lmrk-10q_20200331.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2020

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-36735

Landmark Infrastructure Partners LP

(Exact name of registrant as specified in its charter)

Delaware		61-1742322
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
400 Continental Blvd., Suite 500
P.O. Box 3429
El Segundo, CA 90245		90245
(Address of principal executive offices)		(Zip Code)

(310) 598-3173

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Units, Representing Limited Partner Interests	LMRK	NASDAQ Global Market
8.0% Series A Cumulative Redeemable Preferred Units, $25.00 par value	LMRKP	NASDAQ Global Market
7.9% Series B Cumulative Redeemable Preferred Units, $25.00 par value	LMRKO	NASDAQ Global Market
Series C Floating-to-Fixed Rate Cumulative Redeemable Perpetual Convertible Preferred Units, $25.00 par value	LMRKN	NASDAQ Global Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐		Accelerated filer ☒		Non-accelerated filer ☐		Smaller reporting company ☐
Emerging growth company ☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ◻ No ☒

The registrant had 25,478,042 common units outstanding at May 4, 2020.

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LANDMARK INFRASTRUCTURE PARTNERS LP

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		Page


	PART I. FINANCIAL INFORMATION

Item 1.	Unaudited Financial Statements:

	Consolidated Balance Sheets	3

	Consolidated Statements of Operations	4

	Consolidated Statements of Comprehensive Income (Loss)	5

	Consolidated Statements of Equity and Mezzanine Equity	6

	Consolidated Statements of Cash Flows	8

	Notes to the Consolidated Financial Statements	9

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	29

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	47

Item 4.	Controls and Procedures	48

	PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	49

Item 1A.	Risk Factors	49

Item 6.	Exhibits	51

Signatures		52

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PART I. FINANCIAL INFORMATION

Item 1. Unaudited Financial Statements

Landmark Infrastructure Partners LP

Consolidated Balance Sheets

(in thousands, except unit data)

	March 31, 2020			December 31, 2019
Assets
Land	$	139,102		$	141,851
Real property interests		548,671			543,328
Construction in progress		63,699			68,907
Total land and real property interests		751,472			754,086
Accumulated depreciation and amortization of real property interests		(53,212	)		(50,015	)
Land and net real property interests		698,260			704,071
Investments in receivables, net		8,417			8,822
Investment in unconsolidated joint venture		61,533			62,059
Cash and cash equivalents		14,022			7,446
Restricted cash		4,680			5,619
Rent receivables		5,395			5,105
Due from Landmark and affiliates		1,611			1,132
Deferred loan costs, net		4,278			4,557
Deferred rent receivable		5,860			6,176
Other intangible assets, net		23,108			23,966
Assets held for sale (AHFS)		395			421
Right-of-use asset, net		10,828			11,358
Other assets		15,767			14,873
Total assets	$	854,154		$	855,605
Liabilities and equity
Revolving credit facility	$	177,625		$	232,907
Secured notes, net		279,652			217,098
Accounts payable and accrued liabilities		9,253			8,598
Other intangible liabilities, net		7,221			7,606
Operating lease liability		9,883			10,268
Finance lease liability		849			908
Prepaid rent		6,737			5,747
Derivative liabilities		10,223			3,149
Total liabilities		501,443			486,281
Commitments and contingencies (Note 15)
Mezzanine equity
Series C cumulative redeemable convertible preferred units, 1,988,700 units issued and outstanding at March 31, 2020 and December 31, 2019, respectively		47,763			47,666
Equity
Series A cumulative redeemable preferred units, 1,745,328 and 1,722,041 units issued and outstanding at March 31, 2020 and December 31, 2019, respectively		40,785			40,210
Series B cumulative redeemable preferred units, 2,628,932 and 2,544,793 units issued and outstanding at March 31, 2020 and December 31, 2019, respectively		63,014			60,926
Common units, 25,470,232 and 25,353,140 units issued and outstanding at March 31, 2020 and December 31, 2019, respectively		370,314			382,581
General Partner		(161,252	)		(162,277	)
Accumulated other comprehensive income (loss)		(8,114	)		17
Total partners' equity		304,747			321,457
Noncontrolling interests		201			201
Total equity		304,948			321,658
Total liabilities, mezzanine equity and equity	$	854,154		$	855,605

See accompanying notes to consolidated financial statements.

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Landmark Infrastructure Partners LP

Consolidated Statements of Operations

(In thousands, except per unit data)

	Three Months Ended March 31,
	2020			2019
Revenue
Rental revenue	$	15,678		$	14,393
Expenses
Property operating		731			665
General and administrative		1,612			1,478
Acquisition-related		315			127
Depreciation and amortization		3,892			3,517
Impairments		82			204
Total expenses		6,632			5,991
Other income and expenses
Interest and other income		232			394
Interest expense		(4,701	)		(4,488	)
Loss on early extinguishment of debt		(2,231	)		—
Unrealized loss on derivatives		(7,291	)		(2,762	)
Equity income (loss) from unconsolidated joint venture		150			(55	)
Gain on sale of real property interests		—			5,862
Foreign currency transaction gain (loss)		3,363			(21	)
Total other income and expenses		(10,478	)		(1,070	)
Income (loss) before income tax expense (benefit)		(1,432	)		7,332
Income tax expense (benefit)		(60	)		122
Net income (loss)		(1,372	)		7,210
Less: Net income attributable to noncontrolling interest		8			8
Net income (loss) attributable to limited partners		(1,380	)		7,202
Less: Distributions declared to preferred unitholders		(3,060	)		(2,894	)
Less: General partner's incentive distribution rights		—			(197	)
Less: Accretion of Series C preferred units		(97	)		(356	)
Net income (loss) attributable to common unitholders	$	(4,537	)	$	3,755
Net income (loss) per common unit
Common units – basic	$	(0.18	)	$	0.15
Common units – diluted	$	(0.18	)	$	0.15
Weighted average common units outstanding
Common units – basic		25,461			25,338
Common units – diluted		25,461			25,338
Cash distributions declared per common unit	$	0.2000		$	0.3675

See accompanying notes to consolidated financial statements.

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Landmark Infrastructure Partners LP

Consolidated Statements of Comprehensive Income (Loss)

(in thousands)

	Three Months Ended March 31,
	2020			2019
Net income (loss)	$	(1,372	)	$	7,210
Other comprehensive income (loss):
Foreign currency translation adjustment		(8,131	)		1,743
Other comprehensive income (loss):		(8,131	)		1,743
Comprehensive income (loss)		(9,503	)		8,953
Less: Comprehensive income attributable to noncontrolling interest		8			8
Comprehensive income (loss) attributable to limited partners	$	(9,511	)	$	8,945

See accompanying notes to consolidated financial statements.

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Landmark Infrastructure Partners LP

Consolidated Statements of Equity And Mezzanine Equity

(in thousands)

																			Accumulated									Mezzanine
			Preferred		Preferred					Preferred			Preferred						Other									Equity -
	Common		Units -		Units -		Common			Unitholders -			Unitholders -			General			Comprehensive			Noncontrolling			Total			Series C
	Units		Series A		Series B		Unitholders			Series A			Series B			Partner			Income (loss)			Interest			Equity			Preferred
Balance as of December 31, 2018		25,328		1,593		2,463	$	411,158		$	37,207		$	58,936		$	(167,019	)	$	(2,806	)	$	201		$	337,677		$	47,308
Foreign currency translation adjustment		—		—		—		—			—			—			—			1,743			—			1,743			—
Distributions		—		—		—		(9,312	)		(788	)		(1,189	)		(197	)		—			(8	)		(11,494	)		(917	)
Capital contribution from Sponsor		—		—		—		—			—			—			994			—			—			994			—
Other deemed contributions		—		—		—		—			—			—			197			—			—			197			—
Unit-based compensation		10		—		—		130			—			—			—			—			—			130			—
Net income		—		—		—		3,755			788			1,189			197			—			8			5,937			1,273
Balance as of March 31, 2019		25,338		1,593		2,463	$	405,731		$	37,207		$	58,936		$	(165,828	)	$	(1,063	)	$	201		$	335,184		$	47,664

See accompanying notes to consolidated financial statements.

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Landmark Infrastructure Partners LP

Consolidated Statements of Equity And Mezzanine Equity

(in thousands)

																			Accumulated									Mezzanine
			Preferred		Preferred					Preferred			Preferred						Other									Equity -
	Common		Units -		Units -		Common			Unitholders -			Unitholders -			General			Comprehensive			Noncontrolling			Total			Series C
	Units		Series A		Series B		Unitholders			Series A			Series B			Partner			Income (loss)			Interest			Equity			Preferred
Balance as of December 31, 2019		25,353		1,722		2,545	$	382,581		$	40,210		$	60,926		$	(162,277	)	$	17		$	201		$	321,658		$	47,666
Adoption of ASU 2016-13		—		—		—		—			—			—			(76	)		—			—			(76	)		—
Foreign currency translation adjustment		—		—		—		—			—			—			—			(8,131	)		—			(8,131	)		—
Issuance of Common Units, net		110		—		—		1,510			—			—			—			—			—			1,510			—
Issuance of Preferred Units, net		—		23		84		—			575			2,088			—			—			—			2,663			—
Distributions		—		—		—		(9,360	)		(871	)		(1,319	)		—						(8	)		(11,558	)		(870	)
Capital contribution from Sponsor		—		—		—		—			—			—			1,101			—			—			1,101			—
Unit-based compensation		7		—		—		120			—			—			—			—			—			120			—
Net income (loss)		—		—		—		(4,537	)		871			1,319			—			—			8			(2,339	)		967
Balance as of March 31, 2020		25,470		1,745		2,629	$	370,314		$	40,785		$	63,014		$	(161,252	)	$	(8,114	)	$	201		$	304,948		$	47,763

See accompanying notes to consolidated financial statements.

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Landmark Infrastructure Partners LP

Consolidated Statements of Cash Flows

(in thousands)

	Three Months Ended March 31,
	2020			2019
Operating activities
Net income (loss)	$	(1,372	)	$	7,210
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Unit-based compensation		120			130
Unrealized loss on derivatives		7,291			2,762
Loss on early extinguishment of debt		2,231			—
Depreciation and amortization expense		3,892			3,517
Amortization of above- and below- market lease, net		(236	)		(224	)
Amortization of deferred loan costs		497			665
Amortization of discount on secured notes		92			93
Receivables interest accretion		—			(3	)
Impairments		82			204
Gain on sale of real property interests		—			(5,862	)
Adjustment for uncollectible accounts		82			5
Equity (income) loss from unconsolidated joint venture		(150	)		55
Return on investment in unconsolidated joint venture		675			1,482
Foreign currency transaction (gain) loss		(3,363	)		21
Changes in operating assets and liabilities:
Rent receivables		(499	)		(899	)
Accounts payable and accrued liabilities		698			(416	)
Deferred rent		102			110
Prepaid rent		1,029			466
Due from Landmark and affiliates		(183	)		(598	)
Other assets		(1,525	)		(551	)
Net cash provided by operating activities		9,463			8,167
Investing activities
Acquisition of land		—			(3,346	)
Acquisition of real property interests and development activities		(3,989	)		(12,159	)
Proceeds from sale of real property interests		—			13,385
Repayments of receivables		142			150
Net cash used in investing activities		(3,847	)		(1,970	)
Financing activities
Proceeds from the issuance of Common Units, net		1,510			—
Proceeds from the issuance of Preferred Units, net		2,663			—
Proceeds from revolving credit facility		7,000			10,000
Proceeds from the issuance of secured notes		170,000			—
Principal payments on revolving credit facility		(59,000	)		—
Principal payments on secured notes		(108,427	)		(1,361	)
Payments on finance leases		(4	)		—
Deferred loan costs		(1,559	)		(128	)
Capital contribution to fund general and administrative expense reimbursement		896			764
Distributions to preferred unitholders		(3,098	)		(2,919	)
Distributions to common unitholders		(9,360	)		(9,312	)
Distributions to non-controlling interests		(8	)		(8	)
Net cash provided by (used in) financing activities		613			(2,964	)
Effect of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash		(592	)		15
Net increase in cash, cash equivalents and restricted cash		5,637			3,248
Cash, cash equivalents and restricted cash at beginning of the period		13,065			7,780
Cash, cash equivalents and restricted cash at end of the period	$	18,702		$	11,028

See accompanying notes to consolidated financial statements.

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Landmark Infrastructure Partners LP

Notes to Consolidated Financial Statements

1. Business

Landmark Infrastructure Partners LP (the “Partnership”) was formed on July 28, 2014 by Landmark Dividend LLC (“Landmark” or “Sponsor”) to acquire, develop, 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. 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 consolidated subsidiary, Landmark Infrastructure Inc., a Delaware corporation (“REIT Subsidiary”), which elected to be taxed as a REIT commencing with its taxable year ending December 31, 2017. 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, 2020, the Sponsor and affiliates own (a) our general partner; (b) 3,415,405 common units representing limited partnership interest in the Partnership (“Common Units”); and (c) all of our incentive distribution rights (“IDRs”).

2. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidated Financial Statements

On an ongoing basis, we evaluate each legal entity that is not wholly owned by us in accordance with the consolidation guidance. The accompanying consolidated financial statements include the accounts of the Partnership, its wholly-owned subsidiaries and those entities in which it has a controlling interest. Investments in entities that the Partnership does not control are accounted for using the equity or cost method, depending upon the Partnership’s ability to exercise significant influence over operating and financial policies.

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, 2020 and 2019 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, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. All references to tenant sites are outside the scope of our independent registered public accounting firm’s review of our financial statements in accordance with the public company accounting oversight board (U.S.).

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.

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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”) and our foreign subsidiaries. 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. Asset OpCo and certain consolidated foreign 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 may also be subject to various non-income taxes, filing fees, and franchise taxes in various states that are reflected in operating expenses. The Partnership follows the requirements of ASC Topic 740, Income Taxes (“ASC 740”), relating to uncertain tax positions. Based on its evaluation under ASC 740, the Partnership has concluded that there are no significant uncertain tax positions requiring recognition in the consolidated financial statements, nor has the Partnership been assessed interest or penalties by any major tax jurisdictions.

Investment in Unconsolidated Joint Venture

The Partnership accounts for its investment in an unconsolidated joint venture using the equity method of accounting. Under the equity method, the investment is initially recorded at fair value and subsequently adjusted for distributions and the Partnership’s proportionate share of equity in the joint venture’s income (loss). The Partnership recognizes its proportionate share of the ongoing income or loss of the unconsolidated joint venture as equity income (loss) from unconsolidated joint venture on the consolidated statements of operations. On a quarterly basis, the Partnership evaluates its investment in an unconsolidated joint venture for other-than-temporary impairments. The Partnership elected as an accounting policy to reflect unconsolidated joint venture distributions in the consolidated statements of cash flows using the nature of the distribution approach. Accordingly, the net proceeds were classified as return on investment in unconsolidated joint venture within the operating activities section of the consolidated statements of cash flows for the three months ended March 31, 2020.

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 consolidated financial position and results of operations because either the ASU is not applicable, or the impact is expected to be immaterial.

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which establishes ASC 326, Financial Instruments – Credit Losses. The ASU revises the measurement of impairment for certain financial instruments measured at amortized cost from an incurred loss methodology to an expected loss methodology. The ASU affects trade receivables, debt securities, net investment in leases, and most other financial assets that represent a right to receive cash. This update is effective for annual and interim financial statement periods beginning after December 15, 2019, with early adoption permitted for financial statement periods beginning after December 15, 2018. In November 2018, the FASB issued ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments – Credit Losses. This ASU clarifies that receivables from operating leases are accounted for using the lease guidance and not as financial instruments. The measurement of expected credit losses under the current expected credit loss model is based on relevant information including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. The Partnership adopted the guidance as of January 1, 2020 and recognized $0.1 million as a cumulative adjustment to retained earnings and as a reduction to investment in receivables as of the effective date.

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3. Acquisitions and Developments

Third Party Acquisitions

The following table presents direct third-party acquisitions completed by the Partnership during the three months ended March 31, 2020 and for the year ended December 31, 2019.

	No. of Tenant Sites								Consideration (in millions)
Acquisition Description	Wireless Communication		Outdoor Advertising		Renewable Power Generation		Total		Borrowings and Available Cash		Total
First Quarter
International		—		1		—		1	$	0.1	$	0.1
2020 Total		—		1		—		1	$	0.1	$	0.1
First Quarter
International		—		104		—		104	$	6.0	$	6.0
Total		—		104		—		104	$	6.0	$	6.0
Second Quarter
International		—		7		—		7	$	6.7	$	6.7
Domestic		—		—		8		8		0.4		0.4
Total		—		7		8		15	$	7.1	$	7.1
Third Quarter
International		—		10		—		10	$	3.8	$	3.8
Domestic		1		—		—		1		0.3		0.3
Total		1		10		—		11	$	4.1	$	4.1
Fourth Quarter
International		1		13		—		14	$	10.5	$	10.5
Domestic		2		—		—		2		24.3		24.3
Total		3		13		—		16	$	34.8	$	34.8
2019 Total		4		134		8		146	$	52.0	$	52.0

Leases

The Partnership evaluates whether an easement meets the definition of a lease under the new lease standard (“ASC 842”). The Partnership determines if an arrangement is a lease at the date of acquisition. The Partnership considers an arrangement to be a lease if it conveys the right to control the use of the leased site or ground space underneath a leased site for a period of time in exchange for consideration. While most of our leases are classified as operating leases in which the Partnership is the lessor, the Partnership is the lessee in an insignificant population of operating and finance leases that have recurring ground lease rental payments. The lease liability is the present value of the remaining minimum rental payments using each respective lease term and a corresponding incremental borrowing rate. We use a discount rate of approximately 4.5%, which is the interest rate that we estimate we would have to pay to borrow on a collateralized basis over a similar term for an amount equal to the lease payments. As of March 31, 2020, the weighted-average remaining lease term of operating leases and finance leases is approximately 22 years and 29 years, respectively. Operating lease assets are included in Right of use, net and finance lease assets are included in real property interests in the Consolidated Balance Sheets.

The following table illustrates information about other lease related balances as of March 31, 2020 (in thousands):

Operating leases:
Right-of-use asset	$	10,828
Operating lease liability		9,883

Finance leases:
Right-of-use asset ⁽¹⁾	$	18,540
Finance lease liability		849

(1)	Assets held under finance leases are recorded in Real property interests and are depreciated over the lease term.

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The following table represents the future minimum ground lease payments as of March 31, 2020 (in thousands).

	Operating Lease			Finance Lease
2020 (nine months)	$	505		$	39
2021		657			53
2022		667			53
2023		681			53
2024		690			53
Thereafter		14,014			1,266
Total future payments		17,214			1,517
Discount		(7,331	)		(668	)
Total lease liability	$	9,883		$	849

Developments

During 2017, the Partnership started developing an ecosystem of technologies that provide smart enabled infrastructure including smart poles and digital outdoor advertising kiosks across North America. Smart poles are self-contained, neutral-host poles designed for wireless carrier and other wireless operator collocation. The smart poles are 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.

During the fourth quarter of fiscal year 2018, the Partnership entered into an agreement with Dallas Area Rapid Transit (“DART”) to develop a smart media and communications platform which will include the deployment of content-rich kiosks and the Partnership’s smart enabled infrastructureecosystem solution on strategic high-traffic DART locations.

In 2019, the Partnership commenced conversion of certain outdoor advertising sites from static billboards to digital billboards in the U.K.

As of March 31, 2020 and December 31, 2019, the Partnership’s $63.7 million and $68.9 million, respectively, of construction in progress balance primarily related to these projects. During the three months ended March 31, 2020, the Partnership deployed thirty-two DART kiosks and placed in service other assets for a total of $7.3 million. During the three months ended March 31, 2020 and the year ended December 31, 2019, the Partnership completed the digital conversion of nine outdoor advertising sites in the U.K. for a total of $1.0 million in each period.

4. Real Property Interests

The following table summarizes the Partnership’s real property interests (in thousands):

	March 31, 2020			December 31, 2019
Land	$	139,102		$	141,851

Real property interests – perpetual		100,950			100,810
Real property interests – finite life		429,181			422,923
Real property interests – ROU asset finance lease		18,540			19,595
Total real property interests		548,671			543,328
Construction in progress		63,699			68,907
Total land and real property interests		751,472			754,086
Accumulated depreciation and amortization of real property interests		(53,212	)		(50,015	)
Land and net real property interests	$	698,260		$	704,071

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, 2020 and December 31, 2019, the consolidated joint venture had 169 and 168 tenant sites and one investment in receivable with total net book value of $90.1 million and $92.8 million, respectively. During the three months ended March 31, 2020 and 2019, the consolidated joint venture generated rental revenue of $1.9 million and $1.2 million, respectively.

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Sales

On January 4, 2019, the Partnership completed the sale of its real property interest held for sale as of December 31, 2018 for total consideration of $13.5 million. We recognized a gain on sale of real property interest of $5.9 million upon completion of the sale.

Purchase Price Allocation

The Partnership applies the asset acquisition method to all acquired investments of real property interests for transactions that meet the definition of an asset acquisition. 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 made during the year ended December 31, 2019 of estimated fair values of the assets acquired and liabilities assumed (in thousands). There was an insignificant amount of acquisitions completed during the three months ended March 31, 2020.

