875 per Common Unit, which amount is defined in our Partnership Agreement as the minimum quarterly distribution, plus any arrearages in the payment of the minimum quarterly distribution on the Common Units from prior quarters, before any distributions of available cash from operating surplus may be made on the subordinated units. These units are deemed “subordinated” because for a period of time, referred to as the subordination period, the subordinated units are not entitled to receive any distributions until the Common Units have received the minimum quarterly distribution plus any arrearages in the payment of the minimum quarterly distribution on the Common Units from prior quarters. Furthermore, no arrearages will accrue or be payable on the subordinated units. The practical effect of the subordinated units is to increase the likelihood that, during the subordination period, there will be available cash to be distributed on the Common Units. The requirements under our Partnership Agreement for the conversion of all the subordinated units into common units were satisfied upon the payment of our quarterly cash distribution on February 14, 2018. Therefore, effective February 15, 2018, all of our subordinated units which are owned by Landmark, were converted on a one-for-one basis into common units. The conversion of subordinated units does not impact the amount of cash distributions or total number of outstanding units. Preferred Units On June 24, 2016, the Partnership established a Series A Preferred Unit at-the-market offering program (the “Series A Preferred Unit ATM Program”) pursuant to which we may sell, from time to time, Series A Preferred Units having an aggregate offering price of up to $40.0 million pursuant to our previously filed and effective registration statement on Form S-3. The net proceeds from sales under the Series A Preferred Unit ATM Program will be used for general Partnership purposes, which may include, among other things, the repayment of indebtedness and to potentially fund future acquisitions. During the three months ended March 31, 2018, the Partnership issued 24,747 Series A Preferred Units under our Series A Preferred Unit ATM Program, generating proceeds of approximately $0.6 million before issuance costs. No Series A Preferred Units were issued under the Series A Preferred Unit ATM Program during the three months ended March 31, 2017. On March 30, 2017, the Partnership established a Series B Preferred Unit at-the-market offering program (the “Series B Preferred Unit ATM Program” and together with the Series A Preferred Unit ATM Program and Common Unit ATM Program the “ATM Programs”) pursuant to which we may sell, from time to time, Series B Preferred Units having an aggregate offering price of up to $50.0 million pursuant to our previously filed and effective registration statement on Form S-3. The net proceeds from sales under the Series B Preferred Unit ATM Program will be used for general Partnership purposes, which may include, among other things, the repayment of indebtedness and to potentially fund future acquisitions. No Series B Preferred Units were issued under our Series B Preferred Unit ATM Program during the three months ended March 31, 2018 and 2017. Distributions The table below summarizes the quarterly distributions related to our quarterly financial results: Total Distribution Distribution Quarter Ended Declaration Date Distribution Date Per Unit (in thousands) Common and Subordinated Units March 31, 2017 April 20, 2017 May 15, 2017 $ 0.3525 $ 8,133 June 30, 2017 July 19, 2017 August 14, 2017 0.3550 8,222 September 30, 2017 October 18, 2017 November 14, 2017 0.3575 8,303 December 31, 2017 January 24, 2018 February 14, 2018 0.3675 9,304 March 31, 2018 April 19, 2018 May 15, 2018 0.3675 9,384 Series A Preferred Units March 31, 2017 March 16, 2017 April 17, 2017 $ 0.5000 $ 432 June 30, 2017 June 22, 2017 July 17, 2017 0.5000 555 September 30, 2017 September 21, 2017 October 16, 2017 0.5000 713 December 31, 2017 December 21, 2017 January 16, 2018 0.5000 784 March 31, 2018 March 23, 2018 April 16, 2018 0.5000 797 Series B Preferred Units March 31, 2017 April 20, 2017 May 15, 2017 $ 0.4938 $ 934 June 30, 2017 July 19, 2017 August 15, 2017 0.4938 990 September 30, 2017 October 18, 2017 November 15, 2017 0.4938 1,203 December 31, 2017 January 22, 2018 February 15, 2018 0.4938 1,216 March 31, 2018 April 19, 2018 May 15, 2018 0.4938 1,216 |
Net Income (Loss) Per Limited P
Net Income (Loss) Per Limited Partner Unit | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Unit [Abstract] | |
Net Income (Loss) Per Limited Partner Unit | 10. Net Income (Loss) Per Limited Partner Unit Landmark’s subordinated units and the General Partner’s incentive distribution rights meet the definition of a participating security and therefore we are required to compute income per unit using the two-class method under which any excess of distributions declared over net income shall be allocated to the partners based on their respective sharing of income specified in the Partnership Agreement. Payments made to our unitholders are determined in relation to actual distributions declared and are not based on the net income (loss) allocations used in the calculation of net income (loss) per unit. Net income (loss) per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners’ interest in net income (loss), after deducting any Preferred Unit distributions and General Partner incentive distributions, by the weighted-average number of outstanding common and subordinated units. Diluted net income (loss) per unit includes the effects of potentially dilutive units on our common and subordinated units. Net income (loss) related to the Drop-down Assets prior to the Partnership’s acquisition dates of each transaction is allocated to the General Partner. Effective February 15, 2018, all of our subordinated units, which were owned by Landmark, were converted on a one-for-one basis into common units. The board of directors of the general partner declared a cash distribution for the quarter ended March 31, 2018 payable on May 15, 2018 to common unitholders of record as of May 1, 2018. The subordinated units were only allocated excess of distributions declared over net income through the conversion date. The calculation of the undistributed net loss attributable to common and subordinated unitholders for the three months ended March 31, 2018 and 2017 follows (in thousands): Three Months Ended March 31, 2018 2017 Net income attributable to limited partners $ 6,737 $ 3,524 Less: Distributions declared on Preferred Units (1,944 ) (1,344 ) General partner's incentive distribution rights (195 ) (88 ) Net income attributable to common and subordinated unitholders 4,598 2,092 Distributions declared on common units (9,190 ) (6,940 ) Distributions declared on subordinated units — (1,105 ) Undistributed net loss $ (4,592 ) $ (5,953 ) The calculation of net income (loss) per common and subordinated unit for the three months ended March 31, 2018 and 2017 follows (in thousands, except per unit data): Three Months Ended March 31, 2018 2017 Common Units Subordinated Units Common Units Subordinated Units Distributions declared $ 9,190 $ — $ 6,940 $ 1,105 Undistributed net loss (4,289 ) (303 ) (5,128 ) (825 ) Net income (loss) attributable to common and subordinated units - basic 4,901 (303 ) 1,812 280 Net income (loss) attributable to subordinated units (303 ) — — — Net income (loss) attributable to common and subordinated units - diluted $ 4,598 $ (303 ) $ 1,812 $ 280 Weighted-average units outstanding: Basic 22,996 1,568 19,457 3,135 Effect of diluted subordinated units 1,568 — — — Diluted 24,564 1,568 19,457 3,135 Net income (loss) per common and subordinated unit: Basic $ 0.21 $ (0.19 ) $ 0.09 $ 0.09 Diluted (1) $ 0.19 $ (0.19 ) $ 0.09 $ 0.09 (1) The Partnership Agreement provides that when the subordination period ends, each outstanding subordinated unit will convert into one Common Unit and will thereafter participate pro rata with the other Common Units in distributions of available cash. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 11. Fair Value of Financial Instruments The fair value for certain financial instruments is derived using a combination of market quotes, pricing models and other valuation techniques that involve significant management judgment. The price transparency of financial instruments is a key determinant of the degree of judgment involved in determining the fair value of the Partnership’s financial instruments. Financial instruments for which actively quoted prices or pricing parameters are available and for which markets contain orderly transaction will generally have a higher degree of price transparency than financial instruments for which markets are inactive or consist of non‑orderly trades. The Partnership evaluates several factors when determining if a market is inactive or when market transactions are not orderly. The following is a summary of the methods and assumptions used by management in estimating the fair value of each class of assets and liabilities for which it is practicable to estimate the fair value: Cash and cash equivalents, rent receivables, net and accounts payable and accrued liabilities : The carrying values of these balances approximate their fair values because of the short‑term nature of these instruments. Revolving credit facility : The fair value of the Partnership’s revolving credit facility is estimated using a discounted cash flow analysis based on management’s estimates of current market interest rates for instruments with similar characteristics, including remaining loan term, loan‑to‑value ratio, type of collateral and other credit enhancements. Additionally, since a quoted price in an active market is generally not available for the instrument or an identical instrument, the Partnership measures fair value using a valuation technique that is consistent with the principles of fair value measurement which typically considers what management believes is a market participant rate for a similar instrument. The Partnership classifies these inputs as Level 3 inputs. The fair value of the Partnership’s revolving credit facility is considered to approximate the carrying value because the interest payments are based on LIBOR rates that reset every month. The Partnership does not believe its credit risk has changed materially from the date the applicable LIBOR plus 2.50% was set for the revolving credit facility. Secured Notes : The Partnership determines fair value of its secured notes utilizing various Level 2 sources including quoted prices and indicative quotes (non-binding quotes) from brokers that require judgment to interpret market information. Quotes from brokers require judgment and are based on the brokers’ interpretation of market information, including implied credit spreads for similar borrowings on recent trades or bid/ask prices or quotes from active markets if available. Investments in receivables : The Partnership’s investments in receivables are presented in the accompanying consolidated balance sheets at their amortized cost net of recorded reserves and not at fair value. The fair values of the receivables were estimated using an internal valuation model that considered the expected cash flow of the receivables and estimated yield requirements by market participants with similar characteristics, including remaining loan term, and credit enhancements. The Partnership classifies these inputs as Level 3 inputs. Interest rate swap agreements : The Partnership’s interest rate swap agreements are presented at fair value on the accompanying consolidated balance sheets. The valuation of these instruments is determined using a proprietary model that utilizes observable and unobservable inputs. A majority of the inputs are observable with the only unobservable inputs relating to the lack of performance risk on the part of the Partnership or the counter party to the instrument. As such, the Partnership classifies these inputs as Level 2 inputs. The proprietary model uses the contractual terms of the derivatives, including the period to maturity, as well as observable market‑based inputs, including the interest rate curves and volatility. The fair values of interest rate swaps are estimated using the market standard methodology of netting the discounted fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of interest rates (forward curves) derived from observable market interest rate curves. In addition, credit valuation adjustments, which consider the impact of any credit risk to the contracts, are incorporated in the fair values to account for potential nonperformance risk. The table below summarizes the carrying amounts and fair values of financial instruments which are not carried at fair value on the face of the financial statements (in thousands): March 31, 2018 December 31, 2017 Carrying amount Fair Value Carrying amount Fair Value Investment in receivables, net $ 20,608 $ 20,719 $ 20,782 $ 20,995 Revolving credit facility 344,000 344,000 304,000 304,000 Secured Notes, net 186,522 186,251 187,249 187,895 Disclosure of the fair values of financial instruments is based on pertinent information available to the Partnership as of the period end and requires a significant amount of judgment. Despite increased capital market and credit market activity, transaction volume for certain financial instruments remains relatively low. This has made the estimation of fair values difficult and, therefore, both the actual results and the Partnership’s estimate of value at a future date could be materially different. As of March 31, 2018 and December 31, 2017, the Partnership measured the following assets at fair value on a recurring basis (in thousands): March 31, 2018 December 31, 2017 Derivative Assets (1) $ 6,307 $ 3,159 (1) Fair value is calculated using level 2 inputs. Level 2 inputs are quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model‑derived valuations in which significant inputs and significant value drivers are observable in active markets. |