			Investments in		In-place		Above-market		Below-market
			real property		lease		lease		lease			ROU		Lease
Period	Land		interests		intangibles		intangibles		intangibles			Asset		liability			Total
2019	$	11,813	$	17,154	$	5,730	$	86	$	(113	)	$	21,570	$	(1,640	)	$	54,600

Future estimated aggregate depreciation and amortization of finite lived real property interests for each of the five succeeding fiscal years and thereafter as of March 31, 2020, are as follows (in thousands):

2020 (nine months)	$	10,322
2021		10,900
2022		10,604
2023		9,233
2024		8,982
Thereafter		344,468
Total	$	394,509

The weighted average remaining depreciation and amortization period for non‑perpetual real property interests is 38 years as of March 31, 2020.

Impairments

During the three months ended March 31, 2020 and 2019, two of the Partnership’s real property interests were impaired, respectively, and recognized impairment charges totaling $0.1 million and $0.2 million, respectively. The carrying value of each real property interest was determined to have a fair value of zero.

Assets and Liabilities Held for Sale

In March 2019, the Partnership entered into a plan to sell one of its real property interests. The Partnership determined that the sale did not meet the criteria for discontinued operations presentation as the plan to sell did not represent a strategic shift that would have a major effect on its operations and financial results. As a result of this classification, the asset was separately presented as AHFS in the consolidated balance sheet as of March 31, 2020.

The carrying amounts of the major classes of assets and liabilities that were classified as held for sale are as follows (in thousands):

	March 31, 2020		December 31, 2019
Land	$	395	$	421
AHFS	$	395	$	421

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5. Other Intangible Assets and Liabilities

The following table summarizes our identifiable intangible assets, including above/below‑market lease intangibles (in thousands):

	March 31, 2020			December 31, 2019
Acquired in-place lease
Gross amount	$	28,731		$	28,908
Accumulated amortization		(8,666	)		(8,142	)
Net amount	$	20,065		$	20,766
Acquired above-market leases
Gross amount	$	6,604		$	6,627
Accumulated amortization		(3,561	)		(3,427	)
Net amount	$	3,043		$	3,200
Total other intangible assets, net	$	23,108		$	23,966
Acquired below-market leases
Gross amount	$	(16,812	)	$	(16,817	)
Accumulated amortization		9,591			9,211
Total other intangible liabilities, net	$	(7,221	)	$	(7,606	)

We recorded net amortization of above‑ and below‑market lease intangibles of $0.2 million as an increase to rental revenue for the three months ended March 31, 2020 and 2019, respectively. We recorded amortization of in‑place lease intangibles of $0.6 million and $0.5 million as amortization expense for the three months ended March 31, 2020 and 2019, respectively.

Future aggregate amortization of intangibles for each of the five succeeding fiscal years and thereafter as of March 31, 2020 follows (in thousands):

	Acquired in-place leases		Acquired above-market leases		Acquired below-market leases
2020 (nine months)	$	1,296	$	48	$	(1,145	)
2021		1,661		518		(1,366	)
2022		1,567		394		(1,244	)
2023		1,274		337		(801	)
2024		1,162		296		(710	)
Thereafter		13,105		1,450		(1,955	)
Total	$	20,065	$	3,043	$	(7,221	)

6. Investments in Receivables

Investments in receivables include financing arrangements and management agreements whereby we purchased the right to receive a portion of a rental payment under a contract but are not a party to the lease and do not have a real property interest. Additionally, certain lease arrangements of real property interests meet the definition of a financial asset and are included in investments in receivables in our financial statements. Investments in receivables also include arrangements with T‑Mobile whereby we purchased the right to retain a portion of a lease payment prior to passing the remainder to the property owner. The receivables are unsecured with payments collected over periods ranging from 2 to 99 years. These cash flow financing arrangements were recorded at the fair value at the acquisition date, using discount rates ranging from 7% to 14% and are accounted for as receivables in our consolidated financial statements.

Interest income recognized on the receivables totaled $0.2 million and $0.4 million for the three months ended March 31, 2020 and 2019, respectively. On June 27, 2019, the Partnership completed a sale of its investments in receivables held for sale as of March 31, 2019 and recognized a gain on sale of investments in receivables.

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The following table reflects the activity in investments in receivables (in thousands):

	March 31, 2020			December 31, 2019
Investments in receivables – beginning	$	8,822		$	18,348
Adoption of ASU 2016-13		(89	)		—
Sales		—			(8,331	)
Other		—			(742	)
Repayments		(142	)		(564	)
Interest accretion		—			9
Foreign currency translation adjustment		(174	)		102
Investments in receivables – ending	$	8,417		$	8,822

Annual amounts due as of March 31, 2020, are as follows (in thousands):

2020 (nine months)	$	994
2021		1,345
2022		1,463
2023		1,570
2024		1,631
Thereafter		9,715
Total	$	16,718
Interest	$	8,301
Principal		8,417
Total	$	16,718

7. Investment in Unconsolidated Joint Venture

On September 24, 2018, the Partnership completed the formation of the unconsolidated JV. The Partnership contributed 545 tenant site assets to the unconsolidated JV that secured the Partnership’s $125.4 million Series 2018-1 secured notes (the “2018 Securitization”), in exchange for a 50.01% membership interest in the unconsolidated JV and $65.5 million in cash (the “Transaction”). The Partnership does not control the unconsolidated JV and therefore, accounts for its investment in the unconsolidated JV using the equity method of accounting prospectively upon formation of the unconsolidated JV.

The Partnership recognized a gain on contribution of real property interests in accordance with ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (“ASC 610-20”), which applies to sales or transfers to noncustomers of nonfinancial assets or in substance nonfinancial assets that do not meet the definition of a business. ASC 610-20 refers to the revenue recognition principles under ASU No. 2014-09. Under ASC 610-20, the Partnership determined it does not have a controlling financial interest in the entity that holds the assets and the arrangement meets the criteria to be accounted for as a contract, as such, the Partnership derecognized the assets and recognized a gain on the contribution of the real property interests when control of the underlying assets transferred to the buyer.

In addition to the contribution of assets, the JV assumed the 2018 Securitization, which was completed by the Partnership on June 6, 2018 involving certain tenant sites and related property interests owned by certain unrestricted special purpose subsidiaries of the Partnership, through the issuance of the Class C, Class D and Class F Series 2018-1 Secured Notes (the “2018 Secured Notes”), in an aggregate principal amount of $125.4 million. The net proceeds from the 2018 Securitization were primarily used to pay down the revolving credit facility by $120.5 million. The Class F notes are subordinated in right of payment to the Class D notes and the Class D notes are subordinated in right of payment to the Class C notes. The 2018 Secured Notes were issued at a discount of less than $0.1 million, which will be accreted and recognized as interest expense over the term of the secured notes. The Class C, Class D and Class F 2018 Secured Notes bear interest at a fixed note rate per annum of 3.97%, 4.70% and 5.92%, respectively.

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The following table summarizes balance sheet information for the unconsolidated JV (in thousands):

	March 31, 2020		December 31, 2019
Total assets	$	253,950	$	255,157

Total liabilities		127,454		127,611
Total equity		126,496		127,546
Total liabilities and equity	$	253,950	$	255,157

The following table summarizes financial information for the unconsolidated JV (in thousands):

	Three Months Ended March 31,
	2020		2019
Rental revenue	$	3,575	$	3,507
Net income (loss)		299		(109	)
Partnership's share in net income (loss)		150		(55	)
Distributions declared to the Partnership		675		1,482

8. Debt

The following table summarizes the Partnership’s debt (in thousands):

		Outstanding Balance
	Maturity Date	March 31, 2020			December 31, 2019
Revolving credit facility	November 15, 2023	$	177,625		$	232,907

4.38% senior secured notes	June 30, 2036	$	39,478		$	39,945
Series 2019-1 Class A 3.90%	January 14, 2027		170,000			—
Series 2017-1 Class A 4.10%	November 15, 2022 ⁽¹⁾		58,528			59,124
Series 2017-1 Class B 3.81%	November 15, 2022 ⁽¹⁾		17,083			17,172
Series 2016-1 Class A 3.52%	June 1, 2021⁽²⁾		—			82,175
Series 2016-1 Class B 7.02%	June 1, 2021⁽²⁾		—			25,100
Secured Notes			285,089			223,516
Discount on Secured Notes			(984	)		(1,081	)
Deferred loan costs			(4,453	)		(5,337	)
Secured Notes, net		$	279,652		$	217,098

(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

On November 15, 2018, the Partnership completed its Third Amended and Restated Credit Facility and obtained commitments from a syndicate of banks with initial borrowing commitments of $450.0 million for five-years. Additionally, borrowings up to $75.0 million may be denominated in British pound sterling (“GBP”), Euro, Australian dollar and Canadian dollar. Substantially all of our assets, excluding equity in and assets of unrestricted subsidiaries, after‑acquired real property (other than real property that is acquired from affiliate funds and is subject to a mortgage), and other customary exclusions, are pledged (or secured by mortgages), as collateral under our revolving credit facility. Our revolving credit facility contains various customary covenants and restrictive provisions.

Loans under the revolving credit facility bear interest at a rate equal to the applicable London Inter Bank Offering Rate (“LIBOR”) related to the currency for which borrowings are denominated, plus a spread ranging from 1.75% to 2.25% (determined based on leverage levels). As of March 31, 2020, the applicable spread was 2.25%.

Additionally, under the revolving credit facility we will be subject to an annual commitment fee (determined based on leverage levels) associated with the available undrawn capacity subject to certain restrictions. As of March 31, 2020, the applicable annual commitment rate used was 0.125%.

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The revolving credit facility requires monthly interest payments and the outstanding debt balance is due upon maturity on November 15, 2023. As of March 31, 2020, $177.6 million was outstanding, which includes £40.5 million of GBP debt. As of March 31, 2020, there was $272.4 million of undrawn borrowing capacity (including standby letter of credit arrangements of $5.8 million), subject to compliance with various financial covenants. As of March 31, 2020, the Partnership was in compliance with all other financial covenants required under the revolving credit facility.

Secured Notes

On January 15, 2020, certain subsidiaries of the Partnership entered into a master note purchase and participation agreement (“MNPPA”) pursuant to which such subsidiaries issued and sold an initial $170 million aggregate principal amount of 3.90% series A senior secured notes in a private placement (the “2019 Secured Notes”). The 2019 Secured Notes mature on January 14, 2027 and include an interest-only initial term of three years. The net proceeds were used to repay in full the 2016 Secured Notes by $108 million and the revolving credit facility by $59 million. In connection with the issuance of the senior secured notes, the Partnership obtained a standby letter of credit arrangement totaling $3.4 million.

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 “4.38% Senior Secured Notes”) involving a segregated pool of renewable power generation sites and related property interests. The 4.38% 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.

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 Class A and Class B Series 2017-1 Secured Notes (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.

The 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, 2020, $4.7 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 1.5 to 1.0 for the 2019 Secured Notes, 2.0 to 1.0 for the 2017 Secured Notes and at least 1.1 to 1.0 for the 4.38% Senior Secured Notes. As of March 31, 2020, the Partnership was in compliance with all other financial covenants under the Secured Notes.

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The Secured Notes’ annual principal payment amounts due as of March 31, 2020, are as follows (in thousands):

2020 (nine months)	$	3,912
2021		5,987
2022 ⁽¹⁾		72,440
2023		6,812
2024		7,150
Thereafter ⁽¹⁾		188,788
Total	$	285,089

(1)	Reflects anticipated repayment dates

Interest Expense

The Partnership incurred interest expense of $4.7 million and $4.5 million for three months ended March 31, 2020 and 2019, respectively. At March 31, 2020 and December 31, 2019, the Partnership had interest payable of $0.2 million and $0.5 million, respectively. Additionally, the Partnership recorded amortization of deferred loan costs and discount on secured notes, which is included in interest expense, of $0.6 million and $0.8 million for the months ended March 31, 2020 and 2019, respectively.

9. 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		Fixed			Effective	Maturity	Fair Value Liability at
Entered	Value		Rate		Index	Date	Date	March 31, 2020			December 31, 2019
August 24, 2015	$	50,000		1.74	1-month USD LIBOR	10/1/2015	10/1/2022	$	(1,779	)	$	(264	)
March 23, 2016		50,000		1.67	1-month USD LIBOR	12/24/2018	12/24/2021		(1,186	)		(113	)
March 31, 2016		20,000		1.56	1-month USD LIBOR	12/24/2018	12/24/2021		(438	)		(4	)
March 31, 2016		25,000		1.63	1-month USD LIBOR	4/13/2019	4/13/2022		(684	)		(48	)
June 12, 2017		50,000		2.10	1-month USD LIBOR	3/2/2018	9/2/2024		(3,591	)		(1,045	)
November 15, 2018	£	38,000		1.49	1-month GBP LIBOR	11/30/2020	11/30/2025		(2,545	)		(1,675	)
								$	(10,223	)	$	(3,149	)

During the three months ended March 31, 2020 and 2019, the Partnership recorded a loss of $7.3 million and $2.8 million, respectively, resulting from the change in fair value of the interest rate swap agreements, which is reflected as an unrealized loss 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, 2020. 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
August 24, 2015	10/1/2022	$	(1,228	)	$	(2,457	)	$	(626	)	$	(3,085	)
March 23, 2016	12/24/2021		(792	)		(1,641	)		(377	)		(2,075	)
March 31, 2016	12/24/2021		(280	)		(619	)		(114	)		(792	)
March 31, 2016	4/13/2022		(451	)		(956	)		(203	)		(1,213	)
June 12, 2017	9/2/2024		(2,684	)		(4,925	)		(1,604	)		(6,088	)
November 15, 2018	11/30/2025		(1,542	)		(3,993	)		(377	)		(5,283	)

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10. Equity

The table below summarizes changes in the number of units outstanding (in units):

							Mezzanine Equity -
			Series A		Series B		Series C
	Common		Preferred		Preferred		Preferred
Balance as of December 31, 2018		25,327,801		1,593,149		2,463,015		2,000,000
Unit-based compensation		10,631		—		—		—
Balance as of March 31, 2019		25,338,432		1,593,149		2,463,015		2,000,000

Balance as of December 31, 2019		25,353,140		1,722,041		2,544,793		1,988,700
Issuance under ATM Programs		109,724		23,287		84,139		—
Unit-based compensation		7,368		—		—		—
Balance as of March 31, 2020		25,470,232		1,745,328		2,628,932		1,988,700

On December 4, 2019, 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 January 30, 2020 and permits us to issue and sell, from time to time, common and preferred units representing limited partner interests in us, and debt securities up to an aggregate amount of $750.0 million.

Common Units

On May 3, 2019, the Partnership established a Common Unit at-the-market offering program (the “2019 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 2019 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, 2020, 109,724 Common Units were issued under the 2019 Common Unit ATM Program generating proceeds of approximately $1.8 million before issuance costs.

Preferred Units

On March 30, 2017, the Partnership established a Series B Preferred Unit at-the-market offering program (the “Series B ATM Program”) 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 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, 2020, the Partnership issued 84,139 Series B Preferred Units under our Series B ATM Program, generating proceeds of approximately $2.1 million before issuance costs, respectively.

On May 3, 2019, the Partnership established a Series A Preferred Unit at-the-market offering program (the “2019 Series A ATM Program”) pursuant to which we may sell, from time to time, Series A 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 2019 Series A 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, 2020, the Partnership issued 23,287 Series A Preferred Units under the 2019 Series A ATM Program, generating proceeds of approximately $0.6 million before issuance costs.

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On February 28, 2020, the Partnership replaced the 2019 Series A ATM Program and established a new Series A Preferred Unit at-the-market offering program (the “2020 Series A ATM Program”) pursuant to which we may sell, from time to time, Series A 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 2020 Series A 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 A Preferred Units were issued under the 2020 Series A ATM Program during the three months ended March 31, 2020.

On February 28, 2020, the Partnership replaced the Series B ATM Program and established a new Series B Preferred Unit at-the-market offering program (the “2020 Series B ATM Program”) 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 2020 Series B 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 the 2020 Series B ATM Program during the three months ended March 31, 2020.

The Common Units ATM programs, the Series A ATM programs and the Series B ATM programs described above are collectively referred to the “ATM Programs.”

Mezzanine Equity

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” and together with the Series A Preferred Units and Series B Preferred Units the “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 “Amended Partnership Agreement”) for the purpose of defining the preferences, rights, powers and duties of holders of the Series C Preferred Units.

Distributions on the Series C Preferred Units are cumulative from the date of original issue and will be payable quarterly in arrears on the 15th day of February, May, August and November of each year, when, as and if declared by the board of directors of our General Partner. The initial distribution on the Series C Preferred Units was paid on May 15, 2018 in an amount equal to $0.2090 per unit. Distributions accruing from, and including, the date of original issuance and to, but excluding May 15, 2025 will accrue at an annual rate equal to the greater of (i) 7.00% per annum, and (ii) the sum of (a) three-month LIBOR as calculated on each applicable date of determination and (b) 4.698% per annum, based on the $25.00 liquidation preference per Series C Preferred Unit. Distributions accruing on and after May 15, 2025 will accrue at 9.00% per annum of the stated liquidation preference.

Holders of Series C Preferred Units, at their option, may, at any time and from time to time, convert some or all of their Series C Preferred Units based on an initial conversion rate of 1.3017 common units per Series C Preferred Unit. In the event of a fundamental change, holder of the Series C Preferred Units, at their option, may convert some or all of their Series C Preferred Units into the greater of (i) a number of common units plus a make-whole premium and (ii) a number of common units equal to the lessor of (a) the liquidation preference divided by the market value of our common units on the effective date of such fundamental change and (b) 11.13 (subject to adjustments). On May 15, 2025, May 15, 2028, and each subsequent five-year anniversary date thereafter (each such date, a “designated redemption date”), each holder of Series C Preferred Units shall have the right (a “redemption right”) to require the Partnership to redeem any or all of the Series C Preferred Units held by such holder outstanding on such designated redemption date at a redemption price equal to the liquidation preference of $25.00, plus all accrued and unpaid distributions to, but not including, in each case out of funds legally available for such payment and to the extent not prohibited by law, the designated redemption date (the “put redemption price”). At our option we may pay the redemption in our common units or cash, subject to certain limitations.

At any time on or after May 20, 2025, the Partnership shall have the option to redeem the Series C Preferred Units, in whole or in part, at a redemption price of $25.00 per Series C Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to the date of redemption, whether or not declared.

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The Partnership has classified the Series C Preferred Units as mezzanine equity in the accompanying consolidated balance sheets based upon the terms and conditions of the holder’s redemption option. Issuance costs related to the Series C Preferred Units classified as mezzanine equity are initially recorded as a reduction of the units balances and accreted up to the redemption value. No Series C Preferred Units were converted during the three months ended March 31, 2020.

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 Units and IDRs
March 31, 2019 ⁽¹⁾	April 19, 2019	May 15, 2019	$	0.3675	$	9,312
June 30, 2019 ⁽¹⁾	July 19, 2019	August 14, 2019		0.3675		9,312
September 30, 2019 ⁽¹⁾	October 25, 2019	November 14, 2019		0.3675		9,317
December 31, 2019 ⁽¹⁾	January 24, 2020	February 14, 2020		0.3675		9,360
March 31, 2020	April 21, 2020	May 15, 2020	0.2000			5,096
Series A Preferred Units
March 31, 2019	March 21, 2019	April 15, 2019	$	0.5000	$	797
June 30, 2019	June 20, 2019	July 15, 2019		0.5000		828
September 30, 2019	September 20, 2019	October 15, 2019		0.5000		837
December 31, 2019	December 20, 2019	January 15, 2020		0.5000		861
March 31, 2020	March 20, 2020	April 15, 2020		0.5000		873
Series B Preferred Units
March 31, 2019	April 19, 2019	May 15, 2019	$	0.4938	$	1,216
June 30, 2019	July 19, 2019	August 15, 2019		0.4938		1,257
September 30, 2019	October 22, 2019	November 15, 2019		0.4938		1,257
December 31, 2019	January 23, 2020	February 18, 2020	0.4938			1,298
March 31, 2020	April 20, 2020	May 15, 2020	0.4938			1,298
Series C Preferred Units
March 31, 2019	April 19, 2019	May 15, 2019	$	0.4614	$	923
June 30, 2019	July 19, 2019	August 15, 2019		0.4510		902
September 30, 2019	October 22, 2019	November 15, 2019		0.4375		870
December 31, 2019	January 23, 2020	February 18, 2020	0.4375			870
March 31, 2020	April 20, 2020	May 15, 2020	0.4375			867

(1)	The General Partner irrevocably waived its right to receive the incentive distribution and incentive allocations for the respective quarterly distribution.

11. Net Income (Loss) Per Limited Partner Unit

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 Amended 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 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 units. Diluted net income (loss) per unit includes the effects of potentially dilutive units on our common units.