Related-Party Transactions
Related-Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 12. Related‑Party Transactions General and Administrative Reimbursement Under our omnibus agreement, we are required to reimburse Landmark for expenses related to certain general and administrative services Landmark provides to us in support of our business, subject to a quarterly cap equal to the greater of $162,500 and 3% of our revenue during the preceding 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 $80.0 million and (ii) November 19, 2019. The full amount of general and administrative expenses incurred will be reflected on our income statements, and to the extent such general and administrative expenses exceed the cap amount, the amount of such excess will be reflected on 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 the amount of general and administrative expenses. These expenses include salary, bonus, incentive compensation and other amounts paid to persons who perform services for us or on our behalf and expenses allocated to our general partner by its affiliates. For the three months ended March 31, 2018 and 2017, Landmark reimbursed us $1.2 million and $1.0 million, respectively, for expenses related to certain general and administrative expenses that exceeded the cap. Patent License Agreement We entered into a Patent License Agreement (“License Agreement”) with American Infrastructure Funds, LLC (“AIF”), an affiliate of the controlling member of Landmark. Under the License Agreement, AIF granted us a nonexclusive, perpetual license to practice certain patented methods related to the apparatus and method for combining easements under a master limited partnership. We have agreed to pay AIF a license fee of $50,000 for the second year of the License Agreement, and thereafter, an amount equal to the greater of (i) one‑tenth of one percent (0.1%) of our gross revenue received during such contract year; or (ii) $100,000. During the three months ended March 31, 2018 and 2017, we incurred $25,000, respectively, of license fees related to the AIF patent license agreement. Right of First Offer Certain other investment funds managed by Landmark have granted us a right of first offer (“ROFO”) on real property interests that they currently own or acquire in the future before selling or transferring those assets to any third party. During the three months ended March 31, 2018 and during the year ended December 31, 2017, the Partnership completed the following ROFO acquisitions: Common Units Total No. of Total Total Issued to Acquired Total No. Investments in Consideration Common Units Landmark Acquisition Date Fund of Tenant Sites Receivables (in millions) Issued and Affiliates January 18, 2018 Fund H 127 — $ 59.9 1,506,421 — Various (1) Fund G 2 — 14.8 221,729 221,729 (1) In connection with the Fund G drop-down acquisition, the Partnership entered into a contractual obligation to acquire two tenant sites and related real property interests. The Partnership acquired one of these tenant sites and related real property interests on March 31, 2017 for cash consideration of $7.5 million and the remaining additional tenant site for $3.8 million on April 28, 2017. Upon completion of the full acquisition, the Partnership issued to Fund G on April 28, 2017. See further discussion in Note 3, Acquisitions Secured Tenant Site Assets’ Management Fee In connection with the issuance of the 2016 and 2017 Secured Notes, the Partnership entered into applicable management agreements with the General Partner dated June 16, 2017 and November 30, 2017, respectively. Pursuant to the applicable management agreements, our General Partner will perform those functions reasonably necessary to maintain, manage and administer the Secured Tenant Site Assets for a monthly management fee equal to 1.5% of the Secured Tenant Site Assets’ operating revenue, as defined by the applicable management agreements. The Secured Tenant Site Assets’ management fee to Landmark will be treated as a capital distribution to Landmark. Landmark will reimburse us for the fees paid with the reimbursement treated as a capital contribution. We incurred $7,918 and $4,638 of Secured Tenant Site Assets’ management fees during the three months ended March 2018 and 2017, respectively. Acquisition of Real Property Interests In connection with third party acquisitions, Landmark will be obligated to provide acquisition services to us, including asset identification, underwriting and due diligence, negotiation, documentation and closing, at the reasonable request of our General Partner, but we are under no obligation to utilize such services. We will pay Landmark reasonable fees, as mutually agreed to by Landmark and us, for providing these services. These fees will not be subject to the cap on general and administrative expenses described above. As of March 31, 2018, no such fees have been incurred. Penteon Partnership On June 13, 2017, the Partnership and its Sponsor entered into a partnership with Penteon Corporation to deploy a nationwide Low Power Wide Area Network (LPWAN) based on the global open standard called LoRaWAN™ and utilizing the real property interests controlled by the Sponsor and the Partnership. As part of the agreement, the Sponsor owns a warrant to purchase up to approximately 25% of Penteon’s preferred stock. As of March 31, 2018 and December 31, 2017, the Partnership incurred zero and $0.2 million in leasing costs related to the deployment of LPWAN on its sites. Incentive Distribution Rights Cash distributions will be made to our General Partner in respect of its ownership of all IDRs, which entitle our General Partner to receive increasing percentages, up to a maximum of 50%, of the available cash we distribute from operating surplus (as defined in our Partnership Agreement) in excess of $0.2875 per unit per quarter. Accordingly, based on the cash distribution declared on October 26, 2016, our General Partner received 15% of the cash distribution in excess of our second target distribution as defined in our Partnership Agreement for the quarter ended March 31, 2018. During the three months ended March 31, 2018 and 2017, we paid $0.2 million and $0.1 million of incentive distribution rights, respectively. Due from Affiliates As of March 31, 2018, the Partnership owed $0.3 million to the General Partner and its affiliates primarily for acquisitions paid on our behalf. At December 31, 2017, the General Partner and its affiliates owed $0.6 million to the Partnership primarily for the current quarter general and administrative reimbursement and for rents received on our behalf. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | 13. Segment Information The Partnership had three reportable segments, wireless communication, outdoor advertising and renewable power generation for all periods presented. The Partnership’s wireless communication segment consists of leasing infrastructure and real property interests and providing financing to companies in the wireless communication industry in the United States, Canada, and Australia. The Partnership’s outdoor advertising segment consists of leasing real property interests to companies in the outdoor advertising industry in the United States, Canada, Australia, and the United Kingdom. The Partnership’s renewable power generation segment consists of leasing real property interests and providing financing to companies in the renewable power industry in the United States. Items that are not included in any of the reportable segments are included in the corporate category. The reportable segments are strategic business units that offer different products and services. They are commonly managed as all three businesses require similar marketing and business strategies. Because our tenant lease arrangements are mostly effectively triple-net, we evaluate our segments based on revenue. We believe this measure provides investors relevant and useful information because it is presented on an unlevered basis. The statements of operations for the reportable segments are as follows: For the three months ended March 31, 2018 (in thousands): Renewable Wireless Outdoor Power Communication Advertising Generation Corporate Total Revenue Rental revenue $ 9,645 $ 4,210 $ 1,840 $ — $ 15,695 Expenses Property operating 34 171 81 — 286 General and administrative — — — 1,699 1,699 Acquisition-related — — — 185 185 Amortization 3,072 793 157 — 4,022 Total expenses 3,106 964 238 1,884 6,192 Total other income and expenses 171 64 203 (3,124 ) (2,686 ) Income (loss) before income tax expense 6,710 3,310 1,805 (5,008 ) 6,817 Income tax expense — — — 76 76 Net income (loss) $ 6,710 $ 3,310 $ 1,805 $ (5,084 ) $ 6,741 For the three months ended March 31, 2017 (in thousands): Renewable Wireless Outdoor Power Communication Advertising Generation Corporate Total Revenue Rental revenue $ 7,963 $ 2,105 $ 1,773 $ — $ 11,841 Expenses Property operating 1 8 78 — 87 General and administrative — — — 1,408 1,408 Acquisition-related 14 174 — 279 467 Amortization 2,654 338 137 — 3,129 Impairments 110 46 — — 156 Total expenses 2,779 566 215 1,687 5,247 Total other income and expenses 180 — 179 (3,426 ) (3,067 ) Net income (loss) $ 5,364 $ 1,539 $ 1,737 $ (5,113 ) $ 3,527 The Partnership’s total assets by segment were (in thousands): March 31, 2018 December 31, 2017 Segments Wireless communication $ 495,741 $ 440,139 Outdoor advertising 191,584 175,825 Renewable power generation 112,499 111,482 Corporate assets 29,722 40,553 Total assets $ 829,546 $ 767,999 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies The Partnership’s commitments and contingencies include customary claims and obligations incurred in the normal course of business. In the opinion of management, these matters will not have a material effect on the Partnership’s combined financial position. There has been consolidation in the wireless communication industry historically that has led to certain lease terminations. The past consolidation in the wireless industry has led to rationalization of wireless networks and reduced demand for tenant sites. We believe the impact of past consolidation is already reflected in our occupancy rates. The impact of any future consolidation in the wireless communication industry and the termination of additional leases in our portfolio would result in lower rental revenue and may lead to impairment of our real property interests or other adverse effects to our business. As of March 31, 2018, the Partnership had approximately $87.9 million of real property interests subject to subordination to lenders of the underlying property. To the extent a lender forecloses on a property the Partnership would take impairment charges for the book value of the asset and no longer be entitled to the revenue associated with the asset. Substantially all of our tenant sites are subject to triple net or effectively triple-net lease arrangements, which require the tenant or the underlying property owner to pay all utilities, property taxes, insurance and repair and maintenance costs. Our overall financial results could be impacted to the extent the owners of the fee interest in the real property or our tenants do not satisfy their obligations. |
Tenant Concentration
Tenant Concentration | 3 Months Ended |
Mar. 31, 2018 | |
Risks And Uncertainties [Abstract] | |
Tenant Concentration | 15. Tenant Concentration For the three months ended March 31, 2018 and 2017, the Partnership had the following tenant revenue concentrations: Three Months Ended March 31, Tenant 2018 2017 T-Mobile 10.8 % 12.4 % AT&T Mobility 10.2 % 11.5 % Sprint 8.9 % 10.1 % Crown Castle 8.5 % 9.3 % Most tenants are subsidiaries of these companies but have been aggregated for purposes of showing revenue concentration. Financial information for these companies can be found at www.sec.gov. The loss of any one of our large customers as a result of consolidation, merger, bankruptcy, insolvency, network sharing, roaming, joint development, resale agreements by our customers or otherwise may result in (1) a material decrease in our revenue, (2) uncollectible account receivables, (3) an impairment of our deferred site rental receivables, wireless infrastructure assets, site rental contracts or customer relationships intangible assets, or (4) other adverse effects to our business. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2018 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | 16. Supplemental Cash Flow Information Noncash activities for the three months ended March 31, 2018 and 2017 were as follows (in thousands): Three Months Ended March 31, 2018 2017 Capital contribution to fund general and administrative expense reimbursement $ 1,202 $ 955 Purchase price for acquisitions included in due to Landmark and affiliates 493 227 Issuance of common units for assets acquired from Fund H 27,342 — Unit Exchange Program acquisitions 3,147 128 Distributions payable to preferred unitholders 1,244 807 Offering costs included in accounts payable and accrued liabilities 207 — Deferred loan costs included in accounts payable and accrued liabilities 44 241 Purchase price for acquisitions and construction activities included in accounts payable 9,677 285 Cash flows related to interest paid was as follows (in thousands): Three Months Ended March 31, 2018 2017 Cash paid for interest $ 5,438 $ 3,527 Capitalized interest 76 — |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events On April 2, 2018, the Partnership completed a public offering of 2,000,000 Series C Floating-to-Fixed Rate Cumulative Perpetual Redeemable Convertible Preferred Units (“Series C Preferred Units”), representing limited partner interest in the Partnership, at a price of $25.00 per unit. We received net proceeds of approximately $47.5 million after deducting underwriters’ discounts and offering expenses paid by us of $2.5 million. We used substantially all net proceeds to repay a portion of the borrowings under our revolving credit facility. In connection with the closing of the Series C Preferred Units offering, the Partnership executed the Fourth Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP (the “Partnership Agreement”) for the purpose of defining the preferences, rights, powers and duties of holders of the Series C Preferred Units. On April 24, 2018, the Partnership entered into a note purchase and private shelf agreement (“Note Purchase Agreement”) pursuant to which the Partnership agreed to sell an initial $43.7 million aggregate principal amount of 4.38% senior secured notes, in a private placement. The senior secured notes are fully amortized through June 30, 2036. The Partnership may from time to time issue and sell additional senior secured notes pursuant to the Note Purchase Agreement, in an aggregate principal amount when aggregated with the initial principal amount of up to $225 million. We used all the net proceeds of $41.0 million to repay a portion of the borrowings under our revolving credit facility. |