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The calculation of the undistributed net loss attributable to common unitholders for the three months ended March 31, 2020 and 2019 is as follows (in thousands):

	Three Months Ended March 31,
	2020			2019
Net income (loss) attributable to limited partners	$	(1,380	)	$	7,202
Less:
Distributions declared on Preferred Units		(3,060	)		(2,894	)
General partner's incentive distribution rights ⁽¹⁾		—			(197	)
Accretion of Series C preferred units		(97	)		(356	)
Net income (loss) attributable to common unitholders		(4,537	)		3,755
Distributions declared on common units		(5,096	)		(9,312	)
Undistributed net income (loss)	$	(9,633	)	$	(5,557	)

(1)

There were no incentive distributions and incentive allocations for the three months ended March 31, 2020. The General Partner irrevocably waived its right to receive the incentive distribution and incentive allocations for the three months ended March 31, 2019 quarterly distribution. For purposes of determining net income per common unit, the amount otherwise due to the general partner has been referenced as a deemed distribution.

The calculation of net income (loss) per common unit for the three months ended March 31, 2020 and 2019 is as follows (in thousands, except per unit data):

	Three Months Ended March 31,
	2020			2019
	Common Units			Common Units
Distributions declared	$	5,096		$	9,312
Undistributed net loss		(9,633	)		(5,557	)
Net income (loss) attributable to common units - basic	$	(4,537	)	$	3,755
Net income (loss) attributable to common units - diluted	$	(4,537	)	$	3,755
Weighted-average units outstanding:
Basic		25,461			25,338
Diluted		25,461			25,338
Net income (loss) per common unit:
Basic	$	(0.18	)	$	0.15
Diluted⁽¹⁾	$	(0.18	)	$	0.15

(1)

Diluted earnings per unit takes into account the potential dilutive effect of common units that could be issued by the Partnership in conjunction with the Series C Preferred Units conversion features. Potential common unit equivalents are anti-dilutive for the three months ended March 31, 2020 and 2019 and, as a result, have been excluded in the determination of diluted net income (loss) per common unit.

12. 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.

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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, 2020				December 31, 2019
	Carrying amount		Fair Value		Carrying amount		Fair Value
Investment in receivables, net	$	8,417	$	8,710	$	8,822	$	8,859
Revolving credit facility		177,625		177,625		232,907		232,907
Secured Notes, net		279,652		276,604		217,098		221,577

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, 2020 and December 31, 2019, the Partnership measured the following assets at fair value on a recurring basis (in thousands):

		March 31, 2020				December 31, 2019
Derivative Liabilities ⁽¹⁾		$	10,223			$	3,149

(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.

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13. Related‑Party Transactions

General and Administrative Reimbursement

Under the Amended Partnership Agreement, we are required to reimburse our general partner and its affiliates for all costs and expenses that they incur on our behalf for managing and controlling our business and operations. Except to the extent specified under our amended Omnibus Agreement with Landmark (“Omnibus Agreement”), which was amended on January 30, 2019, our general partner determines the amount of these expenses and such determinations must be made in good faith under the terms of the Amended Partnership Agreement. Under the amended 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 3% of our revenue during the current calendar quarter. This cap on expenses will last until the earlier to occur of: (i) the date on which our revenue for the immediately preceding four consecutive fiscal quarters exceeded $120 million and (ii) November 19, 2021. The full amount of general and administrative expenses incurred will be reimbursed by Landmark and 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 in our financial statements as a capital contribution 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, 2020 and 2019, Landmark reimbursed us $1.0 million and $0.9 million, respectively, for expenses related to certain general and administrative expenses that exceeded the cap. During the three months ended March 31, 2020 and 2019, $0.1 million, respectively, of management fees related to our unconsolidated joint venture that is not subject to the cap and is treated as a capital contribution from Sponsor.

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, 2020 and 2019, we incurred $25,000, respectively, of license fees related to the AIF patent license agreement.

Secured Tenant Site Assets’ Management Fee

In connection with the issuance of the Secured Notes, the Partnership entered into applicable management agreements with the General Partner. 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 for the 2016 and 2017 secured notes, 0.5% of operating revenue for the 4.38% senior secured notes and 2% of gross revenue for the 2019 secured notes. 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 less than $0.1 million and $0.1 million of Secured Tenant Site Assets’ management fees during the three months ended March 31, 2020 and 2019, respectively.

In connection with the formation of the unconsolidated JV, the JV assumed the 2018 Secured Notes. Pursuant to the applicable management agreement, our General Partner will perform those functions reasonably necessary to maintain, manage and administer the 2018 Secured Tenant Site Assets for a monthly management fee equal to 1.5% of the Secured Tenant Site Assets’ operating revenue, subject to a maximum of $46 per tenant site asset. Landmark will reimburse us for the management fees paid by the unconsolidated JV with the reimbursement treated as a capital contribution. For the three months ended March 31, 2020 and 2019, the unconsolidated JV incurred $0.1 million, respectively, of management fees.

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, 2020 and 2019, no such fees have been incurred.

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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 Amended Partnership Agreement) in excess of $0.2875 per unit per quarter. There were no incentive distributions and incentive allocations for the three months ended March 31, 2020. The General Partner irrevocably waived its right to receive the incentive distribution and incentive allocations for the three months ended March 31, 2019 quarterly distribution totaling $0.2 million, which is treated as a deemed contribution in the consolidated statements of equity and mezzanine equity and as a deemed distribution for purposes of determining net income per common unit. During the three months ended March 31, 2020 and 2019, no amounts were paid under the incentive distribution rights.

Due from Affiliates

At March 31, 2020 and December 31, 2019, the General Partner and its affiliates owed $1.6 million and $1.1 million, respectively, to the Partnership primarily for the current quarter general and administrative reimbursement, unconsolidated JV management fees and for rents received on our behalf, offset by rents received on behalf of the unconsolidated JV.

14. 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 Europe. 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, 2020 (in thousands):

					Renewable
	Wireless		Outdoor		Power
	Communication		Advertising		Generation		Corporate			Total
Revenue
Rental revenue	$	7,882	$	5,876	$	1,920	$	—		$	15,678
Expenses
Property operating		242		433		56		—			731
General and administrative		—		—		—		1,612			1,612
Acquisition-related		—		—		—		315			315
Depreciation and amortization		2,498		1,274		120		—			3,892
Impairments		—		82		—		—			82
Total expenses		2,740		1,789		176		1,927			6,632
Total other income and expenses		155		47		18		(10,698	)		(10,478	)
Income (loss) before income tax benefit		5,297		4,134		1,762		(12,625	)		(1,432	)
Income tax benefit		—		—		—		(60	)		(60	)
Net income (loss)	$	5,297	$	4,134	$	1,762	$	(12,565	)	$	(1,372	)

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For the three months ended March 31, 2019 (in thousands):

					Renewable
	Wireless		Outdoor		Power
	Communication		Advertising		Generation		Corporate			Total
Revenue
Rental revenue	$	7,236	$	5,081	$	2,076	$	—		$	14,393
Expenses
Property operating		51		260		354		—			665
General and administrative		—		—		—		1,478			1,478
Acquisition-related		—		—		—		127			127
Depreciation and amortization		2,361		987		169		—			3,517
Impairments		—		204		—		—			204
Total expenses		2,412		1,451		523		1,605			5,991
Total other income and expenses		5,820		61		203		(7,154	)		(1,070	)
Income (loss) before income tax expense		10,644		3,691		1,756		(8,759	)		7,332
Income tax expense		—		—		—		122			122
Net income (loss)	$	10,644	$	3,691	$	1,756	$	(8,881	)	$	7,210

The Partnership’s total assets by segment were (in thousands):

	March 31, 2020		December 31, 2019
Segments
Wireless communication	$	435,042	$	452,127
Outdoor advertising		293,983		284,203
Renewable power generation		99,789		99,856
Corporate assets		25,340		19,419
Total assets	$	854,154	$	855,605

The following table represents the Partnership’s rental revenues by geographic location (in thousands):

	Three Months Ended March 31,
	2020		2019
United States	$	13,516	$	12,902
Europe		1,859		1,178
Australia		284		299
Canada		19		14
Total rental revenue	$	15,678	$	14,393

The following table represents the Partnership’s total assets by geographic location (in thousands):

	March 31, 2020		December 31, 2019
United States	$	724,311	$	726,343
Europe		117,060		114,448
Australia		12,172		13,926
Canada		611		888
Total assets	$	854,154	$	855,605

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15. 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 consolidated 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. On April 1, 2020, T-Mobile and Sprint completed their merger. Significant consolidation among our tenants in the wireless communication industry (or our tenants’ sub‑lessees) may result in the decommissioning of certain existing communications sites, because certain portions of these tenants’ (or their sub‑lessees’) networks may be redundant. 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, 2020, the Partnership had approximately $64.6 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.

16. Tenant Concentration

For the three months ended March 31, 2020 and 2019, the Partnership had the following tenant revenue concentrations:

	Three Months Ended March 31,
Tenant	2020			2019
Clear Channel		13.5	%		13.7	%
T-Mobile		7.8	%		8.5	%
Sprint		5.5	%		6.0	%

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.

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17. Supplemental Cash Flow Information

Noncash investing and financing activities for the three months ended March 31, 2020 and 2019 were as follows (in thousands):

	Three Months Ended March 31,
	2020			2019
Capital contribution to fund general and administrative expense reimbursement	$	1,101		$	994
Distributions payable to preferred unitholders		1,819			1,685
Accretion of Series C preferred units		97			356
Purchase price for development activities included in accounts payable and accrued liabilities		500			—
Initial recognition of lease liabilities related to right of use assets		—			7,589
Declared distributions receivable from the unconsolidated joint venture		(675	)		(1,482	)
Adoption of ASU 2016-13		(76	)		—
Deemed contribution by the General Partner		—			197
Deemed distribution by the General Partner		—			(197	)

Cash flows related to interest and income taxes paid were as follows (in thousands):

	Three Months Ended March 31,
	2020		2019
Cash paid for interest	$	4,412	$	3,049
Capitalized interest		657		308
Income taxes paid		312		126

18. Subsequent Events

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Unless the context otherwise requires, references in this report to “our partnership,” “we,” “our,” or “us,” or like terms refer to Landmark Infrastructure Partners LP. The following is a discussion and analysis of our financial performance, financial condition and significant trends that may affect our future performance. You should read the following in conjunction with the historical consolidated financial statements and related notes included elsewhere in this report. Among other things, those historical consolidated financial statements include more detailed information regarding the basis of presentation for the following information. The following discussion and analysis contains forward‑looking statements that involve risks and uncertainties. Our actual results could differ materially from those expressed or implied in forward‑looking statements for many reasons, including the risks described in “Risk Factors” disclosed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2019.

Some of the information in this Quarterly Report on Form 10-Q may contain forward‑looking statements. Forward‑looking statements give our current expectations, contain projections of results of operations or of financial condition, or forecasts of future events. Words such as “may,” “will,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” or “continue,” and similar expressions are used to identify forward‑looking statements. They can be affected by and involve assumptions used or known or unknown risks or uncertainties. Currently, one of the most significant factors, however, is the potential adverse effect of the current pandemic of the novel coronavirus, or COVID-19, on the financial condition, results of operations, cash flows and performance of the Partnership and its tenants, the real estate market and the global economy and financial markets. The extent to which COVID-19 impacts the Partnership and its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. Moreover, you should interpret many of the risks identified in this report, as well as the risks set forth below, as being heightened as a result of the ongoing and numerous adverse impacts of COVID-19. Consequently, no forward‑looking statements can be guaranteed. When considering these forward‑looking statements, you should keep in mind the risk factors and other cautionary statements as set forth in “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019. Actual results may vary materially. You are cautioned not to place undue reliance on any forward‑looking statements. You should also understand that it is not possible to predict or identify all such factors and should not consider the following list to be a complete statement of all potential risks and uncertainties. The risk factors and other factors noted throughout our Annual Report on Form 10-K for the year ended December 31, 2019 could cause our actual results to differ materially from the results contemplated by such forward‑looking statements, including the following:

•

the number of real property interests that we are able to acquire, and whether we are able to complete such acquisitions on favorable terms, which could be adversely affected by, among other things, general economic conditions, operating difficulties, and competition;

•

the number of completed infrastructure developments;

•

the return on infrastructure developments;

•

the prices we pay for our acquisitions of real property;

•

our management’s and our general partner’s conflicts of interest with our own;

•

the rent increases we are able to negotiate with our tenants, and the possibility of further consolidation among a relatively small number of significant tenants in the wireless communication and outdoor advertising industries;

•

changes in the price and availability of real property interests;

•

changes in prevailing economic conditions;

•

unanticipated cancellations of tenant leases;

•

a decrease in our tenants’ demand for real property interest due to, among other things, technological advances or industry consolidation;

•

inclement or hazardous weather conditions, including flooding, and the physical impacts of climate change, unanticipated ground, grade or water conditions, and other environmental hazards;

•

inability to acquire or maintain necessary permits;

•

changes in laws and regulations (or the interpretation thereof), including zoning regulations;

•

difficulty collecting receivables and the potential for tenant bankruptcy;

•

additional expenses associated with being a publicly traded partnership;

•

our ability to borrow funds and access capital markets, and the effects of the fluctuating interest rate on our existing and future borrowings;

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•

restrictions in our revolving credit facility on our ability to issue additional debt or equity or pay distributions;

•

mergers or consolidations among wireless carriers;

•

performance of our joint ventures;

•

fluctuations in foreign currency exchange rates;

•

epidemic or pandemic (such as the outbreak and worldwide spread of COVID-19), and the measures that international, federal, state and local governments, agencies, law enforcement and/or health authorities implement to address it, which may (as with COVID-19) precipitate or exacerbate one or more of the above-mentioned and/or other risks, and significantly disrupt or prevent us from operating our business in the ordinary course for an extended period; and

•

other events outside of our control.

All forward‑looking statements are expressly qualified in their entirety by the foregoing cautionary statements.

Overview

We are a growth‑oriented partnership formed by our Sponsor to acquire, develop, own and manage a portfolio of real property interests 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. We generate revenue and cash flow from existing tenant leases of our real property interests and infrastructure assets to wireless carriers, cellular tower owners, outdoor advertisers and renewable power producers.

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. On July 31, 2017, the Partnership completed changes to its organizational structure by transferring substantially all of its assets to a subsidiary, Landmark Infrastructure Inc., a Delaware corporation, which elected to be taxed as a real estate investment trust (“REIT”) commencing with its taxable year ending December 31, 2017. We intend to own and operate substantially all of our assets through the REIT Subsidiary. These changes are designed to simplify tax reporting for unitholders and intended to broaden the Partnership’s investor base by substantially eliminating unrelated business taxable income allocated by the Partnership to tax-exempt investors, including individuals investing through tax-deferred accounts such as an individual retirement account, and we do not intend to generate state source income.

COVID-19

We are closely monitoring the impact of COVID-19 pandemic on all aspects of our business and in all of the jurisdictions in which we operate, including how it will impact our tenants and business partners. While we did not incur significant disruptions during the three months ended March 31, 2020 from the COVID-19 pandemic, we are unable to predict the future impact that the COVID-19 pandemic will have on our financial condition, results of operations and cash flows due to numerous uncertainties. These uncertainties include the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact and the direct and indirect economic effects of the pandemic and containment measures, among others. The global impact of the outbreak has been rapidly evolving and, as cases of COVID-19 have continued to be identified in additional countries, many countries, including the United States, have reacted by instituting quarantines, mandating business and school closures and restricting travel. As a result, the COVID-19 pandemic is negatively impacting the global economy. Further, the impacts of a potential worsening of global economic conditions and the continued disruptions to, and volatility in, the credit and financial markets, consumer spending as well as other unanticipated consequences remain unknown.

In addition, we cannot predict the impact that COVID-19 will have on our tenants and other business partners; however, any material effect on these parties could adversely impact us. The current economic conditions, including the “stay-at-home” orders and similar mandates, have had and will likely continue to have a negative effect on the outdoor advertising industry. The Partnership has received and is currently reviewing a myriad of short-term rent relief requests from tenants within the outdoor advertising industry, most often in the form of rent deferral requests or amending to percentage rent. Not all tenant requests will ultimately result in modification agreements, nor is the Partnership forgoing its contractual rights under its lease agreements. The three months ended March 31, 2020 results may not be indicative of future results. During the three months ended March 31, 2020, the Partnership generated $5.9 million in rental revenue from outdoor advertising tenants, $0.4 million of which was generated from percentage rent provisions.

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The impact of the COVID-19 pandemic on our rental revenue for the second quarter of 2020 and thereafter cannot be determined at present. The situation surrounding the COVID-19 pandemic remains fluid, and we are actively managing our response in collaboration with tenants and business partners and assessing potential impacts to our financial position and operating results, as well as potential adverse developments in our business. On April 21, 2020, the General Partner’s board of directors approved a quarterly distribution of $0.20 per common unit for the quarter ended March 31, 2020. The current quarter distribution equates to approximately $5.1 million per quarter, or $20.4 million per year in the aggregate, based on the number of common units outstanding as of May 1, 2020. This distribution amount, which is a reduction from the $0.3675 per unit in the previous quarter, represents on an annualized basis $17.0 million of additional cash available to strengthen our balance sheet and enhance our long term financial flexibility. As a result of the unprecedented economic conditions, we will focus on repaying borrowings under our revolving credit facility, preserving liquidity and capital for any potential impact to our business and positioning the Partnership to take advantage of any prospective market opportunities. For further information regarding the impact of COVID-19 on the Company, see Part II, Item 1A titled “Risk Factors.”

How We Generate Rental Revenue

We primarily generate rental revenue and cash flow from existing leases of our tenant sites to wireless carriers, cellular tower owners, outdoor advertisers and renewable power producers. The amount of rental revenue generated by the assets in our portfolio depends principally on occupancy levels and the tenant lease rates and terms at our tenant sites.

We believe the terms of our tenant leases provide us with stable and predictable cash flow that will support consistent, growing distributions to our unitholders. Substantially all of our tenant lease arrangements are triple net or effectively triple-net, meaning that our tenants or the underlying property owners are generally contractually responsible for property‑level operating expenses, including maintenance capital expenditures, property taxes and insurance. In addition, 83% of our tenant leases have contractual fixed‑rate escalators or consumer price index (“CPI”)‑based rent escalators, and some of our tenant leases contain revenue‑sharing provisions in addition to the base monthly or annual rental payments. Occupancy rates under our tenant leases have historically been very high. We also believe we are well positioned to negotiate higher rents in advance of lease expirations as tenants request lease amendments to accommodate equipment upgrades or add tenants to increase co‑location.

Future economic or regional downturns affecting our submarkets that impair our ability to renew or re‑lease our real property interests and other adverse developments that affect the ability of our tenants to fulfill their lease obligations, such as tenant bankruptcies, could adversely affect our ability to maintain or increase rental rates at our sites. Adverse developments or trends in one or more of these factors could adversely affect our rental revenue and tenant recoveries in future periods.

Significant consolidation among our tenants in the wireless communication industry (or our tenants’ sub‑lessees) may result in the decommissioning of certain existing communications sites, because certain portions of these tenants’ (or their sub‑lessees’) networks may be redundant. The loss of any one of our large customers as a result of joint ventures, mergers, acquisitions or other cooperative agreements may result in a material decrease in our revenue. On April 1, 2020, T-Mobile and Sprint completed their merger. The Partnership does not expect the merger to have a material impact on rental revenue. For the three months ended March 31, 2020, T-Mobile and Sprint represented approximately 7.8% and 5.5% of rental revenue, respectively.

How We Evaluate Our Operations

Our management uses a variety of financial and operating metrics to analyze our performance. These metrics are significant factors in assessing our operating results and profitability and include: (1) occupancy (2) operating and maintenance expenses; (3) FFO and AFFO; and (4) Adjusted EBITDA.

Occupancy

The amount of revenue we generate primarily depends on our occupancy rate. As of March 31, 2020, we had a 95% occupancy rate with 1,952 of our 2,058 available tenant sites leased. We believe the infrastructure assets at our tenant sites are essential to the ongoing operations and profitability of our tenants and will be a critical component for the rollout of future technologies such as 5G, IOT and autonomous vehicles. Combined with the challenges and costs of relocating the infrastructure, we believe that we will continue to enjoy high tenant retention and occupancy rates.

There has been consolidation in the wireless communication industry historically that has led to certain lease terminations. Additional consolidation among our tenants in the wireless communication industry (or our tenants’ sub‑lessees) may result in lease terminations for certain existing communication sites. Any additional termination of leases in our portfolio would result in lower rental revenue, may lead to impairment of our real property interests, or other adverse effects to our business.

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Operating and Maintenance Expenses

Funds from Operations (“FFO”) and Adjusted Funds from Operations (“AFFO”)

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

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

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

EBITDA and Adjusted EBITDA

We define EBITDA as net income before interest, income taxes, depreciation and amortization, and we define Adjusted EBITDA as EBITDA before impairments, acquisition‑related expenses, unrealized and realized gains and losses on derivatives, loss on extinguishment of debt, gains and losses on sale of real property interests, unit-based compensation, straight line rental adjustments, amortization of above‑ and below‑market rents plus cash receipts applied toward the repayments of investments in receivable, the deemed capital contribution to fund our general and administrative expense reimbursement and adjustments for investments in unconsolidated joint ventures.