Basis of Presentation and Sum25
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidated Financial Statements | Basis of Presentation and Principles of Consolidated Financial Statements In accordance with the adoption of ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business The unaudited interim consolidated financial statements have been prepared in conformity with GAAP as established by the Financial Accounting Standards Board (the “FASB”) in the Accounting Standards Codification (“ASC”) including modifications issued under the Accounting Standards Updates (“ASUs”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The accompanying unaudited financial statements include, in our opinion, all adjustments, consisting of normal recurring adjustments, necessary to present fairly the unaudited financial information set forth therein. Financial information for the three months ended March 31, 2018 and 2017 included in these Notes to the Consolidated Financial Statements is derived from our unaudited financial statements. Certain notes and other information have been condensed or omitted from the interim financial statements included in this report. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. All references to tenant sites are unaudited. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Income Taxes | Income Taxes The Partnership is generally not subject to federal, state or local income taxes, except for our subsidiary Landmark Infrastructure Asset OpCo LLC (“Asset OpCo”). Asset OpCo conducts certain activities that may not generate qualifying income and will be treated as a corporation for U.S. federal income tax purposes. Each limited partner is responsible for the tax liability, if any, related to its proportionate share of the Partnerships’ taxable income or loss. Certain foreign wholly owned subsidiaries of the Partnership conduct certain activities in international locations that generate taxable income and will be treated as taxable entities. Additionally, our consolidated REIT subsidiary, Landmark Infrastructure Inc., a Delaware corporation, files as a corporation for U.S. federal income tax purposes. The REIT Subsidiary has elected to be treated as a REIT and we believe that it has operated in a manner that has allowed the REIT Subsidiary to qualify as a REIT for federal income tax purposes, and the REIT Subsidiary intends to continue operating in such manner. If the REIT Subsidiary fails to qualify as a REIT in any taxable year, and is unable to avail itself of certain savings provisions, all of its taxable income would be subject to federal income tax at regular corporate rates. The Partnership follows the requirements of ASC Topic 740, Income Taxes On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was signed into law, which makes significant changes to U.S. federal income tax laws applicable to businesses and their owners, including REITs and corporations. The Partnership continues to assess the impact of the TCJA, including qualification as a real estate business. Our tax expense is provisional and reflected in the consolidated financial statements as of March 31, 2018. The issuance of future administrative guidance may further clarify the interpretation of the new law and require adjustments to the provisional amount we recorded. Any adjustment required to this provisional amount is not expected to be material. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Changes to GAAP are established by the FASB in the form of ASUs to the FASB’s Accounting Standard Codification. The Partnership considers the applicability and impact of all ASUs. Newly issued ASUs not listed below are not expected to have a material impact on its combined financial position and results of operations because either the ASU is not applicable, or the impact is expected to be immaterial. In November 2016, the FASB issued ASU No. 2016-18, Restricted Cash (Topic 230) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842) In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606) |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Drop-down Acquisitions | |
Business Acquisition [Line Items] | |
Schedule of Acquisitions | The following table presents the Drop-down Acquisitions completed by the Partnership during 2018 and 2017: Number of Tenant Sites Consideration (in millions) Acquisition Date Source Wireless Communication Outdoor Advertising Renewable Power Generation Total Investments in Receivables Borrowings and Available Cash Common Units Total January 18, 2018 Fund H 30 90 7 127 — $ 32.6 $ 27.3 $ 59.9 2018 Acquisitions 30 90 7 127 — $ 32.6 $ 27.3 $ 59.9 December 20, 2017 Sponsor 23 5 1 29 — $ 17.6 $ — $ 17.6 September 28, 2017 Sponsor 39 10 — 49 — 33.3 — 33.3 September 8, 2017 Sponsor (1) — — 1 1 — 1.6 — 1.6 July 28, 2017 Sponsor 30 1 1 32 2 22.0 — 22.0 June 8, 2017 Sponsor (1) 30 9 2 41 — 24.7 — 24.7 April 28, 2017 Sponsor (2) — 1 — 1 — 4.3 — 4.3 April 28, 2017 Fund G (2) — 1 — 1 — 3.8 3.5 7.3 March 31, 2017 Fund G (2) — 1 — 1 — 7.5 — 7.5 2017 Acquisitions 122 28 5 155 2 $ 114.8 $ 3.5 $ 118.3 (1) In connection with the June 8, 2017 Drop-down acquisition from our Sponsor, the Partnership entered into a contractual obligation to acquire one tenant site and related real property interest. On September 8, 2017, the Partnership completed the acquisition for cash consideration of $1.6 million. (2) In connection with the August 30, 2016 Fund G drop-down acquisition, the Partnership entered into a contractual obligation to acquire two tenant sites and related real property interests. The Partnership acquired one of these tenant sites and related real property interests on March 31, 2017 for cash consideration of $7.5 million and the remaining tenant site for $3.8 million on April 28, 2017. Upon completion of the full $11.3 million acquisition, the Partnership issued 221,729 Common Units to Fund G on April 28, 2017. |
Third Party Acquisitions | |
Business Acquisition [Line Items] | |
Schedule of Acquisitions | The following table presents direct third-party acquisitions completed by the Partnership during the three months ended March 31, 2018 and the year ended December 31, 2017: No. of Tenant Sites Consideration (in millions) Acquisition Description Wireless Communication Outdoor Advertising Renewable Power Generation Total Investments in Receivables Borrowings and Available Cash Common Units Total First Quarter UEP 5 1 — 6 — $ — $ 3.2 $ 3.2 Domestic 15 12 — 27 — 21.3 — 21.3 Total 20 13 — 33 — $ 21.3 $ 3.2 $ 24.5 2018 Total 20 13 — 33 — $ 21.3 $ 3.2 $ 24.5 First Quarter International 3 4 — 7 — $ 3.6 $ — $ 3.6 UEP 1 — — 1 — — 0.1 0.1 Domestic 5 3 — 8 — 1.2 — 1.2 Total 9 7 — 16 — $ 4.8 $ 0.1 $ 4.9 Second Quarter International 2 4 — 6 1 $ 9.0 $ — $ 9.0 UEP 3 1 — 4 — — 1.0 1.0 Domestic 1 — — 1 — 0.5 — 0.5 Total 6 5 — 11 1 $ 9.5 $ 1.0 $ 10.5 Third Quarter International — 2 — 2 — $ 4.1 $ — $ 4.1 Domestic 3 — — 3 — 0.8 — 0.8 Total 3 2 — 5 — $ 4.9 $ — $ 4.9 Fourth Quarter International — 3 — 3 — $ 11.5 $ — $ 11.5 UEP 3 4 — 7 — — 2.7 2.7 Domestic 14 5 2 21 — 6.5 — 6.5 Total 17 12 2 31 — $ 18.0 $ 2.7 $ 20.7 2017 Total 35 26 2 63 1 $ 37.2 $ 3.8 $ 41.0 |
Real Property Interests (Tables
Real Property Interests (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Summary of the Partnership's Real Property Interests | The following table summarizes the Partnership’s real property interests (in thousands): March 31, 2018 December 31, 2017 Land $ 122,141 $ 114,385 Real property interests – perpetual 124,566 114,612 Real property interests – finite life 525,107 481,810 Construction in progress 18,230 7,574 Total land and real property interests 790,044 718,381 Accumulated amortization of real property interests (41,310 ) (37,817 ) Land and net real property interests $ 748,734 $ 680,564 |
Schedule of Allocation of Estimated Fair Values of the Assets Acquired and Liabilities Assumed | The following table summarizes final allocations for acquisitions during the three months ended March 31, 2018 and the year ended December 31, 2017 of estimated fair values of the assets acquired and liabilities assumed (in thousands). Investments in real In-place lease Above-market Below-market Period Land property interests intangibles lease intangibles lease intangibles Total 2018 $ 6,931 $ 53,148 $ 4,859 $ 612 $ (1,473 ) $ 64,077 2017 25,151 107,195 3,781 976 (1,850 ) 135,253 |
Schedule of Future Estimated Amortization of Finite Lived Real Property Interests | Future estimated aggregate amortization of finite lived real property interests for each of the five succeeding fiscal years and thereafter as of March 31, 2018, are as follows (in thousands): 2018 (nine months) $ 10,678 2019 13,971 2020 13,410 2021 12,819 2022 12,535 Thereafter 420,384 Total $ 483,797 |
Other Intangible Assets and L28
Other Intangible Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Intangible Assets And Liabilities [Abstract] | |
Summary of Identifiable Intangible Assets, Including Above/Below Market Lease Intangibles | The following table summarizes our identifiable intangible assets, including above/below‑market lease intangibles (in thousands): March 31, 2018 December 31, 2017 Acquired in-place lease Gross amount $ 25,362 $ 20,486 Accumulated amortization (6,644 ) (6,119 ) Net amount $ 18,718 $ 14,367 Acquired above-market leases Gross amount $ 7,113 $ 6,503 Accumulated amortization (3,122 ) (2,886 ) Net amount $ 3,991 $ 3,617 Total other intangible assets, net $ 22,709 $ 17,984 Acquired below-market leases Gross amount $ (22,690 ) $ (21,218 ) Accumulated amortization 8,949 8,385 Total other intangible liabilities, net $ (13,741 ) $ (12,833 ) |
Future Aggregate Amortization of Intangibles for Each of the Five Succeeding Fiscal Years and Thereafter | Future aggregate amortization of intangibles for each of the five succeeding fiscal years and thereafter as of March 31, 2018 follows (in thousands): Acquired in-place leases Acquired above-market Acquired below-market 2018 (nine months) $ 1,741 $ 645 $ (1,741 ) 2019 2,234 710 (2,267 ) 2020 2,141 522 (2,198 ) 2021 1,729 402 (1,909 ) 2022 1,574 323 (1,742 ) Thereafter 9,299 1,389 (3,884 ) Total $ 18,718 $ 3,991 $ (13,741 ) |
Investments in Receivables (Tab
Investments in Receivables (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Notes Receivable Net [Abstract] | |
Activity in investments in receivables | The following table reflects the activity in investments in receivables (in thousands): March 31, 2018 December 31, 2017 Investments in receivables – beginning $ 20,782 $ 17,440 Acquisitions — 4,389 Repayments (299 ) (1,180 ) Interest accretion — 7 Foreign currency translation adjustment 125 126 Investments in receivables – ending $ 20,608 $ 20,782 |
Annual amounts due | Annual amounts due as of March 31, 2018, are as follows (in thousands): 2018 (nine months) $ 2,046 2019 2,292 2020 2,285 2021 2,348 2022 2,486 Thereafter 28,422 Total $ 39,879 Interest $ 19,271 Principal 20,608 Total $ 39,879 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Partnership's debt | The following table summarizes the Partnership’s debt (in thousands): Outstanding Balance Maturity Date March 31, 2018 December 31, 2017 Revolving credit facility November 19, 2019 $ 344,000 $ 304,000 Series 2017-1 Class A 4.10% November 15, 2022 (1) $ 61,733 $ 62,000 Series 2017-1 Class B 3.81% November 15, 2022 (1) 17,880 18,000 Series 2016-1 Class A 3.52% June 1, 2021 (2) 88,589 89,171 Series 2016-1 Class B 7.02% June 1, 2021 (2) 25,100 25,100 Secured Notes 193,302 194,271 Discount on Secured Notes (1,733 ) (1,826 ) Deferred loan costs (5,047 ) (5,196 ) Secured Notes, net $ 186,522 $ 187,249 (1) Maturity date reflects anticipated repayment date; final legal maturity is November 15, 2047. (2) Maturity date reflects anticipated repayment date; final legal maturity is July 15, 2046. |
Schedule of 'secured notes' annual amounts due | The Secured Notes’ annual principal payment amounts due as of March 31, 2018, are as follows (in thousands): 2018 (nine months) $ 3,268 2019 6,110 2020 8,077 2021 105,652 2022 70,195 Total $ 193,302 |
Interest Rate Swap Agreements (