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

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

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

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

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

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We believe that the presentation of EBITDA and Adjusted EBITDA in this Quarterly Report on Form 10-Q provides information useful to investors in assessing our financial condition and results of operations. The GAAP measures most directly comparable to EBITDA and Adjusted EBITDA are net income and net cash provided by operating activities. EBITDA and Adjusted EBITDA should not be considered as an alternative to GAAP net income, net cash provided by operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. Each of EBITDA and Adjusted EBITDA has important limitations as analytical tools because they exclude some, but not all, items that affect net income and net cash provided by operating activities, and these measures may vary from those of other companies. You should not consider EBITDA and Adjusted EBITDA in isolation or as a substitute for analysis of our results as reported under GAAP. As a result, because EBITDA and Adjusted EBITDA may be defined differently by other companies in our industry, EBITDA and Adjusted EBITDA as presented below may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

Factors Affecting the Comparability of Our Financial Results

Our future results of operations may not be comparable to our historical results of operations for the reasons described below:

COVID-19

We are not aware of any material trends or uncertainties, other than national economic conditions affecting real estate and development generally and those risks listed in Part II. Item 1A of this Quarterly Report on Form 10-Q and in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2019, that may reasonably be expected to have a material impact, favorable or unfavorable, on revenues or income from the acquisition, management and operation of our properties. However, due to the recent outbreak of COVID-19, the Partnership’s tenants and their operations may be impacted, including their ability to pay rent. The impact of COVID-19 on our future results could be significant and will largely depend on future developments, which are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of COVID-19, the success of actions taken to contain or treat COVID-19 and reactions by consumers, companies, governmental entities and capital markets.

Acquisitions and Developments

We have in the past and intend to continue to pursue acquisitions of real property interests and developments of infrastructure. Our significant historical acquisition activity impacts the period to period comparability of our results of operations. During the three months ended March 31, 2020 and for the year ended December 31, 2019, the Partnership acquired one and 146 tenant sites from third parties for a total consideration of $0.1 million and $52.0 million, respectively. During the three months ended March 31, 2020, the Partnership deployed thirty-two DART kiosks and placed in service other assets for a total of $7.3 million. During the three months ended March 31, 2020 and the year ended December 31, 2019, the Partnership completed the digital conversion of nine outdoor advertising sites in the U.K. for a total of $1.0 million in each period. The impact of COVID-19 has delayed and is expected to continue to delay the development projects until at least the shelter in place ordinances are lifted. See Note 3, Acquisitions and Developments to the Consolidated Financial Statements for additional information.

Sales

The Partnership’s sales of real property interests impacts the period to period comparability of our results of operations. During the three months ended March 31, 2020, there were no sales of the Partnership’s real property interests. During the three months ended March 31, 2019, the Partnership completed the sale of its real property interest held for sale as of December 31, 2018 and recognized a gain on sale of real property interest of $5.9 million.

Secured Notes

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Derivative Financial Instruments

Historically, we have hedged a portion of the variable interest rates under our secured debt facilities through interest rate swap agreements. We have not applied hedge accounting to these derivative financial instruments which has resulted in the change in the fair value of the interest rate swap agreements to be reflected in income as either a realized or unrealized gain (loss) on derivatives, except for foreign currency changes on interest rate swaps denominated in a foreign currency. On November 15, 2018, a Partnership entered into an interest rate swap agreement with a notional amount in GBP. Foreign currency changes on mark-to-market adjustments on our interest rate swap agreement denominated in a foreign currency are reflected in the income statement as foreign currency transaction loss (gain).

General and Administrative Expenses

Under the Partnership’s Fourth Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP dated April 2, 2018 (the “Amended Partnership Agreement”), we are required to reimburse our general partner and its affiliates for all costs and expenses that they incur on our behalf for managing and controlling our business and operations. Except to the extent specified under our amended Omnibus Agreement with Landmark (“Omnibus Agreement”), which was amended on January 30, 2019, our general partner determines the amount of these expenses and such determinations must be made in good faith under the terms of the Amended Partnership Agreement. Under the Omnibus Agreement, we agreed to reimburse Landmark for expenses related to certain general and administrative services that Landmark will provide to us in support of our business, subject to a quarterly cap equal to 3% of our revenue during the current calendar quarter. This cap on expenses will last until the earlier to occur of: (i) the date on which our revenue for the immediately preceding four consecutive fiscal quarters exceeded $120 million and (ii) November 19, 2021. The full amount of our 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 in our financial statements as a capital contribution from Landmark rather than as a reduction of our general and administrative expenses, except for expenses that would otherwise be allocated to us, which are not included in the amount of general and administrative expenses.

Factors That May Influence Future Results of Operations

COVID-19

We are not aware of any material trends or uncertainties, other than national economic conditions affecting real estate and development generally and those risks listed in Part II. Item 1A. “Risk Factors,” of this Quarterly Report on Form 10-Q, that may reasonably be expected to have a material impact, favorable or unfavorable, on revenues or income from the acquisition, management and operation of our properties. However, due to the recent outbreak of COVID-19, the Partnership’s tenants and their operations may be impacted, including their ability to pay rent. The impact of COVID-19 on our future results could be significant and will largely depend on future developments, which are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of COVID-19, the success of actions taken to contain or treat COVID-19 and reactions by consumers, companies, governmental entities and capital markets.

Acquisitions and Developments

We intend to pursue acquisitions of real property interests from third parties, utilizing the expertise of our management and other Landmark employees to identify and assess potential acquisitions, for which we may pay Landmark mutually agreed reasonable fees. When acquiring real property interests, we will target infrastructure locations that are essential to the ongoing operations and profitability of our tenants, which we expect will result in continued high tenant occupancy and enhance our cash flow stability. We expect the vast majority of our acquisitions will include leases with our Tier 1 tenants or tenants whose sub‑tenants are Tier 1 companies. Additionally, we will focus on infrastructure locations with characteristics that are difficult to replicate in their respective markets, and those with tenant assets that cannot be easily moved to nearby alternative sites or replaced by new construction. Although our initial portfolio is focused on wireless communication, outdoor advertising and renewable power generation assets in the United States, we intend to grow our initial portfolio of real property interests into other fragmented infrastructure asset classes and expect to continue to pursue acquisitions internationally. The impact of COVID-19 may restrict access to construction materials and delay development projects.

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During 2017, the Partnership started developing an ecosystem of technologies that provides smart enabled infrastructure including smart poles and digital outdoor advertising kiosks across North America. Smart poles are self-contained, neutral-host poles designed for wireless carrier and other wireless operator collocation. The smart poles are 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.

During the fourth quarter of fiscal year 2018, the Partnership entered into an agreement with Dallas Area Rapid Transit “DART” to develop a smart media and communications platform which will include the deployment of content-rich kiosks and the Partnership’s smart enabled infrastructure ecosystem solution on strategic high-traffic DART locations.

In 2019, the Partnership commenced conversion of certain outdoor advertising sites from static billboards to digital billboards in the U.K.

During the three months ended March 31, 2020 the Partnership deployed thirty-two DART kiosks and placed in service other assets for a total of $7.3 million. During the three months ended March 31, 2020 and the year ended December 31, 2019, the Partnership completed the digital conversion of nine outdoor advertising sites in the U.K. for a total of $1.0 million in each period. The impact of COVID-19 has delayed and is expected to continue to delay the development projects until at least the shelter in place ordinances are lifted. As we deploy these infrastructure assets, we may incur additional operating expenses associated with ground lease payments and other operating expenses to maintain our infrastructure assets. Additionally, the Partnership may pursue further development opportunities in the future.

Mergers

Significant consolidation among our tenants in the wireless communication industry (or our tenants’ sub‑lessees) may result in the decommissioning of certain existing communications sites, because certain portions of these tenants’ (or their sub‑lessees’) networks may be redundant. The loss of any one of our large customers as a result of joint ventures, mergers, acquisitions or other cooperative agreements may result in a material decrease in our revenue. On April 1, 2020, T-Mobile and Sprint completed their merger. For the three months ended March 31, 2020, T-Mobile and Sprint represented approximately 7.8% and 5.5% of rental revenue, respectively.

Secured Notes

Changing Interest Rates and Foreign Currency Exchange Rates

Interest rates have been at or near historic lows in recent years. If interest rates rise, this may impact the availability and terms of debt financing, our interest expense associated with existing and future debt or our ability to make accretive acquisitions. Additionally, fluctuations in foreign currencies in which the Partnership operates may impact asset valuation, revenue, the availability and terms of debt financing, our interest expense associated with existing and future debt or our ability to make accretive acquisitions.

The U.K.’s Exit from the E.U.

In June 2016, the U.K. held a referendum in which voters approved Brexit. On January 29, 2020, the U.K. Parliament approved a withdrawal agreement submitted on January 22, 2020, and the U.K. officially withdrew from the E.U. on January 31, 2020. There is a transition period through December 2020, with an option to extend an additional one to two years, to allow for businesses and individuals to adjust to its changes, during which all E.U. regulations will continue to apply to the U.K. The nature of the economic relationship between the E.U. and U.K. remains uncertain, and there is no guarantee that both parties will be able to reach an agreement before the transition period expires. It is unknown at this time what effects the ratification of the withdrawal agreement and the U.K./E.U. relationship will have on our future operations. We will continue to monitor the economic and political developments related to Brexit and the potential impact on our businesses in the U.K. and the rest of Europe, including, in particular, acquisition, development and leasing activity in the U.K., as well as any associated currency volatility impact on our results of operations. As of March 31, 2020, approximately 11.9% of the Partnership’s total rental revenue and 13.7% of total assets related to the U.K.

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LIBOR Phase Out

In July 2017, the FCA, which regulates LIBOR, announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. As a result, the Federal Reserve Board and the Federal Reserve Bank of New York organized the ARRC which identified the SOFR as its preferred alternative to USD-LIBOR in derivatives and other financial contracts. The Partnership is not able to predict when LIBOR will cease to be available or when there will be sufficient liquidity in the SOFR markets. Any changes adopted by FCA or other governing bodies in the method used for determining LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR. If that were to occur, our interest payments could change. In addition, uncertainty about the extent and manner of future changes may result in interest rates and/or payments that are higher or lower than if LIBOR were to remain available in its current form.

The Partnership has agreements that are indexed to LIBOR and is monitoring and evaluating the related risks, which include interest on loans and valuation of derivative instruments. These risks arise in connection with transitioning contracts to a new alternative rate, including any resulting value transfer that may occur. The value of loans or derivative instruments tied to LIBOR could also be impacted if LIBOR is limited or discontinued. For some instruments, the method of transitioning to an alternative rate may be challenging, as they may require negotiation with the respective counterparty.

If a contract is not transitioned to an alternative rate and LIBOR is discontinued, the impact on our contracts is likely to vary by contract. If LIBOR is discontinued or if the methods of calculating LIBOR change from their current form, interest rates on our current or future indebtedness may be adversely affected.

While we expect LIBOR to be available in substantially its current form until the end of 2021, it is possible that LIBOR will become unavailable prior to that point. This could result, for example, if sufficient banks decline to make submissions to the LIBOR administrator. In that case, the risks associated with the transition to an alternative reference rate will be accelerated and magnified. We will continue to monitor the potential impact of LIBOR changes on our business.

Critical Accounting Policies

The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to use judgment in the application of accounting policies, including making estimates and assumptions. We base estimates on the best information available to us at the time, our experience and on various other assumptions believed to be reasonable under the circumstances. These estimates affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. If our judgment or interpretation of the facts and circumstances relating to various transactions or other matters had been different, it is possible that different accounting would have been applied, resulting in a different presentation of our consolidated financial statements. From time to time, we re-evaluate our estimates and assumptions. In the event estimates or assumptions prove to be different from actual results, adjustments are made in subsequent periods to reflect more current estimates and assumptions about matters that are inherently uncertain. A summary of our critical accounting policies is included in our Annual Report on Form 10-K for the year ended December 31, 2019, in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Our critical accounting policies have not changed during 2020.

Historical Results of Operations of our Partnership

Segments

We conduct business through three reportable business segments: Wireless Communication, Outdoor Advertising and Renewable Power Generation. Our 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. We evaluate our segments based on revenue because substantially all of our tenant lease arrangements are triple net or effectively triple-net. We believe this measure provides investors relevant and useful information because it is presented on an unlevered basis.

Results of Operations

Our results of operations for all periods presented were affected by asset sales in 2019, and acquisitions made during the year ended December 31, 2019. As of March 31, 2020 and 2019, we had 2,058 and 2,023 available tenant sites with 1,952 and 1,933 leased tenant sites, respectively.

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Comparison of Three Months Ended March 31, 2020 to Three Months Ended March 31, 2019

The following table summarizes the consolidated statements of operations of the Partnership for the three months ended March 31, 2020 and 2019 (in thousands):

	Three Months Ended March 31,
	2020			2019			Change
Revenue
Rental revenue	$	15,678		$	14,393		$	1,285
Expenses
Property operating		731			665			66
General and administrative		1,612			1,478			134
Acquisition-related		315			127			188
Depreciation and amortization		3,892			3,517			375
Impairments		82			204			(122	)
Total expenses		6,632			5,991			641
Other income and expenses
Interest and other income		232			394			(162	)
Interest expense		(4,701	)		(4,488	)		(213	)
Loss on early extinguishment of debt		(2,231	)		—			(2,231	)
Unrealized loss on derivatives		(7,291	)		(2,762	)		(4,529	)
Equity income (loss) from unconsolidated joint venture		150			(55	)		205
Gain on sale of real property interests		—			5,862			(5,862	)
Foreign currency transaction gain (loss)		3,363			(21	)		3,384
Total other income and expenses		(10,478	)		(1,070	)		(9,408	)
Income (loss) before income tax expense (benefit)		(1,432	)		7,332			(8,764	)
Income tax expense (benefit)		(60	)		122			(182	)
Net income (loss)	$	(1,372	)	$	7,210		$	(8,582	)

Rental Revenue

Rental revenue increased $1.3 million primarily due to $1.3 million increase during the three months ended March 31, 2020 attributable to the full year of rental revenue in 2020 for tenant sites acquired during 2019. Revenue for the three months ended March 31, 2020 includes approximately $0.3 million of rental revenue as a result of rent escalators, offset by $0.3 million less of rental revenue related to assets sold in 2019. Revenue generated from our wireless communication, outdoor advertising, and renewable power generation segments was $7.9 million, $5.9 million, and $1.9 million, or 51%, 37%, and 12% of total rental revenue, respectively, during the three months ended March 31, 2020, compared to $7.2 million, $5.1 million, and $2.1 million, or 51%, 35%, and 14% of total rental revenue, respectively, during the three months ended March 31, 2019. The occupancy rates in our wireless communication, outdoor advertising, and renewable power generation segments were 93%, 97%, and 100%, respectively, at March 31, 2020 compared to 94%, 98%, and 100%, respectively, at March 31, 2019. Additionally, our effective monthly rental rates per tenant site for wireless communication, outdoor advertising and renewable power generation segments were $1,999, $2,322, and $9,147, respectively, during the three months ended March 31, 2020 compared to $1,950, $2,255, and $8,997, respectively, during the three months ended March 31, 2019. The Partnership’s rental revenue for three months ended March 31, 2020 was not significantly impacted by COVID-19, however due the economic uncertainty caused by the outbreak of COVID-19, the Partnership’s outdoor advertising tenants and their operations may be impacted, including their ability to pay rent in future periods resulting in a possible reduction in rental income.

Property Operating

Property operating expenses increased $0.1 million during the three months ended March 31, 2020 compared to the three months ended March 31, 2019 primarily due to an increase in property taxes as a result of an increase in fee simple properties that are not leased under a triple net lease structure and rent expense on assets subject to a ground lease payment. 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. As we deploy our smart enabled infrastructure solution and other projects, we may incur additional operating expenses associated with ground lease payments and other operating expenses.

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General and Administrative

General and administrative expenses increased $0.1 million during the three months ended March 31, 2020 compared to the three months ended March 31, 2019, primarily due to an increase in legal related expenses. Under our Amended Partnership Agreement, we are required to reimburse our general partner and its affiliates for all costs and expenses that they incur on our behalf for managing and controlling our business and operations. Except to the extent specified under our Omnibus Agreement, our general partner determines the amount of these expenses and such determinations must be made in good faith under the terms of the Amended Partnership Agreement. 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. On January 30, 2019, we amended the Omnibus Agreement and we agreed to reimburse Landmark for expenses related to certain general and administrative services that Landmark will provide to us in support of our business, subject to a quarterly cap equal to 3% of our revenue during the current calendar quarter. Under the amended Omnibus Agreement, this cap on expenses will last until the earlier to occur of: (i) the date on which our revenue for the immediately preceding four consecutive fiscal quarters exceeded $120 million and (ii) November 19, 2021. The full amount of general and administrative expenses incurred is reflected on our income statements and the amount in excess of the cap that is reimbursed is 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. For the three months ended March 31, 2020 and 2019, Landmark reimbursed us $1.0 million and $0.9 million, respectively, for expenses related to certain general and administrative services expenses that exceeded the cap. During the three months ended March 31, 2020 and 2019, $0.1 million, respectively, of management fees related to our unconsolidated joint venture that is not subject to the cap and is treated as a capital contribution from Sponsor.

Acquisition‑Related

Acquisition-related expenses are third party fees and expenses related to acquiring an asset and include survey, title, legal and other items as well as legal and financial advisor expenses associated with business acquisitions or unsuccessful asset acquisitions.

Depreciation and Amortization

Depreciation and amortization expense increased $0.4 million during the three months ended March 31, 2020 compared to the three months ended March 31, 2019 as a result of having a greater number of average tenant sites as of March 31, 2020 compared to March 31, 2019.

Impairments

Impairments decreased $0.1 million during the three months ended March 31, 2020 compared to the three months ended March 31, 2019, primarily due to two lease terminations in our outdoor advertising segment for $0.1 million during the three months ended March 31, 2020, compared to two lease terminations in our outdoor advertising segment for $0.2 million three months ended March 31, 2019.

Interest and Other Income

Interest and other income decreased $0.2 million during the three months ended March 31, 2020 compared to the three months ended March 31, 2019, as a result of the sale of investments in receivables of $8.3 million in 2019. Interest income on receivables is generated from our wireless communication, outdoor advertising, and renewable power generation segments.

Interest Expense

Interest expense increased $0.2 million during the three months ended March 31, 2020 compared to the three months ended March 31, 2019, primarily due to a greater average debt balance of approximately $459.6 million for the three months ended March 31, 2020 compared to an average debt balance of approximately $391.2 million during the three months ended March 31, 2019.

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Loss on Early Extinguishment of Debt

In connection with the issuance of the 2019 Secured Notes, the Partnership repaid in full the 2016 Secured Notes by $108 million. The unamortized balance of the deferred loan costs totaling $1.2 million and a $1.0 million make-whole payment were recorded as a loss on extinguishment of debt during the three months ended March 31, 2020.

Unrealized Loss on Derivative Financial Instruments

We mitigated exposure to fluctuations in interest rates on existing variable rate debt by entering into swap contracts that fixed the floating LIBOR rate. These interest rate swap agreements extend through and beyond the term of the Partnership’s existing credit facility. The swap contracts are adjusted to fair value at each period end. The unrealized loss recorded for the three months ended March 31, 2020 and 2019 reflect the change in fair value of these contracts during those periods.

Equity Income (Loss) from Unconsolidated Joint Venture

Equity income from unconsolidated joint venture increased $0.2 million during the three months ended March 31, 2020 compared to the three months ended March 31, 2019 due to an equity loss from unconsolidated joint venture of $0.1 million during the three months ended March 31, 2019. Under the equity method, the investment is initially recorded at fair value and subsequently adjusted for additional distributions and the Partnership’s proportionate share of equity in the JV’s income or loss. The Partnership recognizes its proportionate share of the ongoing income or loss of the unconsolidated JV as equity income or loss from unconsolidated JV on the consolidated statements of operations.

Gain on Sale of Real Property Interests

During the three months ended March 31, 2019, the Partnership recognized a gain on sale of real property interests of $5.9 million related to the sale of an asset held for sale as of December 31, 2018. There were no sales during the three months ended March 31, 2020.

Foreign Currency Transaction Gain (Loss)

Foreign currency transaction gain increased $3.4 million during the three months ended March 31, 2020 as a result of changes in exchange rates affecting £40.5 million of outstanding borrowings denominated in GBP and a foreign currency interest rate swap agreement denominated in GBP. We expect additional fluctuations of foreign currency transactions in future periods as a result of borrowings denominated in foreign currencies under our revolving credit facility. The borrowings are a partial hedge against changes in the value of our U.K. based investments with any foreign currency translation gains and losses on our U.K. based investments included in comprehensive income (loss).

Income Tax Expense (Benefit)

During the three months ended March 31, 2020, the Partnership recorded a net tax benefit of $0.1 million as a result of an increase to deferred tax assets related to a higher US state effective tax rate. During the three months ended March 31, 2019, the Partnership recorded an income tax expense of $0.1 million as a result of certain foreign subsidiaries of the Partnership that are subject to corporate income tax in the foreign jurisdictions where we own assets and generate taxable income.