Interest Rate Swap Agreements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Table Summarizing Terms and Fair Value of Interest Rate Swaps | The following table summarizes the terms and fair value of the Partnerships’ interest rate swap agreements (in thousands, except percentages): Date Notional Revolver Effective Maturity Fair Value Asset at Entered Value Fixed Rate Date Date March 31, 2018 December 31, 2017 December 24, 2014 $ 70,000 4.02 % 12/24/2014 12/24/2018 $ 279 $ 164 February 5, 2015 25,000 3.79 4/13/2015 4/13/2019 227 174 August 24, 2015 50,000 4.24 10/1/2015 10/1/2022 1,672 840 March 23, 2016 50,000 4.17 12/24/2018 12/24/2021 1,332 761 March 31, 2016 20,000 4.06 12/24/2018 12/24/2021 593 364 March 31, 2016 25,000 4.13 4/13/2019 4/13/2022 709 418 June 12, 2017 50,000 4.56 3/2/2018 9/2/2024 1,495 438 $ 6,307 $ 3,159 |
Table Summarizing Fair Values of Sensitivity Analysis | The following table summarizes the fair values of the interest rate swaps as a result of the analysis performed (in thousands): Effects of Change in Interest Rates Date Entered Maturity Date +50 Basis Points -50 Basis Points +100 Basis Points -100 Basis Points December 24, 2014 12/24/2018 $ 512 $ 45 $ 744 $ (191 ) February 5, 2015 4/13/2019 351 102 475 (25 ) August 24, 2015 10/1/2022 2,703 665 3,685 (394 ) March 23, 2016 12/24/2021 2,029 651 2,691 (64 ) March 31, 2016 12/24/2021 872 322 1,136 37 March 31, 2016 4/13/2022 1,054 375 1,379 21 June 12, 2017 9/2/2024 2,930 69 4,288 (1,436 ) |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Schedule of changes in the number of units outstanding | The table below summarizes changes in the number of units outstanding for the three months ended March 31, 2018 and 2017 (in units): Series A Series B Common Subordinated Preferred Preferred Balance as of December 31, 2016 19,450,555 3,135,109 863,957 1,840,000 Unit Exchange Program 8,546 — — — Unit-based compensation 6,798 — — — Balance as of March 31, 2017 19,465,899 3,135,109 863,957 1,840,000 Balance as of December 31, 2017 20,146,458 3,135,109 1,568,402 2,463,015 Issuance of units to Fund H - January 18, 2018 1,506,421 — — — Conversion of subordinated units 3,135,109 (3,135,109 ) — — ATM Programs 27,830 — 24,747 — Unit Exchange Program 185,898 — — — Unit-based compensation 3,826 — — — Balance as of March 31, 2018 25,005,542 — 1,593,149 2,463,015 |
Schedule of quarterly distributions related to quarterly financial results | The table below summarizes the quarterly distributions related to our quarterly financial results: Total Distribution Distribution Quarter Ended Declaration Date Distribution Date Per Unit (in thousands) Common and Subordinated Units March 31, 2017 April 20, 2017 May 15, 2017 $ 0.3525 $ 8,133 June 30, 2017 July 19, 2017 August 14, 2017 0.3550 8,222 September 30, 2017 October 18, 2017 November 14, 2017 0.3575 8,303 December 31, 2017 January 24, 2018 February 14, 2018 0.3675 9,304 March 31, 2018 April 19, 2018 May 15, 2018 0.3675 9,384 Series A Preferred Units March 31, 2017 March 16, 2017 April 17, 2017 $ 0.5000 $ 432 June 30, 2017 June 22, 2017 July 17, 2017 0.5000 555 September 30, 2017 September 21, 2017 October 16, 2017 0.5000 713 December 31, 2017 December 21, 2017 January 16, 2018 0.5000 784 March 31, 2018 March 23, 2018 April 16, 2018 0.5000 797 Series B Preferred Units March 31, 2017 April 20, 2017 May 15, 2017 $ 0.4938 $ 934 June 30, 2017 July 19, 2017 August 15, 2017 0.4938 990 September 30, 2017 October 18, 2017 November 15, 2017 0.4938 1,203 December 31, 2017 January 22, 2018 February 15, 2018 0.4938 1,216 March 31, 2018 April 19, 2018 May 15, 2018 0.4938 1,216 |
Net Income (Loss) Per Limited33
Net Income (Loss) Per Limited Partner Unit (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Unit [Abstract] | |
Schedule of calculation of undistributed net loss | The calculation of the undistributed net loss attributable to common and subordinated unitholders for the three months ended March 31, 2018 and 2017 follows (in thousands): Three Months Ended March 31, 2018 2017 Net income attributable to limited partners $ 6,737 $ 3,524 Less: Distributions declared on Preferred Units (1,944 ) (1,344 ) General partner's incentive distribution rights (195 ) (88 ) Net income attributable to common and subordinated unitholders 4,598 2,092 Distributions declared on common units (9,190 ) (6,940 ) Distributions declared on subordinated units — (1,105 ) Undistributed net loss $ (4,592 ) $ (5,953 ) |
Calculation of net income (loss) per unit | The calculation of net income (loss) per common and subordinated unit for the three months ended March 31, 2018 and 2017 follows (in thousands, except per unit data): Three Months Ended March 31, 2018 2017 Common Units Subordinated Units Common Units Subordinated Units Distributions declared $ 9,190 $ — $ 6,940 $ 1,105 Undistributed net loss (4,289 ) (303 ) (5,128 ) (825 ) Net income (loss) attributable to common and subordinated units - basic 4,901 (303 ) 1,812 280 Net income (loss) attributable to subordinated units (303 ) — — — Net income (loss) attributable to common and subordinated units - diluted $ 4,598 $ (303 ) $ 1,812 $ 280 Weighted-average units outstanding: Basic 22,996 1,568 19,457 3,135 Effect of diluted subordinated units 1,568 — — — Diluted 24,564 1,568 19,457 3,135 Net income (loss) per common and subordinated unit: Basic $ 0.21 $ (0.19 ) $ 0.09 $ 0.09 Diluted (1) $ 0.19 $ (0.19 ) $ 0.09 $ 0.09 (1) The Partnership Agreement provides that when the subordination period ends, each outstanding subordinated unit will convert into one Common Unit and will thereafter participate pro rata with the other Common Units in distributions of available cash. |
Fair Value of Financial Instr34
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Table Summarizing the Carrying Amounts and Fair Values of Financial Instruments Which are Not Carried at Fair Value | The table below summarizes the carrying amounts and fair values of financial instruments which are not carried at fair value on the face of the financial statements (in thousands): March 31, 2018 December 31, 2017 Carrying amount Fair Value Carrying amount Fair Value Investment in receivables, net $ 20,608 $ 20,719 $ 20,782 $ 20,995 Revolving credit facility 344,000 344,000 304,000 304,000 Secured Notes, net 186,522 186,251 187,249 187,895 |
Assets Measured at Fair Value on a Recurring Basis | As of March 31, 2018 and December 31, 2017, the Partnership measured the following assets at fair value on a recurring basis (in thousands): March 31, 2018 December 31, 2017 Derivative Assets (1) $ 6,307 $ 3,159 (1) Fair value is calculated using level 2 inputs. Level 2 inputs are quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model‑derived valuations in which significant inputs and significant value drivers are observable in active markets. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Right of First Offer acquisitions | During the three months ended March 31, 2018 and during the year ended December 31, 2017, the Partnership completed the following ROFO acquisitions: Common Units Total No. of Total Total Issued to Acquired Total No. Investments in Consideration Common Units Landmark Acquisition Date Fund of Tenant Sites Receivables (in millions) Issued and Affiliates January 18, 2018 Fund H 127 — $ 59.9 1,506,421 — Various (1) Fund G 2 — 14.8 221,729 221,729 (1) In connection with the Fund G drop-down acquisition, the Partnership entered into a contractual obligation to acquire two tenant sites and related real property interests. The Partnership acquired one of these tenant sites and related real property interests on March 31, 2017 for cash consideration of $7.5 million and the remaining additional tenant site for $3.8 million on April 28, 2017. Upon completion of the full acquisition, the Partnership issued to Fund G on April 28, 2017. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Statement of Operations by Reportable Segment | For the three months ended March 31, 2018 (in thousands): Renewable Wireless Outdoor Power Communication Advertising Generation Corporate Total Revenue Rental revenue $ 9,645 $ 4,210 $ 1,840 $ — $ 15,695 Expenses Property operating 34 171 81 — 286 General and administrative — — — 1,699 1,699 Acquisition-related — — — 185 185 Amortization 3,072 793 157 — 4,022 Total expenses 3,106 964 238 1,884 6,192 Total other income and expenses 171 64 203 (3,124 ) (2,686 ) Income (loss) before income tax expense 6,710 3,310 1,805 (5,008 ) 6,817 Income tax expense — — — 76 76 Net income (loss) $ 6,710 $ 3,310 $ 1,805 $ (5,084 ) $ 6,741 For the three months ended March 31, 2017 (in thousands): Renewable Wireless Outdoor Power Communication Advertising Generation Corporate Total Revenue Rental revenue $ 7,963 $ 2,105 $ 1,773 $ — $ 11,841 Expenses Property operating 1 8 78 — 87 General and administrative — — — 1,408 1,408 Acquisition-related 14 174 — 279 467 Amortization 2,654 338 137 — 3,129 Impairments 110 46 — — 156 Total expenses 2,779 566 215 1,687 5,247 Total other income and expenses 180 — 179 (3,426 ) (3,067 ) Net income (loss) $ 5,364 $ 1,539 $ 1,737 $ (5,113 ) $ 3,527 |
Schedule of Total Assets by Reportable Segment | The Partnership’s total assets by segment were (in thousands): March 31, 2018 December 31, 2017 Segments Wireless communication $ 495,741 $ 440,139 Outdoor advertising 191,584 175,825 Renewable power generation 112,499 111,482 Corporate assets 29,722 40,553 Total assets $ 829,546 $ 767,999 |
Tenant Concentration (Tables)
Tenant Concentration (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Risks And Uncertainties [Abstract] | |
Schedule of Tenant Revenue Concentrations | For the three months ended March 31, 2018 and 2017, the Partnership had the following tenant revenue concentrations: Three Months Ended March 31, Tenant 2018 2017 T-Mobile 10.8 % 12.4 % AT&T Mobility 10.2 % 11.5 % Sprint 8.9 % 10.1 % Crown Castle 8.5 % 9.3 % |
Supplemental Cash Flow Inform38
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of noncash activities | Noncash activities for the three months ended March 31, 2018 and 2017 were as follows (in thousands): Three Months Ended March 31, 2018 2017 Capital contribution to fund general and administrative expense reimbursement $ 1,202 $ 955 Purchase price for acquisitions included in due to Landmark and affiliates 493 227 Issuance of common units for assets acquired from Fund H 27,342 — Unit Exchange Program acquisitions 3,147 128 Distributions payable to preferred unitholders 1,244 807 Offering costs included in accounts payable and accrued liabilities 207 — Deferred loan costs included in accounts payable and accrued liabilities 44 241 Purchase price for acquisitions and construction activities included in accounts payable 9,677 285 |
Schedule of cash flows related to interest paid | Cash flows related to interest paid was as follows (in thousands): Three Months Ended March 31, 2018 2017 Cash paid for interest $ 5,438 $ 3,527 Capitalized interest 76 — |
Business (Details)
Business (Details) - Limited Partners - Common Units - shares | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Partnership Equity | ||||
Number of units held (in shares) | 25,005,542 | 20,146,458 | 19,465,899 | 19,450,555 |
Landmark Dividend LLC | ||||
Partnership Equity | ||||
Number of units held (in shares) | 3,193,743 |
Basis of Presentation and Sum40
Basis of Presentation and Summary of Significant Accounting Policies - Recently Issued Accounting Standards (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Accounting Policies [Abstract] | ||||
Restricted cash | $ 3,621 | $ 18,672 | $ 1,800 | $ 2,900 |
Acquisitions - Drop-down Acquis
Acquisitions - Drop-down Acquisitions - General Information (Details) - Landmark, General Partner and affiliates - Acquisition from related party - item | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
2018 Drop-down Acquisitions | ||
Acquisitions | ||
Number of drop-down acquisitions | 1 | |
2017 Drop-down Acquisitions | ||
Acquisitions | ||
Number of drop-down acquisitions | 4 |
Acquisitions - Drop-down Acqu42
Acquisitions - Drop-down Acquisitions - Summary of Acquisitions Completed (Details) $ in Millions | Sep. 08, 2017USD ($) | Apr. 28, 2017USD ($) | Mar. 31, 2018USD ($)site | Mar. 31, 2017USD ($)site | Dec. 31, 2017USD ($)itemsite |
Acquisitions | |||||
Number of tenant sites acquired | 33 | 63 | |||
Investments in Receivables | item | 1 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 21.3 | $ 37.2 | |||
Common Units Issued to Landmark and Affiliates | $ | 3.2 | 3.8 | |||
Total | $ | $ 24.5 | $ 41 | |||
1-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 3.8 | $ 7.5 | |||
Wireless Communication | |||||
Acquisitions | |||||
Number of tenant sites acquired | 20 | 35 | |||
Outdoor Advertising | |||||
Acquisitions | |||||
Number of tenant sites acquired | 13 | 26 | |||
Renewable Power Generation | |||||
Acquisitions | |||||
Number of tenant sites acquired | 2 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 29-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 29 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 17.6 | ||||
Total | $ | $ 17.6 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 127-site fund H acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 127 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 32.6 | ||||
Common Units Issued to Landmark and Affiliates | $ | 27.3 | ||||
Total | $ | $ 59.9 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 49-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 49 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 33.3 | ||||
Total | $ | $ 33.3 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 1-site sponsor one acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 1.6 | ||||
Total | $ | $ 1.6 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 32-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 32 | ||||
Investments in Receivables | item | 2 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 22 | ||||
Total | $ | $ 22 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 41-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 41 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 24.7 | ||||
Total | $ | $ 24.7 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 2018 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 127 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 32.6 | ||||
Common Units Issued to Landmark and Affiliates | $ | 27.3 | ||||
Total | $ | $ 59.9 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 1-site sponsor acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 4.3 | ||||
Total | $ | $ 4.3 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 1-site fund G acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 3.8 | ||||
Common Units Issued to Landmark and Affiliates | $ | 3.5 | ||||
Total | $ | $ 7.3 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 1-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | 1 | |||
Consideration | |||||
Borrowings and Available Cash | $ | $ 1.6 | $ 3.8 | $ 7.5 | $ 7.5 | |
Total | $ | $ 7.5 | ||||
Landmark, General Partner and affiliates | Acquisition from related party | 2017 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 155 | ||||
Investments in Receivables | item | 2 | ||||
Consideration | |||||
Borrowings and Available Cash | $ | $ 114.8 | ||||
Common Units Issued to Landmark and Affiliates | $ | 3.5 | ||||
Total | $ | $ 118.3 | ||||
Landmark, General Partner and affiliates | Wireless Communication | Acquisition from related party | 29-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 23 | ||||
Landmark, General Partner and affiliates | Wireless Communication | Acquisition from related party | 127-site fund H acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 30 | ||||
Landmark, General Partner and affiliates | Wireless Communication | Acquisition from related party | 49-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 39 | ||||
Landmark, General Partner and affiliates | Wireless Communication | Acquisition from related party | 32-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 30 | ||||
Landmark, General Partner and affiliates | Wireless Communication | Acquisition from related party | 41-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 30 | ||||
Landmark, General Partner and affiliates | Wireless Communication | Acquisition from related party | 2018 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 30 | ||||
Landmark, General Partner and affiliates | Wireless Communication | Acquisition from related party | 2017 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 122 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 29-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 5 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 127-site fund H acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 90 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 49-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 10 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 32-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 41-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 9 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 2018 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 90 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 1-site sponsor acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 1-site fund G acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 1-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Landmark, General Partner and affiliates | Outdoor Advertising | Acquisition from related party | 2017 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 28 | ||||
Landmark, General Partner and affiliates | Renewable Power Generation | Acquisition from related party | 29-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Landmark, General Partner and affiliates | Renewable Power Generation | Acquisition from related party | 127-site fund H acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 7 | ||||
Landmark, General Partner and affiliates | Renewable Power Generation | Acquisition from related party | 1-site sponsor one acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Landmark, General Partner and affiliates | Renewable Power Generation | Acquisition from related party | 32-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 1 | ||||
Landmark, General Partner and affiliates | Renewable Power Generation | Acquisition from related party | 41-site acquisition | |||||
Acquisitions | |||||
Number of tenant sites acquired | 2 | ||||
Landmark, General Partner and affiliates | Renewable Power Generation | Acquisition from related party | 2018 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 7 | ||||
Landmark, General Partner and affiliates | Renewable Power Generation | Acquisition from related party | 2017 Drop-down Acquisitions | |||||
Acquisitions | |||||
Number of tenant sites acquired | 5 |
Acquisitions - Drop-down Acqu43
Acquisitions - Drop-down Acquisitions - Summary of Acquisitions Completed - Additional Information (Details) $ in Millions | Sep. 08, 2017USD ($) | Apr. 28, 2017USD ($)shares | Mar. 31, 2018USD ($)siteshares | Mar. 31, 2017USD ($)site | Dec. 31, 2017USD ($)site | Jun. 08, 2017site | Aug. 30, 2016site |
Acquisitions | |||||||
Number of tenant sites obligated to acquire | site | 2 | ||||||
Cash consideration | $ 21.3 | $ 37.2 | |||||
Number of tenant sites acquired | site | 33 | 63 | |||||
Common units issued to Fund G | shares | 221,729 | ||||||
1-site acquisition | |||||||
Acquisitions | |||||||
Cash consideration | $ 3.8 | $ 7.5 | |||||
Number of tenant sites acquired | site | 1 | ||||||
2-site acquisition | |||||||
Acquisitions | |||||||
Cash consideration | $ 11.3 | ||||||
Landmark, General Partner and affiliates | 2-site acquisition | |||||||
Acquisitions | |||||||
Common units issued to Fund G | shares | 221,729 | ||||||
Landmark, General Partner and affiliates | Acquisition from related party | |||||||
Acquisitions | |||||||
Number of tenant sites obligated to acquire | site | 2 | ||||||
Common units issued to Fund G | shares | 221,729 | ||||||
Landmark, General Partner and affiliates | Acquisition from related party | 1-site acquisition | |||||||
Acquisitions | |||||||
Number of tenant sites obligated to acquire | site | 1 | ||||||
Cash consideration | $ 1.6 | $ 3.8 | $ 7.5 | $ 7.5 | |||
Number of tenant sites acquired | site | 1 | 1 | |||||
Landmark, General Partner and affiliates | Acquisition from related party | Property Owner | |||||||
Acquisitions | |||||||
Cash consideration | 3.7 | ||||||
Landmark, General Partner and affiliates | Acquisition from related party | 2-site acquisition | |||||||
Acquisitions | |||||||
Cash consideration | 11.3 | ||||||
Landmark, General Partner and affiliates | Acquisition from related party | Landmark Acquisition | |||||||
Acquisitions | |||||||
Cash consideration | $ 0.6 |
Acquisitions - Third Party Acqu
Acquisitions - Third Party Acquisitions - General Information (Details) - shares | Apr. 28, 2017 | Mar. 31, 2018 | Dec. 31, 2017 |
Acquisitions | |||
Number of common units in connection with acquisition (in shares) | 221,729 | ||
UEP | |||
Acquisitions | |||
Number of common units in connection with acquisition (in shares) | 5,000,000 | 5,000,000 |
Acquisitions - Third Party Ac45
Acquisitions - Third Party Acquisitions - Summary of Acquisitions Completed (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2018USD ($)site | Dec. 31, 2017USD ($)site | Sep. 30, 2017USD ($)site | Jun. 30, 2017USD ($)itemsite | Mar. 31, 2017USD ($)site | Dec. 31, 2017USD ($)itemsite | |
Acquisitions | ||||||
Number of tenant sites acquired | 33 | 63 | ||||
Consideration | ||||||
Borrowings and Available Cash | $ | $ 21.3 | $ 37.2 | ||||
Common Units Issued to Landmark and Affiliates | $ | 3.2 | 3.8 | ||||
Consideration | $ | $ 24.5 | $ 41 | ||||
Investments in Receivables | item | 1 | |||||
International | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 3 | 2 | 6 | 7 | ||
Consideration | ||||||
Borrowings and Available Cash | $ | $ 11.5 | $ 4.1 | $ 9 | $ 3.6 | ||
Consideration | $ | $ 11.5 | $ 4.1 | $ 9 | $ 3.6 | ||
Investments in Receivables | item | 1 | |||||
Unit Exchange Acquisitions | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 6 | 7 | 4 | 1 | ||
Consideration | ||||||
Common Units Issued to Landmark and Affiliates | $ | $ 3.2 | $ 2.7 | $ 1 | $ 0.1 | ||
Consideration | $ | $ 3.2 | $ 2.7 | $ 1 | $ 0.1 | ||
Domestic | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 27 | 21 | 3 | 1 | 8 | |
Consideration | ||||||
Borrowings and Available Cash | $ | $ 21.3 | $ 6.5 | $ 0.8 | $ 0.5 | $ 1.2 | |
Consideration | $ | $ 21.3 | $ 6.5 | $ 0.8 | $ 0.5 | $ 1.2 | |
2017 Direct Third Party Acquisitions, Second Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 11 | |||||
Consideration | ||||||
Borrowings and Available Cash | $ | $ 9.5 | |||||
Common Units Issued to Landmark and Affiliates | $ | 1 | |||||
Consideration | $ | $ 10.5 | |||||
Investments in Receivables | item | 1 | |||||
2018 Direct Third Party Acquisitions, First Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 33 | |||||
Consideration | ||||||
Borrowings and Available Cash | $ | $ 21.3 | |||||
Common Units Issued to Landmark and Affiliates | $ | 3.2 | |||||
Consideration | $ | $ 24.5 | |||||
2017 Direct Third Party Acquisitions, First Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 16 | |||||
Consideration | ||||||
Borrowings and Available Cash | $ | $ 4.8 | |||||
Common Units Issued to Landmark and Affiliates | $ | 0.1 | |||||
Consideration | $ | $ 4.9 | |||||
2017 Direct Third Party Acquisitions, Third Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 5 | |||||
Consideration | ||||||
Borrowings and Available Cash | $ | $ 4.9 | |||||
Consideration | $ | $ 4.9 | |||||
2017 Direct Third Party Acquisitions, Fourth Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 31 | |||||
Consideration | ||||||
Borrowings and Available Cash | $ | $ 18 | |||||
Common Units Issued to Landmark and Affiliates | $ | 2.7 | |||||
Consideration | $ | $ 20.7 | |||||
Wireless Communication | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 20 | 35 | ||||
Wireless Communication | International | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 2 | 3 | ||||
Wireless Communication | Unit Exchange Acquisitions | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 5 | 3 | 3 | 1 | ||
Wireless Communication | Domestic | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 15 | 14 | 3 | 1 | 5 | |
Wireless Communication | 2017 Direct Third Party Acquisitions, Second Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 6 | |||||
Wireless Communication | 2018 Direct Third Party Acquisitions, First Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 20 | |||||
Wireless Communication | 2017 Direct Third Party Acquisitions, First Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 9 | |||||
Wireless Communication | 2017 Direct Third Party Acquisitions, Third Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 3 | |||||
Wireless Communication | 2017 Direct Third Party Acquisitions, Fourth Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 17 | |||||
Outdoor Advertising | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 13 | 26 | ||||
Outdoor Advertising | International | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 3 | 2 | 4 | 4 | ||
Outdoor Advertising | Unit Exchange Acquisitions | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 1 | 4 | 1 | |||
Outdoor Advertising | Domestic | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 12 | 5 | 3 | |||
Outdoor Advertising | 2017 Direct Third Party Acquisitions, Second Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 5 | |||||
Outdoor Advertising | 2018 Direct Third Party Acquisitions, First Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 13 | |||||
Outdoor Advertising | 2017 Direct Third Party Acquisitions, First Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 7 | |||||
Outdoor Advertising | 2017 Direct Third Party Acquisitions, Third Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 2 | |||||
Outdoor Advertising | 2017 Direct Third Party Acquisitions, Fourth Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 12 | |||||
Renewable Power Generation | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 2 | |||||
Renewable Power Generation | Domestic | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 2 | |||||
Renewable Power Generation | 2017 Direct Third Party Acquisitions, Fourth Quarter | ||||||
Acquisitions | ||||||
Number of tenant sites acquired | 2 |
Real Property Interests - Summa
Real Property Interests - Summary of Real Property Interests (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Real Estate [Abstract] | ||
Land | $ 122,141 | $ 114,385 |
Real property interests – perpetual | 124,566 | 114,612 |
Real property interests – finite life | 525,107 | 481,810 |
Construction in progress | 18,230 | 7,574 |
Total land and real property interests | 790,044 | 718,381 |
Accumulated amortization of real property interests | (41,310) | (37,817) |
Land and net real property interests | $ 748,734 | $ 680,564 |
Real Property Interests - Acqui
Real Property Interests - Acquisitions (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018USD ($)itemsite | Dec. 31, 2017USD ($)itemsite | |
Acquisitions | ||
Consideration | $ 24,500 | $ 41,000 |
Construction in progress | $ 18,230 | $ 7,574 |
Number of tenant sites acquired | site | 33 | 63 |
Investments in Receivables | item | 1 | |
Minimum | ||
Acquisitions | ||
Discount rate used to estimate fair values (as a percent) | 6.00% | |