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Non‑GAAP Financial Measures

The following table sets forth a reconciliation of our historical EBITDA and Adjusted EBITDA for the periods presented to net cash provided by operating activities and net income (loss) (in thousands):

	Three Months Ended March 31,
	2020			2019
Net cash provided by operating activities	$	9,463		$	8,167
Unit-based compensation		(120	)		(130	)
Unrealized loss on derivatives		(7,291	)		(2,762	)
Loss on early extinguishment of debt		(2,231	)		—
Depreciation and amortization expense		(3,892	)		(3,517	)
Amortization of above- and below-market rents, net		236			224
Amortization of deferred loan costs		(497	)		(665	)
Amortization of discount on secured notes		(92	)		(93	)
Receivables interest accretion		—			3
Impairments		(82	)		(204	)
Gain on sale of real property interests		—			5,862
Adjustment for uncollectible accounts		(82	)		(5	)
Equity income (loss) from unconsolidated joint venture		150			(55	)
Distributions of earnings from unconsolidated joint venture		(675	)		(1,482	)
Foreign currency transaction gain (loss)		3,363			(21	)
Working capital changes		378			1,888
Net income (loss)	$	(1,372	)	$	7,210
Interest expense		4,701			4,488
Depreciation and amortization expense		3,892			3,517
Income tax expense (benefit)		(60	)		122
EBITDA	$	7,161		$	15,337
Impairments		82			204
Acquisition-related		315			127
Unrealized loss on derivatives		7,291			2,762
Loss on early extinguishment of debt		2,231			—
Gain on sale of real property interests		—			(5,862	)
Unit-based compensation		120			130
Straight line rent adjustments		169			110
Amortization of above- and below-market rents, net		(236	)		(224	)
Repayments of investments in receivables		142			150
Adjustments for investment in unconsolidated joint venture		1,494			1,683
Foreign currency transaction (gain) loss		(3,363	)		21
Deemed capital contribution due to cap on general and administrative expense reimbursement		1,101			994
Adjusted EBITDA	$	16,507		$	15,432

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The following table sets forth a reconciliation of FFO and AFFO for the periods presented (in thousands):

	Three Months Ended March 31,
	2020			2019
Net income (loss)	$	(1,372	)	$	7,210
Adjustments:
Depreciation and amortization expense		3,892			3,517
Impairments		82			204
Gain on sale of real property interests, net of income taxes		—			(5,862	)
Adjustments for investment in unconsolidated joint venture		791			979
Distributions to preferred unitholders		(3,060	)		(2,894	)
Distributions to noncontrolling interests		(8	)		(8	)
FFO attributable to common unitholders	$	325		$	3,146
Adjustments:
General and administrative expense reimbursement		1,101			994
Acquisition-related expenses		315			127
Unrealized loss on derivatives		7,291			2,762
Straight line rent adjustments		169			110
Unit-based compensation		120			130
Amortization of deferred loan costs and discount on secured notes		589			758
Amortization of above- and below-market rents, net		(236	)		(224	)
Deferred income tax benefit		(299	)		—
Loss on early extinguishment of debt		2,231			—
Repayments of receivables		142			150
Adjustments for investment in unconsolidated joint venture		38			37
Foreign currency transaction (gain) loss		(3,363	)		21
AFFO attributable to common unitholders	$	8,423		$	8,011

FFO per common unit - diluted	$	0.01		$	0.12
AFFO per common unit - diluted	$	0.33		$	0.32
Weighted average common units outstanding - diluted		25,461			25,338

Liquidity and Capital Resources

Our short‑term liquidity requirements will consist primarily of funds to pay for operating expenses, acquisitions and developments and other expenditures directly associated with our assets, including:

•

interest expense on our revolving credit facility;

•

interest expense and principal payments on our secured notes;

•

general and administrative expenses;

•

acquisitions of real property interests;

•

capital expenditures for infrastructure developments; and

•

distributions to our common and preferred unitholders.

We intend to satisfy our short‑term liquidity requirements primarily through cash flow from operating activities and through borrowings available under our revolving credit facility. We may also satisfy our short-term liquidity requirements through the issuance of additional equity, asset dispositions, formation of joint ventures, amending our existing revolving credit facility to increase the available commitments or refinancing some of the outstanding borrowings under our existing credit facility through securitizations or other long-term debt arrangements. Our ability to access capital on favorable terms as well as to use cash from operations to continue to meet our liquidity needs, all of which are highly uncertain and cannot be predicted, could be affected by various risks and uncertainties, including, but not limited to, the effects of the COVID-19 pandemic and other risks detailed in Part II, Item 1A titled “Risk Factors”. Access to capital markets impacts our cost of capital and ability to refinance indebtedness, as well as our ability to fund future acquisitions and development through the issuance of additional securities or secured debt. Credit ratings impact our ability to access capital and directly impact our cost of capital as well.

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The Partnership has a universal shelf registration statement on file with the SEC, effective January 30, 2020, under which we have the ability to issue and sell common and preferred units representing limited partner interests in us and debt securities up to an aggregate amount of $750.0 million.

On April 21, 2020, the General Partner’s board of directors approved a quarterly distribution of $0.20 per common unit for the quarter ended March 31, 2020. The current quarter distribution equates to approximately $5.1 million per quarter, or $20.4 million per year in the aggregate, based on the number of common units outstanding as of May 1, 2020. This distribution amount, which is a reduction from the $0.3675 per unit in the previous quarter, represents on an annualized basis $17.0 million of additional cash available to strengthen our balance sheet and enhance our long term financial flexibility. As a result of the unprecedented economic conditions, we will focus on repaying borrowings under our revolving credit facility, preserving liquidity and capital for any potential impact to our business and positioning the Partnership to take advantage of any prospective market opportunities. We do not have a legal obligation to pay this distribution or any other distribution except to the extent we have available cash as defined in our Amended Partnership Agreement.

We intend to pay a quarterly Series A and Series B Preferred Unit distribution of 8.0% and 7.9%, respectively, which equates to approximately $2.2 million per quarter, or approximately $8.7 million per year in the aggregate based on the number of Series A and Series B Preferred Units outstanding as of April 1, 2020 and May 1, 2020, respectively. We intend to pay a quarterly Series C Preferred Units distribution of a rate equal to the greater of (i) 7.00% per annum, and (ii) the sum of (a) three-month LIBOR as calculated on each applicable date of determination and (b) 4.698% per annum, based on the $25.00 liquidation preference per Series C Preferred Unit. As of March 31, 2020, there were 1,988,700 Series C Preferred Units outstanding. The Preferred Unit distributions are cumulative from the date of original issuance and will be payable quarterly in arrears.

The amount of future distributions to unitholders will depend on our results of operations, financial condition, capital requirements and will be determined by the General Partner’s Board of Directors on a quarterly basis. The Partnership expects to rely on external financing sources, including equity and debt issuances, to fund expansion capital expenditures and future acquisitions. However, the Partnership may use operating cash flows to fund expansion capital expenditures or acquisitions, which could result in subsequent borrowings under the revolving credit facility to pay distributions or fund other short-term working capital requirements.

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The table below summarizes the quarterly distribution related to our financial results:

			Total Cash
	Distribution		Distribution
Quarter Ended	Per Unit		(in thousands)		Distribution Date
Common Units and IDRs
March 31, 2019 ⁽¹⁾	$	0.3675	$	9,312	May 15, 2019
June 30, 2019 ⁽¹⁾		0.3675		9,312	August 14, 2019
September 30, 2019 ⁽¹⁾		0.3675		9,317	November 14, 2019
December 31, 2019 ⁽¹⁾		0.3675		9,360	February 14, 2020
March 31, 2020	0.2000			5,096	May 15, 2020
Series A Preferred Units
March 31, 2019	$	0.5000	$	797	April 15, 2019
June 30, 2019		0.5000		828	July 15, 2019
September 30, 2019		0.5000		837	October 15, 2019
December 31, 2019		0.5000		861	January 15, 2020
March 31, 2020		0.5000		873	April 15, 2020
Series B Preferred Units
March 31, 2019	$	0.4938	$	1,216	May 15, 2019
June 30, 2019		0.4938		1,257	August 15, 2019
September 30, 2019		0.4938		1,257	November 15, 2019
December 31, 2019		0.4938		1,298	February 18, 2020
March 31, 2020		0.4938		1,298	May 15, 2020
Series C Preferred Units
March 31, 2019	$	0.4614	$	923	May 15, 2019
June 30, 2019		0.4510		902	August 15, 2019
September 30, 2019		0.4375		870	November 15, 2019
December 31, 2019		0.4375		870	February 18, 2020
March 31, 2020		0.4375		867	May 15, 2020

(1)	The General Partner irrevocably waived its right to receive the incentive distribution and incentive allocations for the respective quarterly distribution.

As of March 31, 2020, we had $457.3 million of total outstanding indebtedness. As of May 4, 2020, the Partnership had $177.6 million of outstanding borrowings on our revolving credit facility, and we had $272.4 million of undrawn borrowing capacity (including standby letter of credit arrangement of $5.8 million), subject to compliance with certain covenants, under our revolving credit facility.

Our long‑term liquidity needs consist primarily of funds necessary to pay for acquisitions, developments and scheduled debt maturities. We intend to satisfy our long‑term liquidity needs through cash flow from operations, joint ventures, and through the issuance of additional equity and debt.

Cash Flows

The following table summarizes the historical cash flow of the Partnership for the three months ended March 31, 2020 and 2019 (in thousands):

	Three Months Ended March 31,
	2020			2019
Net cash provided by operating activities	$	9,463		$	8,167
Net cash used in investing activities		(3,847	)		(1,970	)
Net cash provided by (used in) financing activities		613			(2,964	)

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Comparison of Three Months Ended March 31, 2020 to Three Months Ended March 31, 2019

Net cash provided by operating activities. Net cash provided by operating activities increased $1.3 million to $9.5 million for the three months ended March 31, 2020 compared to $8.2 million for the three months ended March 31, 2019. The increase is primarily attributable to asset acquisitions offset by sale of real property interests in 2019 and the timing of prepaid expenses, other assets and payments of accounts payable and accrued liabilities.

Net cash used in investing activities. Net cash used in investing activities was $3.8 million for the three months ended March 31, 2020 compared to net cash used in investing activities of $2.0 million for the three months ended March 31, 2019. The change in net cash used in investing activities was primarily due to the cash used for development activities during the three months ended March 31, 2020 compared to the proceeds received from the sale of real property interests for $13.5 million offset by cash used for asset acquisitions during the three months ended March 31, 2019.

Net cash provided by (used in) financing activities. Net cash provided by financing activities was $0.6 million for the three months ended March 31, 2020 compared to net cash used in financing activities of $3.0 million for the three months ended March 31, 2019. The change in net cash provided by (used in) financing activities was primarily attributable to the net increase of $4.2 million in proceeds from equity offerings and $0.9 million in proceeds from the net borrowings from the revolving credit facility and secured notes, offset by the net increase of $1.4 million of cash used in deferred loan costs.

Revolving Credit Facility

Our revolving credit facility will mature on November 15, 2023 and is available for working capital, capital expenditures, permitted acquisitions and general corporate purposes, including distributions. On November 15, 2018, the Partnership completed its Third Amended and Restated Credit Facility and obtained commitments from a syndicate of banks with initial borrowing commitments of $450.0 million for five-years. Additionally, borrowings up to $75.0 million may be denominated in British pound sterling (“GBP”), euro, Australian dollar and Canadian dollar. As of November 1, 2019, the outstanding indebtedness under the revolving credit facility denominated in GBP was £40.5 million, that bears interest at a rate equal to GBP LIBOR, plus a spread ranging from 1.75% to 2.25% (determined based on leverage levels). Substantially all of our assets, excluding equity in and assets of certain joint ventures and unrestricted subsidiaries is pledged as collateral under our revolving credit facility.

Our revolving credit facility contains various covenants and restrictive provisions that limit our ability (as well as the ability of our restricted subsidiaries) to, among other things:

•

incur or guarantee additional debt;

•

make distributions on or redeem or repurchase equity;

•

make certain investments and acquisitions;

•

incur or permit to exist certain liens;

•

enter into certain types of transactions with affiliates;

•

merge or consolidate with another company;

•

transfer, sell or otherwise dispose of assets or enter into certain sale‑leaseback transactions; and

•

enter into certain restrictive agreements or amend or terminate certain material agreements.

Our revolving credit facility also requires compliance with certain financial covenants as follows:

•

a leverage ratio of not more than 8.0 to 1.0; and

•

an interest coverage ratio of not less than 2.0 to 1.0.

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In addition, our revolving credit facility contains events of default including, but not limited to (i) event of default resulting from our failure or the failure of our restricted subsidiaries to comply with covenants and financial ratios, (ii) the occurrence of a change of control (as defined in the credit agreement), (iii) the institution of insolvency or similar proceedings against us or our restricted subsidiaries, (iv) the occurrence of a default under any other material indebtedness (as defined in the credit agreement) we or our restricted subsidiaries may have and (v) any one or more collateral documents ceasing to create a valid and perfected lien on collateral (as defined in the credit agreement). Upon the occurrence and during the continuation of an event of default, subject to the terms and conditions of the credit agreement, the lenders may declare any outstanding principal of our revolving credit facility debt, together with accrued and unpaid interest, to be immediately due and payable and may exercise the other remedies set forth or referred to in the credit agreement and the other loan documents.

Loans under the revolving credit facility bear interest at a rate equal to LIBOR, plus a spread ranging from 1.75% to 2.25% (determined based on leverage levels). As of March 31, 2020, the applicable spread was 2.25%.

As of March 31, 2020, we had $177.6 million of total outstanding indebtedness under our revolving credit facility with $272.4 million available under the revolving credit facility (including standby letter of credit arrangements of $5.8 million), subject to compliance with certain covenants. As of March 31, 2020, the Partnership was in compliance with all other financial covenants required under the revolving credit facility. As of May 4, 2020, the Partnership had $177.6 million of outstanding borrowings on our revolving credit facility, and we had $272.4 million of undrawn borrowing capacity (including standby letter of credit arrangements of $5.8 million), subject to compliance with certain covenants, under our revolving credit facility.

Secured Notes

On April 24, 2018, the Partnership entered into a note purchase and private shelf 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, and may from time to time issue and sell additional senior secured notes, in an aggregate principal amount when aggregated with the initial principal amount of up to $225 million. The 4.38% Senior Secured Notes are obligations of certain special purpose subsidiaries of the Partnership, including the issuer of the 4.38% Senior Secured Notes, LMRK PropCo SO LLC (the “4.38% Senior Secured Notes Issuer”), and are not obligations of the Partnership or any of its other subsidiaries (including the obligors with respect to the 4.38% Senior Secured Notes). The assets and credit of such obligors are not available to satisfy the debts and obligations of the Partnership or any of its other affiliates (other than the obligors with respect to the 4.38% Senior Secured Notes).

On November 30, 2017, the Partnership completed the 2017 Securitization involving certain outdoor advertising sites and related property interests owned by certain special purpose subsidiaries of the Partnership, through the issuance of the 2017 Secured Notes, in an aggregate principal amount of $80.0 million. The 2017 Secured Notes are obligations of certain special purpose subsidiaries of the Partnership, including the issuer of the 2017 Secured Notes, LMRK Issuer Co. 2 LLC (the “2017 Securitization Issuer”), and are not obligations of the Partnership or any of its other subsidiaries (including the obligors with respect to the 2016 and 2019 Secured Notes). The assets and credit of such obligors are not available to satisfy the debts and obligations of the Partnership or any of its other affiliates (other than the obligors with respect to the 2017 Secured Notes).

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The secured notes described above were issued in separate classes as indicated in the table below. The Class B notes of the Series 2017-1 are subordinated in right of payment to the Class A notes of such series.

Class	Initial Principal Balance (in thousands)		Note Rate			Anticipated Repayment Date
4.38% senior secured notes	$	43,702		4.38	%	June 30, 2036
Series 2019-1 Class A	$	170,000		3.90	%	January 14, 2027
Series 2017-1 Class A	$	62,000		4.10	%	November 15, 2022
Series 2017-1 Class B	$	18,000		3.81	%	November 15, 2022

The Secured Notes are each secured by (1) mortgages and deeds of trust on substantially all of the tenant sites 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, 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 1.5 to 1.0 for the 2019 Secured Notes, 2.0 to 1.0 for the 2017 Secured Notes and at least 1.1 to 1.0 for the 4.38% Senior Secured Notes.

Under the terms of the applicable indenture, amounts due under Secured Notes, as applicable, 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 in Note 8, Debt, the excess cash flows generated from the operation of such assets are released to the Partnership. As of March 31, 2020, $4.7 million was held in such reserve accounts which are classified as Restricted Cash on the accompanying consolidated balance sheets.

Certain information with respect to the Secured Notes is set forth in Note 8, Debt. The DSCR is generally calculated as the ratio of annualized net cash flow (as defined in the applicable indenture) to the amount of interest, servicing fees and trustee fees required to be paid over the succeeding 12 months on the principal amount of the Secured Notes, as applicable, that will be outstanding on the payment date following such date of determination.

Each indenture includes covenants customary for notes issued in rated securitizations. Among other things, the related obligors are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets (as defined in the applicable agreement) and the organizational documents of the related obligors were amended to contain certain provisions consistent with rating agency securitization criteria for special purposes entities, including that the applicable issuer and guarantor maintain independent directors. As of March 31, 2020, the applicable obligors were in compliance with all other financial covenants under the Secured Notes.

Shelf Registrations

ATM Programs

On February 28, 2020, the Partnership replaced the 2019 Common Unit ATM Program and established a new Common Unit at-the-market offering program (the “2020 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. On February 28, 2020, the Partnership replaced the 2019 Series A ATM Program and established a new Series A Preferred Unit at-the-market offering program (the “2020 Series A ATM Program”) pursuant to which we may sell, from time to time, Series A 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. On February 28, 2020, the Partnership replaced the Series B ATM Program and established a new Series B Preferred Unit at-the-market offering program (the “2020 Series B ATM Program”) 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. We intend to use the net proceeds from any sales pursuant to the ATM Programs for general partnership purposes, which may include, among other things, the repayment of indebtedness and to potentially fund future acquisitions.

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During the three months ended March 31, 2020, the Partnership issued a total of 109,724 Common Units, 23,287 Series A Preferred Units and 84,139 Series B Preferred Units under the existing ATM Programs generating total proceeds of approximately $4.5 million before issuance costs. There were no Common Units or Preferred Units issued under the 2020 ATM programs.

Off Balance Sheet Arrangements

In connection with the issuance of the 4.38% Senior Secured Notes, the Partnership has a standby letter of credit arrangement totaling $2.4 million. In connection with the issuance of the 2019 Secured Notes, the Partnership has a standby letter of credit arrangement totaling $3.4 million. As of March 31, 2020, there were no amounts drawn on the standby letters of credit.

As of March 31, 2020, the Partnership does not have any other off balance sheet arrangements.

Inflation

The majority of our tenant lease arrangements are triple net or effectively triple net and provide for fixed‑rate escalators or rent escalators tied to increases in the consumer price index. We believe that inflationary increases may be at least partially offset by the contractual rent increases and our tenants’ (or the underlying property owners’) obligations to pay taxes and expenses under our triple net and effectively triple net lease arrangements. We do not believe that inflation has had a material impact on our historical financial position or results of operations.

Newly Issued Accounting Standards

See Note 2, Basis of Presentation and Summary of Significant Accounting Policies, to the Consolidated Financial Statements for the impact of new accounting standards.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Our future income, cash flow and fair values relevant to financial instruments are impacted by prevailing market interest rates. Market risk refers to the risk of loss from adverse changes in market prices and interest rates. In the future, we may continue to use derivative financial instruments to manage, or hedge, interest rate risks related to our borrowings. Our primary market risk exposure will be interest rate risk with respect to our expected indebtedness. The outbreak of COVID-19 has significantly adversely impacted global economic activity and has contributed to significant volatility and negative pressure in financial markets and added market risk. The impacts of a potential worsening of global economic conditions and the continued disruptions to, and volatility in, the credit and financial markets, consumer spending as well as other unanticipated consequences remain unknown.

Interest Rate Risk

We are exposed to risks arising from rising interest rates. As of March 31, 2020, our revolving credit facility had an outstanding balance of $177.6 million. Additional borrowings under our revolving credit facility will have variable LIBOR‑based rates and will fluctuate based on the underlying LIBOR rate. As of March 31, 2020, we have hedged $195 million of the LIBOR rate on our revolving credit facility through interest rate swap agreements. On November 15, 2018, the Partnership entered into an interest rate swap agreement with a notional amount of £38 million with a fixed rate at 1.49% on floating GBP LIBOR with an effective date of November 30, 2020. On November 15, 2018, the Partnership completed its Third Amended and Restated Credit Facility that allows for borrowings in GBP LIBOR, subject to certain limitations. As of November 1, 2019, the outstanding indebtedness under the revolving credit facility denominated in GBP was £40.5 million, that bears interest at a rate equal to GBP LIBOR, plus a spread ranging from 1.75% to 2.25% (determined based on leverage levels).

The distributions on the Series C Preferred Units are based on a rate equal to the greater of (i) 7.00% per annum, and (ii) the sum of (a) three-month LIBOR as calculated on each applicable date of determination and (b) 4.698% per annum, based on the $25.00 liquidation preference per Series C Preferred Unit. As of March 31, 2020, there were 1,988,700 Series C Preferred Units outstanding.

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Interest risk amounts represent our management’s estimates and were determined by considering the effect of hypothetical interest rates on our financial instruments. These analyses do not consider the effect of any change in overall economic activity that could occur in that environment. Further, in the event of a change of that magnitude, we may take actions to further mitigate our exposure to the change. However, due to the uncertainty of the specific actions that would be taken and their possible effects, these analyses assume no changes in our financial structure.

Rising interest rates could limit our ability to refinance our debt when it matures or cause us to pay higher interest rates upon refinancing and increase interest expense on refinanced indebtedness. We intend to hedge interest rate risks related to a portion of our borrowings over time by means of interest rate swap agreements or other arrangements.

Foreign Currency Risk

As we expand to international markets we are exposed to market risk from changes in foreign currency exchange rates. Approximately 14% and 10% of rental revenue was denominated in foreign currencies for the three months ended March 31, 2020 and 2019, respectively. In the future, we may utilize derivative instruments, or borrow in local currencies, to manage the risk of fluctuations in foreign currency rates.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Our management has evaluated, with the participation of our principal executive officer and principal financial officer, the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report, and has concluded that our disclosure controls and procedures were effective as of March 31, 2020.

Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting that occurred during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. In response to the COVID-19 pandemic, in mid-March, Landmark shifted its corporate office functions to work remotely. Management has taken measures to ensure that the Partnership’s internal control over financial reporting are unchanged during this period.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Although we may, from time to time, be involved in litigation and claims arising out of our operations in the normal course of business, we are not a party to any litigation or governmental or other proceeding that we believe will have a material adverse impact on our financial condition or results of operations. In addition, pursuant to the terms of the various agreements under which we acquired assets from Landmark and affiliates, Landmark and affiliates will indemnify us for certain losses resulting from any breach of their representations, warranties or covenants contained in the various agreements, subject to certain limitations and survival periods.

Item 1A. Risk Factors

Except as set forth below, as of the date of this report, there have been no material changes to the risk factors previously disclosed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2019.

The current pandemic of the novel coronavirus, or COVID-19, and the future outbreak of other highly infectious or contagious diseases, could materially and adversely impact or disrupt our financial condition, results of operations, cash flows and performance.

An epidemic, pandemic or similar serious public health issue, and the measures undertaken by governmental authorities to address it, could significantly disrupt or prevent us from operating our business in the ordinary course for an extended period, and could have a material adverse impact on our consolidated financial statements.

On March 11, 2020, the World Health Organization characterized the outbreak of COVID-19 as a global pandemic and recommended containment and mitigation measures. On March 13, 2020, the United States declared a national emergency concerning the outbreak, and several states and municipalities have declared public health emergencies. Along with these declarations, there have been extraordinary and wide-ranging actions taken by international, federal, state and local public health and governmental authorities to contain and combat the outbreak and spread of COVID-19 in regions across the United States and the world, including quarantines, and “stay-at-home” orders and similar mandates for many individuals to substantially restrict daily activities and for many businesses to curtail or cease normal operations.

As a result, the COVID-19 pandemic is negatively impacting almost every industry directly or indirectly, including industries in which our tenants operate. A number of our tenants have requested rent deferral or rent abatement during this pandemic. In addition, in response to these steps, in mid-March, our Sponsor and manager shifted its corporate office functions to work remotely. The effects of the executive order, including an extended period of remote work arrangements, could strain business continuity plans, introduce operational risk, including but not limited to cybersecurity risks, and impair the ability to manage our business. The COVID-19 pandemic, or a future pandemic, could also have material and adverse effects on our ability to successfully operate and on our financial condition, results of operations and cash flows due to, among other factors:

•

the reduced economic activity severely impacts our tenants’ businesses, financial condition and liquidity and may cause one or more of our tenants to be unable to meet their obligations to us in full, or at all, or to otherwise seek modifications of such obligations;

•

failure to pay real property taxes by the property owner or tenant could result in our real property interest being impaired or extinguished, or we may be forced to incur costs and pay the real property tax liability to avoid impairment of our assets;

•

in the absence of a non-disturbance agreement, if the underlying property owner fails to comply with or make payments under debt arrangements senior to us, an event of default or foreclosure may result, which could have a material adverse effect on our results of operations and distributable cash flow;

•

the reduced economic activity could result in a prolonged recession, which could negatively impact consumer discretionary spending;

•

difficulty accessing debt and equity capital on attractive terms, or at all, impacts to our credit ratings, and a severe disruption and instability in the global financial markets or deteriorations in credit and financing conditions may affect our access to capital necessary to fund business operations or address maturing liabilities on a timely basis and our tenants’ ability to fund their business operations and meet their obligations to us;

Table of Contents

•

the financial impact of the COVID-19 pandemic could negatively impact our future compliance with financial covenants of our credit facility and other debt agreements and result in a default and potentially an acceleration of indebtedness, which non-compliance could negatively impact our ability to make additional borrowings under our revolving credit facility and pay distributions;

•

the potential negative impact on the health of our personnel, particularly if a significant number of them are impacted, could result in a deterioration in our ability to ensure business continuity during this disruption.

The extent to which the COVID-19 pandemic impacts our operations and those of our tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. Additional closures of our tenants’ businesses and early terminations by our tenants of their leases could reduce our cash flows, which could impact our ability to continue paying distributions to our unitholders at expected levels or at all.

The rapid development and fluidity of this situation precludes any prediction as to the full adverse impact of the COVID-19 pandemic. Nevertheless, the COVID-19 pandemic presents material uncertainty and risk with respect to our financial condition, results of operations, cash flows and performance. Moreover, many risk factors set forth in our 2019 Annual Report on Form 10-K should be interpreted as heightened risks as a result of the impact of the COVID-19 pandemic.

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Item 6. Exhibits

Exhibit number		Description

1.1		At-the-Market Issuance Sales Agreement, dated as of February 28, 2020, by and among Landmark Infrastructure Partners LP, Landmark Infrastructure Partners GP LLC, Landmark Infrastructure Inc., Landmark Infrastructure Operating Company LLC and B. Riley FBR Inc. (Common Units) (incorporated by reference to Exhibit 1.1 of our Current Report on Form 8-K filed on February 28, 2020).

1.2		At-the-Market Issuance Sales Agreement, dated as of February 28, 2020, by and among Landmark Infrastructure Partners LP, Landmark Infrastructure Partners GP LLC, Landmark Infrastructure Inc., Landmark Infrastructure Operating Company LLC and B. Riley FBR Inc. (Series A Preferred) (incorporated by reference to Exhibit 1.2 of our Current Report on Form 8-K filed on February 28, 2020).

1.3		At-the-Market Issuance Sales Agreement, dated as of February 28, 2020, by and among Landmark Infrastructure Partners LP, Landmark Infrastructure Partners GP LLC, Landmark Infrastructure Inc., Landmark Infrastructure Operating Company LLC and B. Riley FBR Inc. (Series B Preferred) (incorporated by reference to Exhibit 1.2 of our Current Report on Form 8-K filed on February 28, 2020).

3.1		Certificate of Limited Partnership of Landmark Infrastructure Partners LP (incorporated by reference to Exhibit 3.1 of our Registration Statement on Form S-11 (Registration No. 333-199221), initially filed on October 8, 2014, as amended).

3.2		First Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on November 25, 2014).

3.3		Second Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on April 4, 2016).

3.4		Third Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on August 8, 2016).

3.5		Amendment No. 1 to the Third Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP, dated July 31, 2017 (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on August 3, 2017).

3.6		Fourth Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP (incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed on April 2, 2018).

31.1*		Rule 13a-14(a) Certification (under Section 302 of the Sarbanes-Oxley Act of 2002) of principal executive officer.

31.2*		Rule 13a-14(a) Certification (under Section 302 of the Sarbanes-Oxley Act of 2002) of principal financial officer.

32.1*		Section 1350 Certifications (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002).

101.INS*		XBRL Instance Document.

101.SCH*		XBRL Schema Document

101.CAL*		XBRL Calculation Linkbase Document.

101.LAB*		XBRL Labels Linkbase Document.

101.PRE*		XBRL Presentation Linkbase Document.

101.DEF*		XBRL Definition Linkbase Document.

*	Filed herewith.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of El Segundo, State of California, on May 7 , 2020.

	Landmark Infrastructure Partners LP

	By:	Landmark Infrastructure Partners GP LLC, its General Partner

	By:	/s/ George P. Doyle
	Name:	George P. Doyle
	Title:	Chief Financial Officer and Treasurer

lmrk-ex311_7.htm

Exhibit 31.1

CERTIFICATION PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Arthur P. Brazy, Jr., certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Landmark Infrastructure Partners LP;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 7, 2020

/s/ Arthur P. Brazy, Jr.
Arthur P. Brazy, Jr.
Director and Chief Executive Officer,
Landmark Infrastructure Partners GP LLC
(the general partner of Landmark Infrastructure Partners LP)

lmrk-ex312_6.htm

Exhibit 31.2

CERTIFICATION PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, George P. Doyle, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of Landmark Infrastructure Partners LP;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

(a)

(b)

(c)

(d)

5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 7, 2020

/s/ George P. Doyle
George P. Doyle
Chief Financial Officer and Treasurer,
Landmark Infrastructure Partners GP LLC
(the general partner of Landmark Infrastructure Partners LP)

lmrk-ex321_9.htm

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Landmark Infrastructure Partners LP (the Company) on Form 10-Q for the period ended March 31, 2020, as filed with the Securities and Exchange Commission on the date hereof (the Report), the undersigned hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Arthur P. Brazy, Jr.
Arthur P. Brazy, Jr.
Director and Chief Executive Officer,
Landmark Infrastructure Partners GP LLC
(the general partner of Landmark Infrastructure Partners LP)
May 7, 2020

A signed original of the written statement required by Section 906 has been provided to Landmark Infrastructure Partners LP and will be retained by Landmark Infrastructure Partners LP and furnished to the Securities and Exchange Commission or its staff upon request.

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ George P. Doyle
George P. Doyle
Chief Financial Officer and Treasurer,
Landmark Infrastructure Partners GP LLC
(the general partner of Landmark Infrastructure Partners LP)
May 7, 2020

Debt

3 Months Ended

Mar. 31, 2020

Debt Disclosure [Abstract]

Debt

8. Debt

The following table summarizes the Partnership’s debt (in thousands):

		Outstanding Balance
	Maturity Date	March 31, 2020			December 31, 2019
Revolving credit facility	November 15, 2023	$	177,625		$	232,907

4.38% senior secured notes	June 30, 2036	$	39,478		$	39,945
Series 2019-1 Class A 3.90%	January 14, 2027		170,000			—
Series 2017-1 Class A 4.10%	November 15, 2022 ⁽¹⁾		58,528			59,124
Series 2017-1 Class B 3.81%	November 15, 2022 ⁽¹⁾		17,083			17,172
Series 2016-1 Class A 3.52%	June 1, 2021⁽²⁾		—			82,175
Series 2016-1 Class B 7.02%	June 1, 2021⁽²⁾		—			25,100
Secured Notes			285,089			223,516
Discount on Secured Notes			(984	)		(1,081	)
Deferred loan costs			(4,453	)		(5,337	)
Secured Notes, net		$	279,652		$	217,098

(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

Secured Notes

The Secured Notes’ annual principal payment amounts due as of March 31, 2020, are as follows (in thousands):

2020 (nine months)	$	3,912
2021		5,987
2022 ⁽¹⁾		72,440
2023		6,812
2024		7,150
Thereafter ⁽¹⁾		188,788
Total	$	285,089

(1)	Reflects anticipated repayment dates

Interest Expense

Real Property Interests

3 Months Ended

Mar. 31, 2020

Real Estate [Abstract]

Real Property Interests

4. Real Property Interests

The following table summarizes the Partnership’s real property interests (in thousands):

	March 31, 2020			December 31, 2019
Land	$	139,102		$	141,851

Real property interests – perpetual		100,950			100,810
Real property interests – finite life		429,181			422,923
Real property interests – ROU asset finance lease		18,540			19,595
Total real property interests		548,671			543,328
Construction in progress		63,699			68,907
Total land and real property interests		751,472			754,086
Accumulated depreciation and amortization of real property interests		(53,212	)		(50,015	)
Land and net real property interests	$	698,260		$	704,071

Sales

Purchase Price Allocation

			Investments in		In-place		Above-market		Below-market
			real property		lease		lease		lease			ROU		Lease
Period	Land		interests		intangibles		intangibles		intangibles			Asset		liability			Total
2019	$	11,813	$	17,154	$	5,730	$	86	$	(113	)	$	21,570	$	(1,640	)	$	54,600

2020 (nine months)	$	10,322
2021		10,900
2022		10,604
2023		9,233
2024		8,982
Thereafter		344,468
Total	$	394,509

The weighted average remaining depreciation and amortization period for non‑perpetual real property interests is 38 years as of March 31, 2020.

Impairments

Assets and Liabilities Held for Sale

The carrying amounts of the major classes of assets and liabilities that were classified as held for sale are as follows (in thousands):

	March 31, 2020		December 31, 2019
Land	$	395	$	421
AHFS	$	395	$	421

Fair Value of Financial Instruments

3 Months Ended

Mar. 31, 2020

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

12. Fair Value of Financial Instruments

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, 2020				December 31, 2019
	Carrying amount		Fair Value		Carrying amount		Fair Value
Investment in receivables, net	$	8,417	$	8,710	$	8,822	$	8,859
Revolving credit facility		177,625		177,625		232,907		232,907
Secured Notes, net		279,652		276,604		217,098		221,577

As of March 31, 2020 and December 31, 2019, the Partnership measured the following assets at fair value on a recurring basis (in thousands):

		March 31, 2020				December 31, 2019
Derivative Liabilities ⁽¹⁾		$	10,223			$	3,149

(1)

Debt (Tables)

3 Months Ended

Mar. 31, 2020

Debt Disclosure [Abstract]

Schedule of Partnership's debt

The following table summarizes the Partnership’s debt (in thousands):

		Outstanding Balance
	Maturity Date	March 31, 2020			December 31, 2019
Revolving credit facility	November 15, 2023	$	177,625		$	232,907

4.38% senior secured notes	June 30, 2036	$	39,478		$	39,945
Series 2019-1 Class A 3.90%	January 14, 2027		170,000			—
Series 2017-1 Class A 4.10%	November 15, 2022 ⁽¹⁾		58,528			59,124
Series 2017-1 Class B 3.81%	November 15, 2022 ⁽¹⁾		17,083			17,172
Series 2016-1 Class A 3.52%	June 1, 2021⁽²⁾		—			82,175
Series 2016-1 Class B 7.02%	June 1, 2021⁽²⁾		—			25,100
Secured Notes			285,089			223,516
Discount on Secured Notes			(984	)		(1,081	)
Deferred loan costs			(4,453	)		(5,337	)
Secured Notes, net		$	279,652		$	217,098

(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 Principal Payment Amounts Due

The Secured Notes’ annual principal payment amounts due as of March 31, 2020, are as follows (in thousands):

2020 (nine months)	$	3,912
2021		5,987
2022 ⁽¹⁾		72,440
2023		6,812
2024		7,150
Thereafter ⁽¹⁾		188,788
Total	$	285,089

(1)	Reflects anticipated repayment dates

Fair Value of Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2020

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, 2020				December 31, 2019
	Carrying amount		Fair Value		Carrying amount		Fair Value
Investment in receivables, net	$	8,417	$	8,710	$	8,822	$	8,859
Revolving credit facility		177,625		177,625		232,907		232,907
Secured Notes, net		279,652		276,604		217,098		221,577

Assets and Liabilities Measured at Fair Value on a Recurring Basis

As of March 31, 2020 and December 31, 2019, the Partnership measured the following assets at fair value on a recurring basis (in thousands):

		March 31, 2020				December 31, 2019
Derivative Liabilities ⁽¹⁾		$	10,223			$	3,149

(1)

Other Intangible Assets and Liabilities - Total Other Intangible Liabilities, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Acquired below-market leases
Below market lease intangibles	$ (16,812)	$ (16,817)
Accumulated amortization	9,591	9,211
Net amount	$ (7,221)	$ (7,606)

Real Property Interests - Weighted Average Remaining Depreciation and Amortization Period for Non-perpetual Real Property Interests (Details)	3 Months Ended
	Mar. 31, 2020
Real Estate [Abstract]
Weighted average remaining depreciation and amortization period for non-perpetual real property interests	38 years

CONSOLIDATED BALANCE SHEETS (Parenthetical) - Limited Partners - shares	Mar. 31, 2020	Dec. 31, 2019
Preferred Units Series C
Temporary equity, preferred units
Preferred units issued (in shares)	1,988,700,000	1,988,700,000
Preferred units outstanding (in shares)	1,988,700,000	1,988,700,000
Preferred Units Series A
Preferred units
Preferred units issued (in shares)	1,745,328,000	1,722,041,000
Preferred units outstanding (in shares)	1,745,328,000	1,722,041,000
Preferred Units Series B
Preferred units
Preferred units issued (in shares)	2,628,932,000	2,544,793,000
Preferred units outstanding (in shares)	2,628,932,000	2,544,793,000
Common Units
Common and subordinated units
Units issued (in shares)	25,470,232,000	25,353,140,000
Units outstanding (in shares)	25,470,232,000	25,353,140,000

Segment Information - Total Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Segment Reporting Asset Reconciling Item [Line Items]
Assets	$ 854,154	$ 855,605
Corporate
Segment Reporting Asset Reconciling Item [Line Items]
Assets	25,340	19,419
Wireless Communication \| Operating Segments
Segment Reporting Asset Reconciling Item [Line Items]
Assets	435,042	452,127
Outdoor Advertising \| Operating Segments
Segment Reporting Asset Reconciling Item [Line Items]
Assets	293,983	284,203
Renewable Power Generation \| Operating Segments
Segment Reporting Asset Reconciling Item [Line Items]
Assets	$ 99,789	$ 99,856

Equity - General Information (Details) - USD ($) $ / shares in Units, $ in Thousands							3 Months Ended
	Feb. 28, 2020	May 03, 2019	May 15, 2018	Apr. 02, 2018	Mar. 30, 2017	Mar. 27, 2017	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019
Partnership Equity
Proceeds from the issuance of Preferred Units, net							$ 2,663
Preferred Units Series B
Partnership Equity
Distribution date							May 15, 2020	Feb. 18, 2020	Nov. 15, 2019	Aug. 15, 2019	May 15, 2019
Distribution Per Unit Paid (in dollars per share)							$ 0.4938	$ 0.4938	$ 0.4938	$ 0.4938	$ 0.4938
2019 Series A ATM Program \| At The Market Issuance Sales Agreement
Partnership Equity
Aggregate offering price		$ 50,000
2020 Series A ATM Program \| At The Market Issuance Sales Agreement
Partnership Equity
Aggregate offering price	$ 50,000
Issuance of units, net (in shares)							0
2020 Series B ATM Program \| At The Market Issuance Sales Agreement
Partnership Equity
Aggregate offering price	50,000
Issuance of units, net (in shares)							0
Preferred Units Series C
Partnership Equity
Distribution date							May 15, 2020	Feb. 18, 2020	Nov. 15, 2019	Aug. 15, 2019	May 15, 2019
Distribution Per Unit Paid (in dollars per share)							$ 0.4375	$ 0.4375	$ 0.4375	$ 0.4510	$ 0.4614
Stated liquidation preference / redemption price (in dollars per share)							$ 25.00
Conversion rate for preferred unit							1.3017
Designated redemption date one							May 15, 2025
Designated redemption date two							May 15, 2028
Designated redemption period							5 years
Liquidation preference							$ 11.13
Preferred units redemption date							May 20, 2025
Preferred units redemption price							$ 25.00
Conversion of units (in units)							0
Limited Partners
Partnership Equity
Aggregate offering price						$ 750,000
Limited Partners \| 2019 Common Units \| At The Market Issuance Sales Agreement
Partnership Equity
Aggregate offering price		$ 50,000
Issuance of units, net (in shares)							109,724
Proceeds from issuance of unit, before costs							$ 1,800
Limited Partners \| 2020 Common Units \| At The Market Issuance Sales Agreement
Partnership Equity
Aggregate offering price	$ 50,000
Issuance of units, net (in shares)							0
Limited Partners \| Preferred Units Series B
Partnership Equity
Issuance of units, net (in shares)							84,000
Limited Partners \| Preferred Units Series B \| At The Market Issuance Sales Agreement
Partnership Equity
Aggregate offering price					$ 50,000
Issuance of units, net (in shares)							84,139
Proceeds from issuance of unit, before costs							$ 2,100
Limited Partners \| 2019 Series A ATM Program \| At The Market Issuance Sales Agreement
Partnership Equity
Issuance of units, net (in shares)							23,287
Proceeds from issuance of unit, before costs							$ 600
Limited Partners \| Preferred Units Series C
Partnership Equity
Distribution date							May 15, 2018
Distribution Per Unit Paid (in dollars per share)			$ 0.2090
Limited Partners \| Preferred Units Series C \| Distributions Accruing After May 15, 2025
Partnership Equity
Dividend rate (as a percent)							9.00%
Limited Partners \| Preferred Units Series C \| Three-month LIBOR \| Distributions Accruing Before May 15, 2025
Partnership Equity
Dividend rate (as a percent)							4.698%
Stated liquidation preference / redemption price (in dollars per share)							$ 25.00
Limited Partners \| Preferred Units Series C \| Minimum \| Distributions Accruing Before May 15, 2025
Partnership Equity
Dividend rate (as a percent)							7.00%
Limited Partners \| Preferred Units Series C \| Public Offering
Partnership Equity
Issuance of units, net (in shares)				2,000,000
Unit offering price (in dollars per share)				$ 25.00
Proceeds from the issuance of Preferred Units, net				$ 47,500
Offering expenses paid				$ 2,500