Maximum | ||
Acquisitions | ||
Discount rate used to estimate fair values (as a percent) | 20.00% | |
Joint Venture | ||
Acquisitions | ||
Number of tenant sites acquired | site | 10 | |
Investments in Receivables | item | 1 | |
Total assets in investment receivables | $ 34,300 | |
Rental revenue generated by consolidated joint venture | 600 | |
Acquisition from related party | 2016 Drop-down Acquisitions | Landmark, General Partner and affiliates | ||
Acquisitions | ||
Consideration | 59,900 | $ 118,300 |
Net carry value | 39,500 | |
Flex Grid | ||
Acquisitions | ||
Construction in progress | $ 18,200 | $ 7,600 |
Real Property Interests - Sum48
Real Property Interests - Summary of Allocation of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||
Below market lease intangibles | $ (22,690) | $ (21,218) |
Landmark, General Partner and affiliates | Acquisition from related party | ||
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||
Land | 6,931 | 25,151 |
Investments in real property interests | 53,148 | 107,195 |
Below market lease intangibles | (1,473) | (1,850) |
Total | 64,077 | 135,253 |
Landmark, General Partner and affiliates | Acquisition from related party | Acquired in-place leases | ||
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||
Lease intangibles, assets | 4,859 | 3,781 |
Landmark, General Partner and affiliates | Acquisition from related party | Acquired above-market leases | ||
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||
Lease intangibles, assets | $ 612 | $ 976 |
Real Property Interests - Futur
Real Property Interests - Future Estimated Aggregate Amortization of Finite Lived Real Property Interests (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Future estimated aggregate amortization of real property interests | |
2018 (nine months) | $ 10,678 |
2,019 | 13,971 |
2,020 | 13,410 |
2,021 | 12,819 |
2,022 | 12,535 |
Thereafter | 420,384 |
Total | $ 483,797 |
Real Property Interests - Weigh
Real Property Interests - Weighted Average Remaining Amortization Period for Non-perpetual Real Property Interests (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Weighted average remaining amortization period for non-perpetual real property interests | 46 years |
Real Property Interests - Impai
Real Property Interests - Impairment (Details) | 3 Months Ended | |
Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($)site | |
Impairment | ||
Recognized impairment charge | $ 156,000 | |
Impaired Real Property Interest | ||
Impairment | ||
Number of real property interests impaired | site | 2 | |
Recognized impairment charge | $ 0 | $ 200,000 |
Impaired real property interests | $ 0 |
Other Intangible Assets and L52
Other Intangible Assets and Liabilities - Total Other Intangible Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Other Intangible Assets | ||
Net amount | $ 22,709 | $ 17,984 |
Acquired in-place leases | ||
Other Intangible Assets | ||
Gross amount | 25,362 | 20,486 |
Accumulated amortization | (6,644) | (6,119) |
Net amount | 18,718 | 14,367 |
Acquired above-market leases | ||
Other Intangible Assets | ||
Gross amount | 7,113 | 6,503 |
Accumulated amortization | (3,122) | (2,886) |
Net amount | $ 3,991 | $ 3,617 |
Other Intangible Assets and L53
Other Intangible Assets and Liabilities - Total Other Intangible Liabilities, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Acquired below-market leases | ||
Below market lease intangibles | $ (22,690) | $ (21,218) |
Accumulated amortization | 8,949 | 8,385 |
Net amount | $ (13,741) | $ (12,833) |
Other Intangible Assets and L54
Other Intangible Assets and Liabilities - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Other Intangible Assets And Liabilities [Abstract] | ||
Amortization of above-and below-market leases | $ 328 | $ 283 |
Amortization expense | $ 500 | $ 400 |
Other Intangible Assets and L55
Other Intangible Assets and Liabilities - Future Aggregate Amortization of Other Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Future amortization of lease intangibles | ||
Net amount | $ 22,709 | $ 17,984 |
Acquired in-place leases | ||
Future amortization of lease intangibles | ||
2018 (nine months) | 1,741 | |
2,019 | 2,234 | |
2,020 | 2,141 | |
2,021 | 1,729 | |
2,022 | 1,574 | |
Thereafter | 9,299 | |
Net amount | 18,718 | 14,367 |
Acquired above-market leases | ||
Future amortization of lease intangibles | ||
2018 (nine months) | 645 | |
2,019 | 710 | |
2,020 | 522 | |
2,021 | 402 | |
2,022 | 323 | |
Thereafter | 1,389 | |
Net amount | $ 3,991 | $ 3,617 |
Other Intangible Assets and L56
Other Intangible Assets and Liabilities - Future Aggregate Amortization of Other Intangible Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Future amortization of acquired below-market leases | ||
2018 (nine months) | $ (1,741) | |
2,019 | (2,267) | |
2,020 | (2,198) | |
2,021 | (1,909) | |
2,022 | (1,742) | |
Thereafter | (3,884) | |
Net amount | $ (13,741) | $ (12,833) |
Investments in Receivables - Ge
Investments in Receivables - General Information (Details) - USD ($) $ in Millions | Jul. 21, 2015 | Mar. 31, 2018 | Mar. 31, 2017 |
Receivables With Imputed Interest [Line Items] | |||
Payment collection period, minimum | 2 years | ||
Payment collection period, maximum | 99 years | ||
Interest income recognized | $ 0.4 | $ 0.4 | |
Minimum | |||
Receivables With Imputed Interest [Line Items] | |||
Discount rate | 7.00% | ||
Maximum | |||
Receivables With Imputed Interest [Line Items] | |||
Discount rate | 14.00% |
Investments in Receivables - Ac
Investments in Receivables - Activity in Investments in Receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Notes Receivable Net [Abstract] | |||
Investments in receivables – beginning | $ 20,782 | $ 17,440 | $ 17,440 |
Acquisitions | 4,389 | ||
Repayments | (299) | (245) | (1,180) |
Interest accretion | $ 9 | 7 | |
Foreign currency translation adjustment | 125 | 126 | |
Investments in receivables – ending | $ 20,608 | $ 20,782 |
Investments in Receivables - An
Investments in Receivables - Annual Amounts Due (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Notes Receivable Net [Abstract] | |
2018 (nine months) | $ 2,046 |
2,019 | 2,292 |
2,020 | 2,285 |
2,021 | 2,348 |
2,022 | 2,486 |
Thereafter | 28,422 |
Total | $ 39,879 |
Investments in Receivables - 60
Investments in Receivables - Annual Amounts Due - Principal and Interest (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Notes Receivable Net [Abstract] | |
Interest | $ 19,271 |
Principal | 20,608 |
Total | $ 39,879 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2017 | Jun. 16, 2016 | |
Debt | ||||
Outstanding Balance, revolving credit facility | $ 344,000,000 | $ 304,000,000 | ||
Deferred loan costs | (3,149,000) | (3,589,000) | ||
Secured notes, net | 186,522,000 | 187,249,000 | ||
Senior secured revolving credit facility | ||||
Debt | ||||
Outstanding Balance, revolving credit facility | $ 344,000,000 | 304,000,000 | ||
Maturity Date | Nov. 19, 2019 | |||
Series 2017-1 Class A 4.10% | ||||
Debt | ||||
Outstanding Balance, secured debt | $ 61,733,000 | 62,000,000 | ||
Maturity Date | Nov. 15, 2022 | |||
Series 2017-1 Class B 3.81% | ||||
Debt | ||||
Outstanding Balance, secured debt | $ 17,880,000 | 18,000,000 | ||
Maturity Date | Nov. 15, 2022 | |||
Series 2016-1 Class A 3.52% | ||||
Debt | ||||
Outstanding Balance, secured debt | $ 88,589,000 | 89,171,000 | ||
Maturity Date | Jun. 1, 2021 | |||
Series 2016-1 Class B 7.02% | ||||
Debt | ||||
Outstanding Balance, secured debt | $ 25,100,000 | 25,100,000 | ||
Maturity Date | Jun. 1, 2021 | |||
Secured notes | ||||
Debt | ||||
Outstanding Balance, secured debt | $ 193,302,000 | 194,271,000 | ||
Discount on Secured Notes | (1,733,000) | (1,826,000) | $ (1,800,000) | $ (17,292) |
Deferred loan costs | (5,047,000) | (5,196,000) | ||
Secured notes, net | $ 186,522,000 | $ 187,249,000 |
Debt - Summary of Debt (Parenth
Debt - Summary of Debt (Parenthetical) (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Series 2017-1 Class A 4.10% | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 4.10% |
Debt instrument, final legal maturity date | Nov. 15, 2022 |
Series 2017-1 Class B 3.81% | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 3.81% |
Debt instrument, final legal maturity date | Nov. 15, 2022 |
Series 2016-1 Class A 3.52% | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 3.52% |
Debt instrument, final legal maturity date | Jun. 1, 2021 |
Series 2016-1 Class B 7.02% | |
Debt Instrument [Line Items] | |
Interest rate (as a percent) | 7.02% |
Debt instrument, final legal maturity date | Jun. 1, 2021 |
Series 2017-1 Class A 4.10% and Class B 3.81% | |
Debt Instrument [Line Items] | |
Debt instrument, final legal maturity date | Nov. 15, 2047 |
Series 2016-1 Class A 3.52% and Class B 7.02% | |
Debt Instrument [Line Items] | |
Debt instrument, final legal maturity date | Jul. 15, 2046 |
Debt - Revolving Credit Facilit
Debt - Revolving Credit Facility (Details) - Senior secured revolving credit facility - USD ($) $ in Millions | Dec. 28, 2017 | Mar. 31, 2018 |
Debt | ||
Additional available commitments | $ 23 | |
Aggregate commitments | $ 390 | |
Undrawn borrowing capacity | $ 46 | |
Base rate - federal funds rate | ||
Debt | ||
Applicable margin (as a percent) | 0.50% | |
Base rate - one month LIBOR | ||
Debt | ||
Applicable margin (as a percent) | 1.00% | |
Base rate | ||
Debt | ||
Applicable margin (as a percent) | 1.50% | |
One month LIBOR | ||
Debt | ||
Applicable margin (as a percent) | 2.50% |
Debt - Secured Notes (Details)
Debt - Secured Notes (Details) - USD ($) | Nov. 30, 2017 | Jun. 16, 2016 | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||
Restricted cash reserved | $ 3,621,000 | $ 18,672,000 | $ 1,800,000 | $ 2,900,000 | ||
Secured notes | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 80,000,000 | $ 116,600,000 | ||||
Acquisition costs, period cost | 16,000,000 | |||||
Debt discount | 1,800,000 | 17,292 | $ 1,733,000 | $ 1,826,000 | ||
Secured notes | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt service coverage ratio | 200.00% | |||||
Senior secured revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Repayment of debt | $ 112,300,000 | |||||
Senior secured revolving credit facility | Restricted Reserve Accounts | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Repayment of debt | 54,000,000 | |||||
Senior secured revolving credit facility | Restricted Reserve Accounts | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Repayment of debt | $ 17,500,000 | |||||
Series 2017-1 Class A 4.10% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (as a percent) | 4.10% | |||||
Series 2017-1 Class B 3.81% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (as a percent) | 3.81% | |||||
Series 2016-1 Class A 3.52% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (as a percent) | 3.52% | |||||
Series 2016-1 Class B 7.02% | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate (as a percent) | 7.02% |
Debt - Annual Principal Payment
Debt - Annual Principal Payment Amounts (Details) - Secured notes - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
2018 (nine months) | $ 3,268 | |
2,019 | 6,110 | |
2,020 | 8,077 | |
2,021 | 105,652 | |
2,022 | 70,195 | |
Total | $ 193,302 | $ 194,271 |
Debt - Interest Expense (Detail
Debt - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Interest Expense | |||
Debt interest expense | $ 6,300 | $ 3,900 | |
Interest payable | 700 | $ 700 | |
Amortization of deferred loan costs | 798 | 437 | |
Interest expense | |||
Interest Expense | |||
Amortization of deferred loan costs | $ 800 | $ 400 |
Interest Rate Swap Agreements -
Interest Rate Swap Agreements - Fair Value of Interest Rate Swap Agreements (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Agreement effective date December 24, 2014 | ||
Interest Rate Swap Agreements | ||
Notional value | $ 70,000,000 | |
Revolver Fixed Rate | 4.02% | |
Agreement effective date April 13, 2015 | ||
Interest Rate Swap Agreements | ||
Notional value | $ 25,000,000 | |
Revolver Fixed Rate | 3.79% | |
Agreement effective date October 1, 2015 | ||
Interest Rate Swap Agreements | ||
Notional value | $ 50,000,000 | |
Revolver Fixed Rate | 4.24% | |
Agreement entered into March 23, 2016 effective date December 24, 2018 | ||
Interest Rate Swap Agreements | ||
Notional value | $ 50,000,000 | |
Revolver Fixed Rate | 4.17% | |
Agreement entered into March 31, 2016 effective date December 24, 2018 | ||
Interest Rate Swap Agreements | ||
Notional value | $ 20,000,000 | |
Revolver Fixed Rate | 4.06% | |
Agreement entered into March 31, 2016 effective date April 13, 2019 | ||
Interest Rate Swap Agreements | ||
Notional value | $ 25,000,000 | |
Revolver Fixed Rate | 4.13% | |
Agreement entered into June 12, 2017 effective date March 02, 2018 | ||
Interest Rate Swap Agreements | ||
Notional value | $ 50,000,000 | |
Revolver Fixed Rate | 4.56% | |
Level 2 inputs | Agreement effective date December 24, 2014 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | $ 279,000 | $ 164,000 |
Level 2 inputs | Agreement effective date April 13, 2015 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | 227,000 | 174,000 |
Level 2 inputs | Agreement effective date October 1, 2015 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | 1,672,000 | 840,000 |
Level 2 inputs | Agreement entered into March 23, 2016 effective date December 24, 2018 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | 1,332,000 | 761,000 |
Level 2 inputs | Agreement entered into March 31, 2016 effective date December 24, 2018 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | 593,000 | 364,000 |
Level 2 inputs | Agreement entered into March 31, 2016 effective date April 13, 2019 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | 709,000 | 418,000 |