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Operating activities
Net income (loss)	$ (1,372)	$ 7,210
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Unit-based compensation	120	130
Unrealized loss on derivatives	7,291	2,762
Loss on early extinguishment of debt	2,231
Depreciation and amortization expense	3,892	3,517
Amortization of above- and below- market lease, net	(236)	(224)
Amortization of deferred loan costs	497	665
Amortization of discount on secured notes	92	93
Receivables interest accretion		(3)	$ (9)
Impairments	82	204
Gain on sale of real property interests		(5,862)
Adjustment for uncollectible accounts	82	5
Equity (income) loss from unconsolidated joint venture	(150)	55
Return on investment in unconsolidated joint venture	675	1,482
Foreign currency transaction (gain) loss	(3,363)	21
Changes in operating assets and liabilities:
Rent receivables	(499)	(899)
Accounts payable and accrued liabilities	698	(416)
Deferred rent	102	110
Prepaid rent	1,029	466
Due from Landmark and affiliates	(183)	(598)
Other assets	(1,525)	(551)
Net cash provided by operating activities	9,463	8,167
Investing activities
Acquisition of land		(3,346)
Acquisition of real property interests and development activities	(3,989)	(12,159)
Proceeds from sale of real property interests		13,385
Repayments of receivables	142	150	564
Net cash used in investing activities	(3,847)	(1,970)
Financing activities
Proceeds from the issuance of Common Units, net	1,510
Proceeds from the issuance of Preferred Units, net	2,663
Proceeds from revolving credit facility	7,000	10,000
Proceeds from the issuance of secured notes	170,000
Principal payments on revolving credit facility	(59,000)
Principal payments on secured notes	(108,427)	(1,361)
Payments on finance leases	(4)
Deferred loan costs	(1,559)	(128)
Capital contribution to fund general and administrative expense reimbursement	896	764
Distributions to non-controlling interests	(8)	(8)
Net cash provided by (used in) financing activities	613	(2,964)
Effect of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash	(592)	15
Net increase in cash, cash equivalents and restricted cash	5,637	3,248
Cash, cash equivalents and restricted cash at beginning of the period	13,065	7,780	7,780
Cash, cash equivalents and restricted cash at end of the period	18,702	11,028	$ 13,065
Limited Partners \| Preferred Units
Financing activities
Distributions to limited partners	(3,098)	(2,919)
Limited Partners \| Common Units
Financing activities
Distributions to limited partners	$ (9,360)	$ (9,312)

Net Income (Loss) Per Limited Partner Unit - Undistributed Net Loss Attributable to Common Unitholders (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Net income (loss) attributable to partners:
Net income (loss) attributable to limited partners	$ (1,380,000)	$ 7,202,000
Less: Distributions declared	(3,060,000)	(2,894,000)
Incentive distribution rights		(197,000)
Accretion of Series C preferred units	(97,000)	(356,000)
Net income (loss) attributable to common unitholders	(4,537,000)	3,755,000
General Partner
Net income (loss) attributable to partners:
Incentive distribution rights	0	(197,000)
Preferred Units
Net income (loss) attributable to partners:
Less: Distributions declared	(3,060,000)	(2,894,000)
Common Units
Net income (loss) attributable to partners:
Less: Distributions declared	(5,096,000)	(9,312,000)
Net income (loss) attributable to common unitholders	(4,537,000)	3,755,000
Undistributed net income (loss)	$ (9,633,000)	$ (5,557,000)

Debt - Revolving Credit Facility (Details) $ in Thousands, £ in Millions		3 Months Ended
	Nov. 15, 2018 USD ($)	Mar. 31, 2020 USD ($)	Mar. 31, 2020 GBP (£)	Dec. 31, 2019 USD ($)
Debt
Revolving credit facility		$ 177,625		$ 232,907
Senior secured revolving credit facility
Debt
Annual commitment rate		0.125%
Maturity Date		Nov. 15, 2023
Revolving credit facility		$ 177,625	£ 40.5	$ 232,907
Undrawn borrowing capacity		$ 272,400
Senior secured revolving credit facility \| LIBOR \| Minimum
Debt
Applicable margin (as a percent)		1.75%
Senior secured revolving credit facility \| LIBOR \| Maximum
Debt
Applicable margin (as a percent)		2.25%
Senior secured revolving credit facility \| Base rate
Debt
Applicable margin (as a percent)		2.25%
Amended and Restated Senior Secured Revolving Credit Facility
Debt
Initial borrowing capacity	$ 450,000
Credit facility term	5 years
Additional borrowing capacity	$ 75,000
Standby Letters of Credit \| Senior secured revolving credit facility
Debt
Undrawn borrowing capacity		$ 5,800

Interest Rate Swap Agreements - Fair Value of Interest Rate Swap Agreements (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Level 2 inputs
Interest Rate Swap Agreements
Fair Value Asset (Liability)	$ (10,223,000)	$ (3,149,000)
Agreement effective date October 1, 2015
Interest Rate Swap Agreements
Notional value	$ 50,000,000
Fixed Rate	1.74%
Index	1-month USD LIBOR
Agreement effective date October 1, 2015 \| Level 2 inputs
Interest Rate Swap Agreements
Fair Value Asset (Liability)	$ (1,779,000)	(264,000)
Agreement entered into March 23, 2016 effective date December 24, 2018
Interest Rate Swap Agreements
Notional value	$ 50,000,000
Fixed Rate	1.67%
Index	1-month USD LIBOR
Agreement entered into March 23, 2016 effective date December 24, 2018 \| Level 2 inputs
Interest Rate Swap Agreements
Fair Value Asset (Liability)	$ (1,186,000)	(113,000)
Agreement entered into March 31, 2016 effective date December 24, 2018
Interest Rate Swap Agreements
Notional value	$ 20,000,000
Fixed Rate	1.56%
Index	1-month USD LIBOR
Agreement entered into March 31, 2016 effective date December 24, 2018 \| Level 2 inputs
Interest Rate Swap Agreements
Fair Value Asset (Liability)	$ (438,000)	(4,000)
Agreement entered into March 31, 2016 effective date April 13, 2019
Interest Rate Swap Agreements
Notional value	$ 25,000,000
Fixed Rate	1.63%
Index	1-month USD LIBOR
Agreement entered into March 31, 2016 effective date April 13, 2019 \| Level 2 inputs
Interest Rate Swap Agreements
Fair Value Asset (Liability)	$ (684,000)	(48,000)
Agreement entered into June 12, 2017 effective date March 02, 2018
Interest Rate Swap Agreements
Notional value	$ 50,000,000
Fixed Rate	2.10%
Index	1-month USD LIBOR
Agreement entered into June 12, 2017 effective date March 02, 2018 \| Level 2 inputs
Interest Rate Swap Agreements
Fair Value Asset (Liability)	$ (3,591,000)	(1,045,000)
Agreement entered into November 15, 2018 effective date November 30, 2020
Interest Rate Swap Agreements
Notional value	$ 38,000,000
Fixed Rate	1.49%
Index	1-month GBP LIBOR
Agreement entered into November 15, 2018 effective date November 30, 2020 \| Level 2 inputs
Interest Rate Swap Agreements
Fair Value Asset (Liability)	$ (2,545,000)	$ (1,675,000)

Fair Value of Financial Instruments - Assets and Liabilities Carried at Fair Value (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative Liabilities	$ 10,223	$ 3,149
Recurring \| Level 2 inputs
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Derivative Liabilities	$ 10,223	$ 3,149

Acquisitions and Developments - Third Party Acquisitions - Summary of Acquisitions Completed (Details) $ in Millions	3 Months Ended
	Mar. 31, 2020 USD ($) site	Dec. 31, 2019 USD ($) site	Sep. 30, 2019 USD ($) site	Jun. 30, 2019 USD ($) site	Mar. 31, 2019 USD ($) site
Acquisitions
Number of tenant sites acquired	1	146
Consideration
Borrowings and Available Cash \| $	$ 0.1	$ 52.0
Consideration \| $	$ 0.1	$ 52.0
Wireless Communication
Acquisitions
Number of tenant sites acquired		4
Outdoor Advertising
Acquisitions
Number of tenant sites acquired	1	134
Renewable Power Generation
Acquisitions
Number of tenant sites acquired		8
International
Acquisitions
Number of tenant sites acquired	1	14	10	7	104
Consideration
Borrowings and Available Cash \| $	$ 0.1	$ 10.5	$ 3.8	$ 6.7	$ 6.0
Consideration \| $	$ 0.1	$ 10.5	$ 3.8	$ 6.7	$ 6.0
International \| Wireless Communication
Acquisitions
Number of tenant sites acquired		1
International \| Outdoor Advertising
Acquisitions
Number of tenant sites acquired	1	13	10	7	104
2019 Direct Third Party Acquisitions, First Quarter
Acquisitions
Number of tenant sites acquired					104
Consideration
Borrowings and Available Cash \| $					$ 6.0
Consideration \| $					$ 6.0
2019 Direct Third Party Acquisitions, First Quarter \| Outdoor Advertising
Acquisitions
Number of tenant sites acquired					104
Domestic
Acquisitions
Number of tenant sites acquired		2	1	8
Consideration
Borrowings and Available Cash \| $		$ 24.3	$ 0.3	$ 0.4
Consideration \| $		$ 24.3	$ 0.3	$ 0.4
Domestic \| Wireless Communication
Acquisitions
Number of tenant sites acquired		2	1
Domestic \| Renewable Power Generation
Acquisitions
Number of tenant sites acquired				8
2019 Direct Third Party Acquisitions, Second Quarter
Acquisitions
Number of tenant sites acquired				15
Consideration
Borrowings and Available Cash \| $				$ 7.1
Consideration \| $				$ 7.1
2019 Direct Third Party Acquisitions, Second Quarter \| Outdoor Advertising
Acquisitions
Number of tenant sites acquired				7
2019 Direct Third Party Acquisitions, Second Quarter \| Renewable Power Generation
Acquisitions
Number of tenant sites acquired				8
2019 Direct Third Party Acquisitions, Third Quarter
Acquisitions
Number of tenant sites acquired			11
Consideration
Borrowings and Available Cash \| $			$ 4.1
Consideration \| $			$ 4.1
2019 Direct Third Party Acquisitions, Third Quarter \| Wireless Communication
Acquisitions
Number of tenant sites acquired			1
2019 Direct Third Party Acquisitions, Third Quarter \| Outdoor Advertising
Acquisitions
Number of tenant sites acquired			10
2019 Direct Third Party Acquisitions, Fourth Quarter
Acquisitions
Number of tenant sites acquired		16
Consideration
Borrowings and Available Cash \| $		$ 34.8
Consideration \| $		$ 34.8
2019 Direct Third Party Acquisitions, Fourth Quarter \| Wireless Communication
Acquisitions
Number of tenant sites acquired		3
2019 Direct Third Party Acquisitions, Fourth Quarter \| Outdoor Advertising
Acquisitions
Number of tenant sites acquired		13

Acquisitions and Developments - Developments (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2020 USD ($) site Kiosk	Dec. 31, 2019 USD ($) site
Business Acquisition [Line Items]
Construction in progress	$ 63,699	$ 68,907
Smart Enabled Infrastructure
Business Acquisition [Line Items]
Construction in progress	$ 63,700	$ 68,900
Smart Enabled Infrastructure \| U.K
Business Acquisition [Line Items]
Digital conversion completed on number of outdoor advertising sites \| site	9	9
Outdoor advertising sites completion cost of digital conversion	$ 1,000	$ 1,000
DART
Business Acquisition [Line Items]
Number of Kiosks \| Kiosk	32
Total other assets, placed in service	$ 7,300

Subsequent Events - General Information (Details) - Subsequent Event $ / shares in Units, $ in Millions	Apr. 21, 2020 USD ($) $ / shares
Subsequent Event [Line Items]
Distribution per unit \| $ / shares	$ 0.20
Aggregate distribution per quarter	$ 5.1
Aggregate distribution per year	$ 20.4

Investment in Unconsolidated Joint Venture - Additional Information (Details) $ in Thousands	Jan. 15, 2020 USD ($)	Sep. 24, 2018 USD ($) site	Jun. 06, 2018 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Nov. 30, 2017 USD ($)
Secured notes
Schedule Of Equity Method Investments [Line Items]
Aggregate principal amount			$ 125,400			$ 80,000
Debt discount				$ 984	$ 1,081	$ 1,800
Secured notes \| Maximum
Schedule Of Equity Method Investments [Line Items]
Debt discount			100
Senior secured revolving credit facility
Schedule Of Equity Method Investments [Line Items]
Repayment of debt	$ 59,000		$ 120,500
Series 2018-1 Class C 3.97%
Schedule Of Equity Method Investments [Line Items]
Interest rate (as a percent)				3.97%
Series 2018-1 Class D 4.70%
Schedule Of Equity Method Investments [Line Items]
Interest rate (as a percent)				4.70%
Series 2018-1 Class F 5.92%
Schedule Of Equity Method Investments [Line Items]
Interest rate (as a percent)				5.92%
Unconsolidated Joint Venture
Schedule Of Equity Method Investments [Line Items]
Number of tenant site assets contributed \| site		545
Aggregate principal amount		$ 125,400
Percentage of membership interest in unconsolidated JV		50.01%
Cash transaction in unconsolidated JV		$ 65,500

Investments in Receivables - General Information (Details) - USD ($) $ in Millions		3 Months Ended
	Jul. 21, 2015	Mar. 31, 2020	Mar. 31, 2019
Receivables With Imputed Interest [Line Items]
Payment collection period, minimum		2 years
Payment collection period, maximum		99 years
Interest income recognized		$ 0.2	$ 0.4
Minimum
Receivables With Imputed Interest [Line Items]
Discount rate	7.00%
Maximum
Receivables With Imputed Interest [Line Items]
Discount rate	14.00%

Commitments and Contingencies - Real Property Interest Subject to Subordination (Details) $ in Millions	Mar. 31, 2020 USD ($)
Commitments And Contingencies Disclosure [Abstract]
Real property interest subject to subordination	$ 64.6

Debt - Summary of Debt (Parenthetical) (Details)	3 Months Ended
Debt - Summary of Debt (Parenthetical) (Details)	Mar. 31, 2020
4.38% senior secured notes
Debt Instrument [Line Items]
Interest rate (as a percent)	4.38%
Debt instrument, final legal maturity date	Jun. 30, 2036
Series 2019-1 Class A 3.90%
Debt Instrument [Line Items]
Interest rate (as a percent)	3.90%
Debt instrument, final legal maturity date	Jan. 14, 2027
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. 01, 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. 01, 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

Acquisitions and Developments (Tables)

3 Months Ended

Mar. 31, 2020

Business Acquisition [Line Items]

Summary of Information about Other Lease Related Balances

The following table illustrates information about other lease related balances as of March 31, 2020 (in thousands):

Operating leases:
Right-of-use asset	$	10,828
Operating lease liability		9,883

Finance leases:
Right-of-use asset ⁽¹⁾	$	18,540
Finance lease liability		849

(1)	Assets held under finance leases are recorded in Real property interests and are depreciated over the lease term.

Schedule of Future Minimum Ground Lease Payments

The following table represents the future minimum ground lease payments as of March 31, 2020 (in thousands).

	Operating Lease			Finance Lease
2020 (nine months)	$	505		$	39
2021		657			53
2022		667			53
2023		681			53
2024		690			53
Thereafter		14,014			1,266
Total future payments		17,214			1,517
Discount		(7,331	)		(668	)
Total lease liability	$	9,883		$	849

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, 2020 and for the year ended December 31, 2019.

	No. of Tenant Sites								Consideration (in millions)
Acquisition Description	Wireless Communication		Outdoor Advertising		Renewable Power Generation		Total		Borrowings and Available Cash		Total
First Quarter
International		—		1		—		1	$	0.1	$	0.1
2020 Total		—		1		—		1	$	0.1	$	0.1
First Quarter
International		—		104		—		104	$	6.0	$	6.0
Total		—		104		—		104	$	6.0	$	6.0
Second Quarter
International		—		7		—		7	$	6.7	$	6.7
Domestic		—		—		8		8		0.4		0.4
Total		—		7		8		15	$	7.1	$	7.1
Third Quarter
International		—		10		—		10	$	3.8	$	3.8
Domestic		1		—		—		1		0.3		0.3
Total		1		10		—		11	$	4.1	$	4.1
Fourth Quarter
International		1		13		—		14	$	10.5	$	10.5
Domestic		2		—		—		2		24.3		24.3
Total		3		13		—		16	$	34.8	$	34.8
2019 Total		4		134		8		146	$	52.0	$	52.0

Tenant Concentration

3 Months Ended

Mar. 31, 2020

Risks And Uncertainties [Abstract]

Tenant Concentration

16. Tenant Concentration

For the three months ended March 31, 2020 and 2019, the Partnership had the following tenant revenue concentrations:

	Three Months Ended March 31,
Tenant	2020			2019
Clear Channel		13.5	%		13.7	%
T-Mobile		7.8	%		8.5	%
Sprint		5.5	%		6.0	%

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.