Level 2 inputs | Agreement entered into June 12, 2017 effective date March 02, 2018 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | 1,495,000 | 438,000 |
Level 2 inputs | Agreement entered into April 1, 2015 effective date April, 1, 2015 | ||
Interest Rate Swap Agreements | ||
Fair Value Asset (Liability) | $ 6,307,000 | $ 3,159,000 |
Interest Rate Swap Agreements68
Interest Rate Swap Agreements - Gain on Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Interest Rate Swap Agreements | ||
Unrealized gain on derivatives | $ 3,148 | $ 494 |
Interest Rate Swap Agreements69
Interest Rate Swap Agreements - Sensitivity Analysis (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Agreement effective date December 24, 2014 | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | $ 512 |
Agreement effective date December 24, 2014 | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 45 |
Agreement effective date December 24, 2014 | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 744 |
Agreement effective date December 24, 2014 | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | (191) |
Agreement effective date April 13, 2015 | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 351 |
Agreement effective date April 13, 2015 | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 102 |
Agreement effective date April 13, 2015 | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 475 |
Agreement effective date April 13, 2015 | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | (25) |
Agreement effective date October 1, 2015 | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 2,703 |
Agreement effective date October 1, 2015 | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 665 |
Agreement effective date October 1, 2015 | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 3,685 |
Agreement effective date October 1, 2015 | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | (394) |
Agreement entered into March 23, 2016 effective date December 24, 2018 | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 2,029 |
Agreement entered into March 23, 2016 effective date December 24, 2018 | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 651 |
Agreement entered into March 23, 2016 effective date December 24, 2018 | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 2,691 |
Agreement entered into March 23, 2016 effective date December 24, 2018 | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | (64) |
Agreement entered into March 31, 2016 effective date December 24, 2018 | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 872 |
Agreement entered into March 31, 2016 effective date December 24, 2018 | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 322 |
Agreement entered into March 31, 2016 effective date December 24, 2018 | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 1,136 |
Agreement entered into March 31, 2016 effective date December 24, 2018 | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 37 |
Agreement entered into March 31, 2016 effective date April 13, 2019 | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 1,054 |
Agreement entered into March 31, 2016 effective date April 13, 2019 | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 375 |
Agreement entered into March 31, 2016 effective date April 13, 2019 | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 1,379 |
Agreement entered into March 31, 2016 effective date April 13, 2019 | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 21 |
Agreement entered into June 12, 2017 effective date March 02, 2018 | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 2,930 |
Agreement entered into June 12, 2017 effective date March 02, 2018 | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 69 |
Agreement entered into June 12, 2017 effective date March 02, 2018 | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | 4,288 |
Agreement entered into June 12, 2017 effective date March 02, 2018 | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative | $ (1,436) |
Interest Rate Swap Agreement | Increase of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, assumed increase (decrease) in basis points (as a percent) | 0.50% |
Interest Rate Swap Agreement | Decrease of 50 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, assumed increase (decrease) in basis points (as a percent) | (0.50%) |
Interest Rate Swap Agreement | Increase of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, assumed increase (decrease) in basis points (as a percent) | 1.00% |
Interest Rate Swap Agreement | Decrease of 100 Basis Points | |
Interest Rate Swap Agreements | |
Sensitivity analysis, assumed increase (decrease) in basis points (as a percent) | (1.00%) |
Equity - Changes in Units Outst
Equity - Changes in Units Outstanding (Details) - shares | Apr. 28, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Increase (decrease) in partners' capital | ||||
Issuance of units to Fund H | 221,729 | |||
Limited Partners | Common Units | ||||
Increase (decrease) in partners' capital | ||||
Balance (in units) | 20,146,458 | 19,450,555 | 19,450,555 | |
Unit-based compensation (in units) | 3,826 | 6,798 | ||
Balance (in units) | 25,005,542 | 19,465,899 | 20,146,458 | |
Conversion of subordinated units (in units) | 3,135,109 | |||
Limited Partners | Common Units | Landmark, General Partner and affiliates | ||||
Increase (decrease) in partners' capital | ||||
Issuance of units to Fund H | 1,506,421 | |||
Limited Partners | Common Units | Unit Exchange Program | ||||
Increase (decrease) in partners' capital | ||||
Issuance of units, net (in units) | 185,898 | 8,546 | ||
Limited Partners | Common Units | At The Market Issuance Sales Agreement | ||||
Increase (decrease) in partners' capital | ||||
Issuance of units, net (in units) | 27,830 | |||
Limited Partners | Subordinated Units | ||||
Increase (decrease) in partners' capital | ||||
Balance (in units) | 3,135,109 | 3,135,109 | 3,135,109 | |
Balance (in units) | 3,135,109 | 3,135,109 | ||
Conversion of subordinated units (in units) | (3,135,109) | |||
Limited Partners | Preferred Units Series A | ||||
Increase (decrease) in partners' capital | ||||
Balance (in units) | 1,568,402 | 863,957 | 863,957 | |
Balance (in units) | 1,593,149 | 863,957 | 1,568,402 | |
Limited Partners | Preferred Units Series A | At The Market Issuance Sales Agreement | ||||
Increase (decrease) in partners' capital | ||||
Issuance of units, net (in units) | 24,747 | |||
Limited Partners | Preferred Units Series B | ||||
Increase (decrease) in partners' capital | ||||
Balance (in units) | 2,463,015 | 1,840,000 | 1,840,000 | |
Balance (in units) | 2,463,015 | 1,840,000 | 2,463,015 |
Equity - General Information (D
Equity - General Information (Details) $ / shares in Units, $ in Millions | Feb. 15, 2018 | Apr. 28, 2017shares | Mar. 30, 2017USD ($) | Mar. 27, 2017USD ($) | Jun. 24, 2016USD ($) | Feb. 16, 2016USD ($) | Mar. 31, 2018USD ($)site$ / sharesshares | Mar. 31, 2017USD ($)siteshares | Dec. 31, 2017USD ($)site | Mar. 10, 2016shares |
Partnership Equity | ||||||||||
Aggregate offering price | $ | $ 750 | |||||||||
Number of tenant sites acquired | site | 33 | 63 | ||||||||
Number of common units in connection with acquisition (in shares) | shares | 221,729 | |||||||||
Common Units Issued to Landmark and Affiliates | $ | $ 3.2 | $ 3.8 | ||||||||
Quarterly distributions | ||||||||||
Conversion ratio of subordinated units into common units | 100.00% | |||||||||
Wireless Communication | ||||||||||
Partnership Equity | ||||||||||
Number of tenant sites acquired | site | 20 | 35 | ||||||||
1-site acquisition | ||||||||||
Partnership Equity | ||||||||||
Number of tenant sites acquired | site | 1 | |||||||||
At The Market Issuance Sales Agreement | Preferred Units | ||||||||||
Partnership Equity | ||||||||||
Aggregate offering price | $ | $ 40 | |||||||||
Unit Exchange Program | 1-site acquisition | Wireless Communication | ||||||||||
Partnership Equity | ||||||||||
Number of tenant sites acquired | site | 6 | |||||||||
Common Units Issued to Landmark and Affiliates | $ | $ 3.2 | |||||||||
Unit Exchange Program | 3-site acquisition | Wireless Communication | ||||||||||
Partnership Equity | ||||||||||
Number of tenant sites acquired | site | 1 | |||||||||
Common Units Issued to Landmark and Affiliates | $ | $ 0.1 | |||||||||
Limited Partners | Common Units | ||||||||||
Partnership Equity | ||||||||||
Issuance of units, net (in shares) | shares | 1,721,000 | 8,000 | ||||||||
Quarterly distributions | ||||||||||
Minimum quarterly distribution per unit (in dollars per share) | $ / shares | $ 0.2875 | |||||||||
Limited Partners | Preferred Units Series A | ||||||||||
Partnership Equity | ||||||||||
Issuance of units, net (in shares) | shares | 25,000 | |||||||||
Limited Partners | At The Market Issuance Sales Agreement | Common Units | ||||||||||
Partnership Equity | ||||||||||
Aggregate offering price | $ | $ 50 | |||||||||
Issuance of units, net (in shares) | shares | 27,830 | 0 | ||||||||
Proceeds from issuance of unit, before costs | $ | $ 0.5 | |||||||||
Limited Partners | At The Market Issuance Sales Agreement | Preferred Units Series A | ||||||||||
Partnership Equity | ||||||||||
Issuance of units, net (in shares) | shares | 24,747 | 0 | ||||||||
Proceeds from issuance of unit, before costs | $ | $ 0.6 | |||||||||
Limited Partners | At The Market Issuance Sales Agreement | Preferred Units Series B | ||||||||||
Partnership Equity | ||||||||||
Aggregate offering price | $ | $ 50 | |||||||||
Issuance of units, net (in shares) | shares | 0 | 0 | ||||||||
Limited Partners | Unit Exchange Program | Common Units | ||||||||||
Partnership Equity | ||||||||||
Units authorized (in units) | shares | 5,000,000 | |||||||||
Limited Partners | Unit Exchange Program | Common Units | 1-site acquisition | Wireless Communication | ||||||||||
Partnership Equity | ||||||||||
Number of common units in connection with acquisition (in shares) | shares | 185,898 | |||||||||
Limited Partners | Unit Exchange Program | Common Units | 3-site acquisition | Wireless Communication | ||||||||||
Partnership Equity | ||||||||||
Number of common units in connection with acquisition (in shares) | shares | 8,546 |
Equity - Summary of Quarterly D
Equity - Summary of Quarterly Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | |
Common and Subordinated Units | |||||
Quarterly distributions | |||||
Declaration Date | Apr. 19, 2018 | Jan. 24, 2018 | Oct. 18, 2017 | Jul. 19, 2017 | Apr. 20, 2017 |
Distribution Date | May 15, 2018 | Feb. 14, 2018 | Nov. 14, 2017 | Aug. 14, 2017 | May 15, 2017 |
Distribution Per Unit Paid (in dollars per share) | $ 0.3675 | $ 0.3675 | $ 0.3575 | $ 0.3550 | $ 0.3525 |
Total Distribution Paid | $ 9,384 | $ 9,304 | $ 8,303 | $ 8,222 | $ 8,133 |
Preferred Units Series A | |||||
Quarterly distributions | |||||
Declaration Date | Mar. 23, 2018 | Dec. 21, 2017 | Sep. 21, 2017 | Jun. 22, 2017 | Mar. 16, 2017 |
Distribution Date | Apr. 16, 2018 | Jan. 16, 2018 | Oct. 16, 2017 | Jul. 17, 2017 | Apr. 17, 2017 |
Distribution Per Unit Paid (in dollars per share) | $ 0.5000 | $ 0.5000 | $ 0.5000 | $ 0.5000 | $ 0.5000 |
Total Distribution Paid | $ 797 | $ 784 | $ 713 | $ 555 | $ 432 |
Preferred Units Series B | |||||
Quarterly distributions | |||||
Declaration Date | Apr. 19, 2018 | Jan. 22, 2018 | Oct. 18, 2017 | Jul. 19, 2017 | Apr. 20, 2017 |
Distribution Date | May 15, 2018 | Feb. 15, 2018 | Nov. 15, 2017 | Aug. 15, 2017 | May 15, 2017 |
Distribution Per Unit Paid (in dollars per share) | $ 0.4938 | $ 0.4938 | $ 0.4938 | $ 0.4938 | $ 0.4938 |
Total Distribution Paid | $ 1,216 | $ 1,216 | $ 1,203 | $ 990 | $ 934 |
Net Income (Loss) Per Limited73
Net Income (Loss) Per Limited Partner Unit - Additional Information (Details) - item | Feb. 15, 2018 | Mar. 31, 2018 |
General Partner | Common Units | ||
Limited Partners Capital Account [Line Items] | ||
Cash distribution declaration date | Mar. 31, 2018 | |
Cash distribution payable date | May 15, 2018 | |
Cash distribution record date | May 1, 2018 | |
Landmark Dividend LLC | ||
Limited Partners Capital Account [Line Items] | ||
Number of common units that will convert from each outstanding subordinated unit | 1 |
Net Income (Loss) Per Limited74
Net Income (Loss) Per Limited Partner Unit - Undistributed Net Loss Attributable to Common and Subordinated Unitholders (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Net income (loss) attributable to partners: | ||
Net income attributable to limited partners | $ 6,737 | $ 3,524 |
Less: Distributions declared | (1,944) | (1,344) |
Incentive distribution rights | (195) | (88) |
Net income attributable to common and subordinated unitholders | 4,598 | 2,092 |
General Partner | ||
Net income (loss) attributable to partners: | ||
Incentive distribution rights | (195) | (88) |
Preferred Units | ||
Net income (loss) attributable to partners: | ||
Less: Distributions declared | (1,944) | (1,344) |
Common Units | ||
Net income (loss) attributable to partners: | ||
Less: Distributions declared | (9,190) | (6,940) |
Net income attributable to common and subordinated unitholders | 4,901 | 1,812 |
Undistributed net loss | (4,289) | (5,128) |
Subordinated Units | ||
Net income (loss) attributable to partners: | ||
Less: Distributions declared | (1,105) | |
Net income attributable to common and subordinated unitholders | (303) | 280 |
Undistributed net loss | (303) | (825) |
Common and Subordinated Units | ||
Net income (loss) attributable to partners: | ||
Undistributed net loss | $ (4,592) | $ (5,953) |
Net Income (Loss) Per Limited75
Net Income (Loss) Per Limited Partner Unit - Net Income (Loss) per Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Net income (loss) attributable to partners: | ||
Distributions declared | $ 1,944 | $ 1,344 |
Net income attributable to common and subordinated unitholders | $ 4,598 | $ 2,092 |
Weighted-average units outstanding: | ||
Basic (in shares) | 22,996 | 19,457 |
Units - diluted (in shares) | 24,564 | 19,457 |
Net income (loss) per common and subordinated unit: | ||
Basic (in dollars per share) | $ 0.21 | $ 0.09 |
Diluted (in dollars per share) | $ 0.19 | $ 0.09 |
Common Units | ||
Net income (loss) attributable to partners: | ||
Distributions declared | $ 9,190 | $ 6,940 |
Undistributed net loss | (4,289) | (5,128) |
Net income attributable to common and subordinated unitholders | 4,901 | 1,812 |
Net income (loss) attributable to subordinated units | (303) | |
Net income (loss) attributable to common and subordinated units - diluted | $ 4,598 | $ 1,812 |
Weighted-average units outstanding: | ||
Basic (in shares) | 22,996 | 19,457 |
Effect of diluted subordinated units (in shares) | 1,568 | |
Units - diluted (in shares) | 24,564 | 19,457 |
Net income (loss) per common and subordinated unit: | ||
Basic (in dollars per share) | $ 0.21 | $ 0.09 |
Diluted (in dollars per share) | $ 0.19 | $ 0.09 |
Subordinated Units | ||
Net income (loss) attributable to partners: | ||
Distributions declared | $ 1,105 | |
Undistributed net loss | $ (303) | (825) |
Net income attributable to common and subordinated unitholders | (303) | 280 |
Net income (loss) attributable to common and subordinated units - diluted | $ (303) | $ 280 |
Weighted-average units outstanding: | ||
Basic (in shares) | 1,568 | 3,135 |
Units - diluted (in shares) | 1,568 | 3,135 |
Net income (loss) per common and subordinated unit: | ||
Basic (in dollars per share) | $ (0.19) | $ 0.09 |
Diluted (in dollars per share) | $ (0.19) | $ 0.09 |
Net Income (Loss) Per Limited76
Net Income (Loss) Per Limited Partner Unit - Net Income (Loss) per Unit (Parenthetical) (Details) - Landmark Dividend LLC | Feb. 15, 2018item | Mar. 31, 2018shares |
Limited Partners Capital Account [Line Items] | ||
Number of common units that will convert from each outstanding subordinated unit | item | 1 | |
Common Units | ||
Limited Partners Capital Account [Line Items] | ||
Number of units converted | shares | 3,135,109 |
Fair Value of Financial Instr77
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Carrying Amount | ||
Investment in receivables, net | ||
Investment in receivables, net | $ 20,608 | $ 20,782 |
Fair Value | ||
Investment in receivables, net | ||
Investment in receivables, net | 20,719 | 20,995 |
Senior secured revolving credit facility | Carrying Amount | ||
Debt | ||
Revolving credit facility | 344,000 | 304,000 |
Senior secured revolving credit facility | Fair Value | ||
Debt | ||
Revolving credit facility | $ 344,000 | 304,000 |
Senior secured revolving credit facility | One month LIBOR | ||
Fair Value of Financial Instruments | ||
Applicable margin | 2.50% | |
Secured notes | Carrying Amount | ||
Debt | ||
Secured Notes, net | $ 186,522 | 187,249 |
Secured notes | Fair Value | ||
Debt | ||
Secured Notes, net | $ 186,251 | $ 187,895 |
Fair Value of Financial Instr78
Fair Value of Financial Instruments - Assets Carried at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Recurring | Level 2 inputs | ||
Fair Value of Financial Instruments | ||
Derivative Assets | $ 6,307 | $ 3,159 |
Related-Party Transactions (Det
Related-Party Transactions (Details) | Nov. 30, 2017 | Jun. 16, 2017 | Mar. 31, 2018USD ($)item$ / shares | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Jun. 13, 2017 |
Related-Party Transactions | ||||||
Incentive Distribution Distribution Rights | $ 195,000 | $ 88,000 | ||||
Due from Landmark and affiliates | $ 629,000 | |||||
Incentive Distribution Rights | ||||||
Related-Party Transactions | ||||||
Threshold percentage per unit per quarter (in dollars per share) | $ / shares | $ 0.2875 | |||||
Percentage of total cash distributions | 15.00% | |||||
Incentive Distribution Distribution Rights | $ 200,000 | 100,000 | ||||
Incentive Distribution Rights | Maximum | ||||||
Related-Party Transactions | ||||||
Percentage of available cash | 50.00% | |||||
Landmark, General Partner and affiliates | ||||||
Related-Party Transactions | ||||||
Due from Landmark and affiliates | $ 300,000 | 600,000 | ||||
Landmark, General Partner and affiliates | Capped reimbursement for certain general and administrative expenses | ||||||
Related-Party Transactions | ||||||
Quarterly cap | $ 162,500 | |||||
Percentage of revenue (as a percent) | 3.00% | |||||
Expiration of quarterly cap, measurement period, number of consecutive fiscal quarters (in periods) | item | 4 | |||||
Expiration of quarterly cap, measurement period, minimum revenue | $ 80,000,000 | |||||
Reimbursement of expenses that exceeded the cap | 1,200,000 | 1,000,000 | ||||
American Infrastructure Funds | Patent License Agreement Fees | ||||||
Related-Party Transactions | ||||||
Fee for second year of agreement (in dollars per year) | $ 50,000 | |||||
Maximum fee each year starting in third year of agreement, as a percentage of our gross revenue | 0.10% | |||||
Minimum fee each year starting in third year of agreement (in dollars per year) | $ 100,000 | |||||
License fees related to agreement | 25,000 | 25,000 | ||||
General Partner | Secured Notes Management Agreement | ||||||
Related-Party Transactions | ||||||
Management fee (as a percent) | 1.50% | 1.50% | ||||
General Partner | Management fees | ||||||
Related-Party Transactions | ||||||
Costs incurred | 7,918 | $ 4,638 | ||||
Landmark Dividend LLC | Management fees | ||||||
Related-Party Transactions | ||||||
Costs incurred | 0 | |||||
Penteon Corporation | ||||||
Related-Party Transactions | ||||||
Leasing costs incurred for deployment of LPWAN | $ 0 | $ 200,000 | ||||
Penteon Corporation | Sponsor | ||||||
Related-Party Transactions | ||||||
Warrant to purchase maximum number of preferred stock, in percentage | 25.00% |
Related-Party Transactions - Su
Related-Party Transactions - Summary of Completed Right of First Offer ("ROFO") Acquisitions (Details) $ in Millions | Jan. 18, 2018USD ($)itemshares | Apr. 28, 2017shares | Mar. 31, 2018USD ($)itemsiteshares | Dec. 31, 2017USD ($)itemsite |
Related-Party Transactions | ||||
Total No. of Tenant Sites | site | 33 | 63 | ||
Total No. of Investments in Receivables | item | 1 | |||
Total Consideration | $ | $ 24.5 | $ 41 | ||
Common units issued to Fund G | 221,729 | |||
Landmark Dividend Growth Fund H LLC | 127-site acquisition | ||||
Related-Party Transactions | ||||
Total No. of Tenant Sites | item | 127 | |||
Total Consideration | $ | $ 59.9 | |||
Landmark Dividend Growth Fund G LLC | 2-site acquisition | ||||
Related-Party Transactions | ||||
Total No. of Tenant Sites | item | 2 | |||
Total Consideration | $ | $ 14.8 | |||
Common units issued to Fund G | 221,729 | |||
Landmark, General Partner and affiliates | 127-site acquisition | ||||
Related-Party Transactions | ||||
Common units issued to Fund G | 1,506,421 | |||
Landmark, General Partner and affiliates | 2-site acquisition | ||||
Related-Party Transactions | ||||
Common units issued to Fund G | 221,729 |
Related-Party Transactions - 81
Related-Party Transactions - Summary of Completed Right of First Offer ("ROFO") Acquisitions (Parenthetical) (Details) $ in Millions | Apr. 28, 2017USD ($)shares | Mar. 31, 2018USD ($)site | Mar. 31, 2017USD ($)site | Dec. 31, 2017USD ($)site |
Related-Party Transactions | ||||
Number of tenant sites obligated to acquire | site | 2 | |||
Number of tenant sites acquired | site | 33 | 63 | ||
Cash consideration | $ | $ 21.3 | $ 37.2 | ||
Common units issued to Fund G | shares | 221,729 | |||
1-site acquisition | ||||
Related-Party Transactions | ||||
Number of tenant sites acquired | site | 1 | |||
Cash consideration | $ | $ 3.8 | $ 7.5 | ||
2-site acquisition | ||||
Related-Party Transactions | ||||
Cash consideration | $ | $ 11.3 |
Segment Information - General I
Segment Information - General Information (Details) - segment | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Segment Reporting [Abstract] | ||
Number of reportable segments | 3 | 3 |
Segment Information - Statement
Segment Information - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue | ||
Rental revenue | $ 15,695 | $ 11,841 |
Expenses | ||
Property operating | 286 | 87 |
General and administrative | 1,699 | 1,408 |
Acquisition-related | 185 | 467 |
Amortization | 4,022 | 3,129 |
Impairments | 156 | |
Total expenses | 6,192 | 5,247 |
Total other income and expenses | (2,686) | (3,067) |
Income before income tax expense | 6,817 | 3,527 |
Income tax expense | 76 | |
Net income | 6,741 | 3,527 |
Operating Segments | Wireless Communication | ||
Revenue | ||
Rental revenue | 9,645 | 7,963 |
Expenses | ||
Property operating | 34 | 1 |
Acquisition-related | 14 | |
Amortization | 3,072 | 2,654 |
Impairments | 110 | |
Total expenses | 3,106 | 2,779 |
Total other income and expenses | 171 | 180 |
Income before income tax expense | 6,710 | |
Net income | 6,710 | 5,364 |
Operating Segments | Outdoor Advertising | ||
Revenue | ||
Rental revenue | 4,210 | 2,105 |
Expenses | ||
Property operating | 171 | 8 |
Acquisition-related | 174 | |
Amortization | 793 | 338 |
Impairments | 46 | |
Total expenses | 964 | 566 |
Total other income and expenses | 64 | |
Income before income tax expense | 3,310 | |
Net income | 3,310 | 1,539 |
Operating Segments | Renewable Power Generation | ||
Revenue | ||
Rental revenue | 1,840 | 1,773 |
Expenses | ||
Property operating | 81 | 78 |
Amortization | 157 | 137 |
Total expenses | 238 | 215 |
Total other income and expenses | 203 | 179 |
Income before income tax expense | 1,805 | |
Net income | 1,805 | 1,737 |
Corporate | ||
Expenses | ||
General and administrative | 1,699 | 1,408 |
Acquisition-related | 185 | 279 |
Total expenses | 1,884 | 1,687 |
Total other income and expenses | (3,124) | (3,426) |
Income before income tax expense | (5,008) | |
Income tax expense | 76 | |
Net income | $ (5,084) | $ (5,113) |
Segment Information - Total Ass
Segment Information - Total Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Asset Reconciling Item [Line Items] | ||
Assets | $ 829,546 | $ 767,999 |
Corporate | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Assets | 29,722 | 40,553 |
Wireless Communication | Operating Segments | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Assets | 495,741 | 440,139 |
Outdoor Advertising | Operating Segments | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Assets | 191,584 | 175,825 |
Renewable Power Generation | Operating Segments | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Assets | $ 112,499 | $ 111,482 |
Commitments and Contingencies -
Commitments and Contingencies - Real Property Interest Subject to Subordination (Details) $ in Millions | Mar. 31, 2018USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
Real property interest subject to subordination | $ 87.9 |
Tenant Concentration (Details)
Tenant Concentration (Details) - Concentration - Tenant Revenue | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
T-Mobile | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 10.80% | 12.40% |
AT&T Mobility | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 10.20% | 11.50% |
Sprint | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 8.90% | 10.10% |
Crown Castle | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 8.50% | 9.30% |
Supplemental Cash Flow Inform87
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | |
Noncash activities | |||||
Capital contribution to fund general and administrative expense reimbursement | $ 1,202 | $ 955 | |||
Issuance of common units for assets acquired from Fund H | 3,200 | $ 3,800 | |||
Distributions payable to preferred unitholders | 1,244 | 807 | |||
Offering costs included in accounts payable and accrued liabilities | 207 | ||||
Deferred loan costs included in accounts payable and accrued liabilities | 44 | 241 | |||
Purchase price for acquisitions and construction activities included in accounts payable | 9,677 | 285 | |||
Cash flows related to interest paid | |||||
Cash paid for interest | 5,438 | 3,527 | |||
Capitalized interest | 76 | ||||
Unit Exchange Acquisitions | |||||
Noncash activities | |||||
Issuance of common units for assets acquired from Fund H | 3,200 | $ 2,700 | $ 1,000 | 100 | |
Unit Exchange Program acquisitions | 3,147 | 128 | |||
Landmark, General Partner and affiliates | |||||
Noncash activities | |||||
Purchase price for acquisitions included in due to Landmark and affiliates | 493 | $ 227 | |||
Landmark Dividend Growth Fund H LLC | |||||
Noncash activities | |||||
Issuance of common units for assets acquired from Fund H | $ 27,342 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 24, 2018 | Apr. 02, 2018 | Mar. 31, 2018 |
Subsequent Event | |||
Proceeds from the issuance of Preferred Units, net | $ 603 | ||
Subsequent Event | Note Purchase Agreement | |||
Subsequent Event | |||
Aggregate principal amount | $ 43,700 | ||
Interest rate | 4.38% | ||
Maturity Date | Jun. 30, 2036 | ||
Debt instrument amortized, description | The senior secured notes are fully amortized through June 30, 2036 | ||
Subsequent Event | Note Purchase Agreement | Revolving Credit Facility | |||
Subsequent Event | |||
Net proceeds from borrowings | $ 41,000 | ||
Subsequent Event | Note Purchase Agreement | Maximum | |||
Subsequent Event | |||
Aggregate principal amount | $ 225,000 | ||
Limited Partners | Public Offering | Preferred Units Series C | Subsequent Event | |||
Subsequent Event | |||
Issuance of Units, net (in units) | 2,000,000 | ||
Unit offering price (in dollars per share) | $ 25 | ||
Proceeds from the issuance of Preferred Units, net | $ 47,500 | ||
Offering expenses paid | $ 2,500 |