Acquisitions and Developments - Leases - General Information (Details)	Mar. 31, 2020
Business Combinations [Abstract]
Lessee, discount rate	4.50%
Weighted-average remaining lease term of operating leases	22 years
Weighted-average remaining lease term of finance leases	29 years

Real Property Interests - Summary of Real Property Interests (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Real Estate [Abstract]
Land	$ 139,102	$ 141,851
Real property interests – perpetual	100,950	100,810
Real property interests – finite life	429,181	422,923
Real property interests – ROU asset finance lease	18,540	19,595
Total real property interests	548,671	543,328
Construction in progress	63,699	68,907
Total land and real property interests	751,472	754,086
Accumulated depreciation and amortization of real property interests	(53,212)	(50,015)
Land and net real property interests	$ 698,260	$ 704,071

Debt - Summary of Debt (Details) $ in Thousands, £ in Millions	3 Months Ended
	Mar. 31, 2020 USD ($)	Mar. 31, 2020 GBP (£)	Dec. 31, 2019 USD ($)	Nov. 30, 2017 USD ($)
Debt
Outstanding Balance, revolving credit facility	$ 177,625		$ 232,907
Deferred loan costs	(4,278)		(4,557)
Secured Notes, net	279,652		217,098
Senior secured revolving credit facility
Debt
Outstanding Balance, revolving credit facility	$ 177,625	£ 40.5	232,907
Maturity Date	Nov. 15, 2023
4.38% senior secured notes
Debt
Outstanding Balance, secured debt	$ 39,478		39,945
Maturity Date	Jun. 30, 2036
Series 2017-1 Class A 4.10%
Debt
Outstanding Balance, secured debt	$ 58,528		59,124
Maturity Date	Nov. 15, 2022
Series 2019-1 Class A 3.90%
Debt
Outstanding Balance, secured debt	$ 170,000
Maturity Date	Jan. 14, 2027
Series 2017-1 Class B 3.81%
Debt
Outstanding Balance, secured debt	$ 17,083		17,172
Maturity Date	Nov. 15, 2022
Series 2016-1 Class A 3.52%
Debt
Outstanding Balance, secured debt			82,175
Maturity Date	Jun. 01, 2021
Series 2016-1 Class B 7.02%
Debt
Outstanding Balance, secured debt			25,100
Maturity Date	Jun. 01, 2021
Secured notes
Debt
Outstanding Balance, secured debt	$ 285,089		223,516
Discount on Secured Notes	(984)		(1,081)	$ (1,800)
Deferred loan costs	(4,453)		(5,337)
Secured Notes, net	$ 279,652		$ 217,098

Supplemental Cash Flow Information - Schedule of Cash Flows Related to Interest and Income Taxes Paid (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Cash flows related to interest paid
Cash paid for interest	$ 4,412	$ 3,049
Capitalized interest	657	308
Income taxes paid	$ 312	$ 126

Investments in Receivables - Annual Amounts Due - Principal and Interest (Details) $ in Thousands	Mar. 31, 2020 USD ($)
Notes Receivable Net [Abstract]
Interest	$ 8,301
Principal	8,417
Total	$ 16,718

Other Intangible Assets and Liabilities - Future Aggregate Amortization of Other Intangible Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Future amortization of acquired below-market leases
2020 (nine months)	$ (1,145)
2021	(1,366)
2022	(1,244)
2023	(801)
2024	(710)
Thereafter	(1,955)
Net amount	$ (7,221)	$ (7,606)

Segment Information - Schedule of Total Assets by Geographic Location (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Segment Reporting Asset Reconciling Item [Line Items]
Assets	$ 854,154	$ 855,605
United States
Segment Reporting Asset Reconciling Item [Line Items]
Assets	724,311	726,343
Europe
Segment Reporting Asset Reconciling Item [Line Items]
Assets	117,060	114,448
Australia
Segment Reporting Asset Reconciling Item [Line Items]
Assets	12,172	13,926
Canada
Segment Reporting Asset Reconciling Item [Line Items]
Assets	$ 611	$ 888

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2020
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 On an ongoing basis, we evaluate each legal entity that is not wholly owned by us in accordance with the consolidation guidance. The accompanying consolidated financial statements include the accounts of the Partnership, its wholly-owned subsidiaries and those entities in which it has a controlling interest. Investments in entities that the Partnership does not control are accounted for using the equity or cost method, depending upon the Partnership’s ability to exercise significant influence over operating and financial policies. 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, 2020 and 2019 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, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. All references to tenant sites are outside the scope of our independent registered public accounting firm’s review of our financial statements in accordance with the public company accounting oversight board (U.S.).
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”) and our foreign subsidiaries. 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. Asset OpCo and certain consolidated foreign 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 may also be subject to various non-income taxes, filing fees, and franchise taxes in various states that are reflected in operating expenses. The Partnership follows the requirements of ASC Topic 740, Income Taxes (“ASC 740”), relating to uncertain tax positions. Based on its evaluation under ASC 740, the Partnership has concluded that there are no significant uncertain tax positions requiring recognition in the consolidated financial statements, nor has the Partnership been assessed interest or penalties by any major tax jurisdictions.
Investment in Unconsolidated Joint Venture	Investment in Unconsolidated Joint Venture The Partnership accounts for its investment in an unconsolidated joint venture using the equity method of accounting. Under the equity method, the investment is initially recorded at fair value and subsequently adjusted for distributions and the Partnership’s proportionate share of equity in the joint venture’s income (loss). The Partnership recognizes its proportionate share of the ongoing income or loss of the unconsolidated joint venture as equity income (loss) from unconsolidated joint venture on the consolidated statements of operations. On a quarterly basis, the Partnership evaluates its investment in an unconsolidated joint venture for other-than-temporary impairments. The Partnership elected as an accounting policy to reflect unconsolidated joint venture distributions in the consolidated statements of cash flows using the nature of the distribution approach. Accordingly, the net proceeds were classified as return on investment in unconsolidated joint venture within the operating activities section of the consolidated statements of cash flows for the three months ended March 31, 2020.
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 consolidated financial position and results of operations because either the ASU is not applicable, or the impact is expected to be immaterial. In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which establishes ASC 326, Financial Instruments – Credit Losses. The ASU revises the measurement of impairment for certain financial instruments measured at amortized cost from an incurred loss methodology to an expected loss methodology. The ASU affects trade receivables, debt securities, net investment in leases, and most other financial assets that represent a right to receive cash. This update is effective for annual and interim financial statement periods beginning after December 15, 2019, with early adoption permitted for financial statement periods beginning after December 15, 2018. In November 2018, the FASB issued ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments – Credit Losses. This ASU clarifies that receivables from operating leases are accounted for using the lease guidance and not as financial instruments. The measurement of expected credit losses under the current expected credit loss model is based on relevant information including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amounts. The Partnership adopted the guidance as of January 1, 2020 and recognized $0.1 million as a cumulative adjustment to retained earnings and as a reduction to investment in receivables as of the effective date.

Commitments and Contingencies

3 Months Ended

Mar. 31, 2020

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

15. Commitments and Contingencies

Net Income (Loss) Per Limited Partner Unit

3 Months Ended

Mar. 31, 2020

Earnings Per Unit [Abstract]

Net Income (Loss) Per Limited Partner Unit

11. Net Income (Loss) Per Limited Partner Unit

The calculation of the undistributed net loss attributable to common unitholders for the three months ended March 31, 2020 and 2019 is as follows (in thousands):

	Three Months Ended March 31,
	2020			2019
Net income (loss) attributable to limited partners	$	(1,380	)	$	7,202
Less:
Distributions declared on Preferred Units		(3,060	)		(2,894	)
General partner's incentive distribution rights ⁽¹⁾		—			(197	)
Accretion of Series C preferred units		(97	)		(356	)
Net income (loss) attributable to common unitholders		(4,537	)		3,755
Distributions declared on common units		(5,096	)		(9,312	)
Undistributed net income (loss)	$	(9,633	)	$	(5,557	)

(1)

The calculation of net income (loss) per common unit for the three months ended March 31, 2020 and 2019 is as follows (in thousands, except per unit data):

	Three Months Ended March 31,
	2020			2019
	Common Units			Common Units
Distributions declared	$	5,096		$	9,312
Undistributed net loss		(9,633	)		(5,557	)
Net income (loss) attributable to common units - basic	$	(4,537	)	$	3,755
Net income (loss) attributable to common units - diluted	$	(4,537	)	$	3,755
Weighted-average units outstanding:
Basic		25,461			25,338
Diluted		25,461			25,338
Net income (loss) per common unit:
Basic	$	(0.18	)	$	0.15
Diluted⁽¹⁾	$	(0.18	)	$	0.15

(1)

Investment in Unconsolidated Joint Venture

3 Months Ended

Mar. 31, 2020

Equity Method Investments And Joint Ventures [Abstract]

Investment in Unconsolidated Joint Venture

7. Investment in Unconsolidated Joint Venture

The following table summarizes balance sheet information for the unconsolidated JV (in thousands):

	March 31, 2020		December 31, 2019
Total assets	$	253,950	$	255,157

Total liabilities		127,454		127,611
Total equity		126,496		127,546
Total liabilities and equity	$	253,950	$	255,157

The following table summarizes financial information for the unconsolidated JV (in thousands):

	Three Months Ended March 31,
	2020		2019
Rental revenue	$	3,575	$	3,507
Net income (loss)		299		(109	)
Partnership's share in net income (loss)		150		(55	)
Distributions declared to the Partnership		675		1,482

Acquisitions and Developments

3 Months Ended

Mar. 31, 2020

Business Combinations [Abstract]

Acquisitions and Developments

3. Acquisitions and Developments

Third Party Acquisitions

The following table presents direct third-party acquisitions completed by the Partnership during the three months ended March 31, 2020 and for the year ended December 31, 2019.

	No. of Tenant Sites								Consideration (in millions)
Acquisition Description	Wireless Communication		Outdoor Advertising		Renewable Power Generation		Total		Borrowings and Available Cash		Total
First Quarter
International		—		1		—		1	$	0.1	$	0.1
2020 Total		—		1		—		1	$	0.1	$	0.1
First Quarter
International		—		104		—		104	$	6.0	$	6.0
Total		—		104		—		104	$	6.0	$	6.0
Second Quarter
International		—		7		—		7	$	6.7	$	6.7
Domestic		—		—		8		8		0.4		0.4
Total		—		7		8		15	$	7.1	$	7.1
Third Quarter
International		—		10		—		10	$	3.8	$	3.8
Domestic		1		—		—		1		0.3		0.3
Total		1		10		—		11	$	4.1	$	4.1
Fourth Quarter
International		1		13		—		14	$	10.5	$	10.5
Domestic		2		—		—		2		24.3		24.3
Total		3		13		—		16	$	34.8	$	34.8
2019 Total		4		134		8		146	$	52.0	$	52.0

Leases

The following table illustrates information about other lease related balances as of March 31, 2020 (in thousands):

Operating leases:
Right-of-use asset	$	10,828
Operating lease liability		9,883

Finance leases:
Right-of-use asset ⁽¹⁾	$	18,540
Finance lease liability		849

(1)	Assets held under finance leases are recorded in Real property interests and are depreciated over the lease term.

The following table represents the future minimum ground lease payments as of March 31, 2020 (in thousands).

	Operating Lease			Finance Lease
2020 (nine months)	$	505		$	39
2021		657			53
2022		667			53
2023		681			53
2024		690			53
Thereafter		14,014			1,266
Total future payments		17,214			1,517
Discount		(7,331	)		(668	)
Total lease liability	$	9,883		$	849

Developments

In 2019, the Partnership commenced conversion of certain outdoor advertising sites from static billboards to digital billboards in the U.K.

Interest Rate Swap Agreements (Tables)

3 Months Ended

Mar. 31, 2020

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		Fixed			Effective	Maturity	Fair Value Liability at
Entered	Value		Rate		Index	Date	Date	March 31, 2020			December 31, 2019
August 24, 2015	$	50,000		1.74	1-month USD LIBOR	10/1/2015	10/1/2022	$	(1,779	)	$	(264	)
March 23, 2016		50,000		1.67	1-month USD LIBOR	12/24/2018	12/24/2021		(1,186	)		(113	)
March 31, 2016		20,000		1.56	1-month USD LIBOR	12/24/2018	12/24/2021		(438	)		(4	)
March 31, 2016		25,000		1.63	1-month USD LIBOR	4/13/2019	4/13/2022		(684	)		(48	)
June 12, 2017		50,000		2.10	1-month USD LIBOR	3/2/2018	9/2/2024		(3,591	)		(1,045	)
November 15, 2018	£	38,000		1.49	1-month GBP LIBOR	11/30/2020	11/30/2025		(2,545	)		(1,675	)
								$	(10,223	)	$	(3,149	)

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
August 24, 2015	10/1/2022	$	(1,228	)	$	(2,457	)	$	(626	)	$	(3,085	)
March 23, 2016	12/24/2021		(792	)		(1,641	)		(377	)		(2,075	)
March 31, 2016	12/24/2021		(280	)		(619	)		(114	)		(792	)
March 31, 2016	4/13/2022		(451	)		(956	)		(203	)		(1,213	)
June 12, 2017	9/2/2024		(2,684	)		(4,925	)		(1,604	)		(6,088	)
November 15, 2018	11/30/2025		(1,542	)		(3,993	)		(377	)		(5,283	)

Segment Information (Tables)

3 Months Ended

Mar. 31, 2020

Segment Reporting [Abstract]

Schedule of Statement of Operations by Reportable Segment

For the three months ended March 31, 2020 (in thousands):

					Renewable
	Wireless		Outdoor		Power
	Communication		Advertising		Generation		Corporate			Total
Revenue
Rental revenue	$	7,882	$	5,876	$	1,920	$	—		$	15,678
Expenses
Property operating		242		433		56		—			731
General and administrative		—		—		—		1,612			1,612
Acquisition-related		—		—		—		315			315
Depreciation and amortization		2,498		1,274		120		—			3,892
Impairments		—		82		—		—			82
Total expenses		2,740		1,789		176		1,927			6,632
Total other income and expenses		155		47		18		(10,698	)		(10,478	)
Income (loss) before income tax benefit		5,297		4,134		1,762		(12,625	)		(1,432	)
Income tax benefit		—		—		—		(60	)		(60	)
Net income (loss)	$	5,297	$	4,134	$	1,762	$	(12,565	)	$	(1,372	)

For the three months ended March 31, 2019 (in thousands):

					Renewable
	Wireless		Outdoor		Power
	Communication		Advertising		Generation		Corporate			Total
Revenue
Rental revenue	$	7,236	$	5,081	$	2,076	$	—		$	14,393
Expenses
Property operating		51		260		354		—			665
General and administrative		—		—		—		1,478			1,478
Acquisition-related		—		—		—		127			127
Depreciation and amortization		2,361		987		169		—			3,517
Impairments		—		204		—		—			204
Total expenses		2,412		1,451		523		1,605			5,991
Total other income and expenses		5,820		61		203		(7,154	)		(1,070	)
Income (loss) before income tax expense		10,644		3,691		1,756		(8,759	)		7,332
Income tax expense		—		—		—		122			122
Net income (loss)	$	10,644	$	3,691	$	1,756	$	(8,881	)	$	7,210

Schedule of Total Assets by Reportable Segment

The Partnership’s total assets by segment were (in thousands):

	March 31, 2020		December 31, 2019
Segments
Wireless communication	$	435,042	$	452,127
Outdoor advertising		293,983		284,203
Renewable power generation		99,789		99,856
Corporate assets		25,340		19,419
Total assets	$	854,154	$	855,605

Schedule of Rental Revenues by Geographic Location

The following table represents the Partnership’s rental revenues by geographic location (in thousands):

	Three Months Ended March 31,
	2020		2019
United States	$	13,516	$	12,902
Europe		1,859		1,178
Australia		284		299
Canada		19		14
Total rental revenue	$	15,678	$	14,393

Schedule of Total Assets by Geographic Location

The following table represents the Partnership’s total assets by geographic location (in thousands):

	March 31, 2020		December 31, 2019
United States	$	724,311	$	726,343
Europe		117,060		114,448
Australia		12,172		13,926
Canada		611		888
Total assets	$	854,154	$	855,605

Other Intangible Assets and Liabilities - Total Other Intangible Assets, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Other Intangible Assets
Net amount	$ 23,108	$ 23,966
Acquired in-place leases
Other Intangible Assets
Gross amount	28,731	28,908
Accumulated amortization	(8,666)	(8,142)
Net amount	20,065	20,766
Acquired above-market leases
Other Intangible Assets
Gross amount	6,604	6,627
Accumulated amortization	(3,561)	(3,427)
Net amount	$ 3,043	$ 3,200

Real Property Interests - Future Estimated Aggregate Depreciation and Amortization of Finite Lived Real Property Interests (Details) $ in Thousands	Mar. 31, 2020 USD ($)
Future estimated aggregate depreciation and amortization of real property interests
2020 (nine months)	$ 10,322
2021	10,900
2022	10,604
2023	9,233
2024	8,982
Thereafter	344,468
Total	$ 394,509

Net Income (Loss) Per Limited Partner Unit - Undistributed Net Loss Attributable to Common Unitholders (Parenthetical) (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Limited Partners Capital Account [Line Items]
Incentive distribution rights and incentive allocations		$ 197,000
General Partner
Limited Partners Capital Account [Line Items]
Incentive distribution rights and incentive allocations	$ 0	$ 197,000

Debt - Secured Notes (Details) - USD ($) $ in Thousands					3 Months Ended
Debt - Secured Notes (Details) - USD ($) $ in Thousands	Jan. 15, 2020	Jun. 06, 2018	Apr. 24, 2018	Nov. 30, 2017	Mar. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Restricted cash reserved					$ 4,680	$ 5,619
Series A Senior Secured Notes
Debt Instrument [Line Items]
Aggregate principal amount	$ 170,000
Interest rate (as a percent)	3.90%
Maturity Date	Jan. 14, 2027
Interest-only initial term	3 years
Standby letter of credit amount	$ 3,400
2016 Secured Notes
Debt Instrument [Line Items]
Repayment of debt	108,000
2016 Secured Notes \| Minimum
Debt Instrument [Line Items]
Debt service coverage ratio					200.00%
Senior secured revolving credit facility
Debt Instrument [Line Items]
Maturity Date					Nov. 15, 2023
Repayment of debt	$ 59,000	$ 120,500
Senior secured revolving credit facility \| Maximum \| Restricted Reserve Accounts
Debt Instrument [Line Items]
Repayment of debt				$ 17,500
Senior secured revolving credit facility \| Minimum \| Restricted Reserve Accounts
Debt Instrument [Line Items]
Repayment of debt				54,000
Note Purchase Agreement
Debt Instrument [Line Items]
Aggregate principal amount			$ 43,700
Interest rate (as a percent)			4.38%
Maturity Date			Jun. 30, 2036
Debt instrument amortized, description					The 4.38% Senior Secured Notes are fully amortized through June 30, 2036
Note Purchase Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Net proceeds from borrowings			$ 41,000
Note Purchase Agreement \| Maximum
Debt Instrument [Line Items]
Aggregate principal amount			$ 225,000
Secured notes
Debt Instrument [Line Items]
Aggregate principal amount		125,400		80,000
Acquisition costs, period cost				16,000
Debt discount				$ 1,800	$ 984	$ 1,081
Secured notes \| Maximum
Debt Instrument [Line Items]
Debt discount		$ 100
Series 2017-1 Class A 4.10%
Debt Instrument [Line Items]
Interest rate (as a percent)					4.10%
Maturity Date					Nov. 15, 2022
Series 2017-1 Class B 3.81%
Debt Instrument [Line Items]
Interest rate (as a percent)					3.81%
Maturity Date					Nov. 15, 2022
2019 Secured notes \| Minimum
Debt Instrument [Line Items]
Debt service coverage ratio					1.50%
2017 Secured notes \| Minimum
Debt Instrument [Line Items]
Debt service coverage ratio					200.00%
4.38% senior secured notes
Debt Instrument [Line Items]
Interest rate (as a percent)					4.38%
Maturity Date					Jun. 30, 2036
4.38% senior secured notes \| Minimum
Debt Instrument [Line Items]
Debt service coverage ratio					110.00%

Interest Rate Swap Agreements - Gain (Loss) on Derivatives (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Interest Rate Swap Agreements
Unrealized loss on derivatives	$ (7,291)	$ (2,762)

Related-Party Transactions (Details)				3 Months Ended
Related-Party Transactions (Details)	Jan. 15, 2020	Jun. 06, 2018	Nov. 30, 2017	Mar. 31, 2020 USD ($) item $ / shares $ / property	Mar. 31, 2019 USD ($)	Dec. 31, 2019 USD ($)
Related Party Transaction [Line Items]
Incentive distribution rights					$ 197,000
Due from Landmark and affiliates				$ 1,611,000		$ 1,132,000
4.38% Senior Secured Notes
Related Party Transaction [Line Items]
Interest rate (as a percent)				4.38%
2018 Secured Notes \| Maximum \| Unconsolidated Joint Venture
Related Party Transaction [Line Items]
Operating revenue per tenant site \| $ / property				46
Incentive Distribution Rights
Related Party Transaction [Line Items]
Incentive distribution and allocations waived amount				$ 200,000
Threshold percentage per unit per quarter (in dollars per share) \| $ / shares				$ 0.2875
Incentive distribution rights				$ 0
Incentive Distribution Rights \| Maximum
Related Party Transaction [Line Items]
Percentage of available cash				50.00%
Landmark, General Partner and affiliates
Related Party Transaction [Line Items]
Due from Landmark and affiliates				$ 1,600,000		$ 1,100,000
Landmark, General Partner and affiliates \| Capped reimbursement for certain general and administrative expenses
Related Party Transaction [Line Items]
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				$ 120,000,000
Reimbursement of expenses that exceeded the cap				1,000,000	900,000
Management fees related to unconsolidated joint venture not subject to cap				100,000	100,000
American Infrastructure Funds \| Patent License Agreement Fees
Related Party Transaction [Line Items]
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
Type of Cost, Good or Service [Extensible List]				us-gaap:LicenseMember	us-gaap:LicenseMember
General Partner
Related Party Transaction [Line Items]
Management fee (as a percent)	2.00%
General Partner \| 4.38% Senior Secured Notes
Related Party Transaction [Line Items]
Management fee (as a percent)				0.50%
Interest rate (as a percent)				4.38%
General Partner \| Secured Notes Management Agreement
Related Party Transaction [Line Items]
Management fee (as a percent)		1.50%	1.50%
General Partner \| Secured Notes Management Agreement \| 2018 Secured Notes \| Unconsolidated Joint Venture
Related Party Transaction [Line Items]
Management fee (as a percent)				1.50%
General Partner \| Management fees
Related Party Transaction [Line Items]
Costs incurred				$ 100,000	$ 100,000
General Partner \| Management fees \| 2018 Secured Notes \| Unconsolidated Joint Venture
Related Party Transaction [Line Items]
Costs incurred				100,000	100,000
Landmark Dividend LLC \| Management fees
Related Party Transaction [Line Items]
Costs incurred				$ 0	$ 0

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Assets
Land	$ 139,102	$ 141,851
Real property interests	548,671	543,328
Construction in progress	63,699	68,907
Total land and real property interests	751,472	754,086
Accumulated depreciation and amortization of real property interests	(53,212)	(50,015)
Land and net real property interests	698,260	704,071
Investments in receivables, net	8,417	8,822
Investment in unconsolidated joint venture	61,533	62,059
Cash and cash equivalents	14,022	7,446
Restricted cash	4,680	5,619
Rent receivables	5,395	5,105
Due from Landmark and affiliates	1,611	1,132
Deferred loan costs, net	4,278	4,557
Deferred rent receivable	5,860	6,176
Other intangible assets, net	23,108	23,966
Assets held for sale (AHFS)	395	421
Right-of-use asset, net	10,828	11,358
Other assets	15,767	14,873
Total assets	854,154	855,605
Liabilities and equity
Revolving credit facility	177,625	232,907
Secured notes, net	279,652	217,098
Accounts payable and accrued liabilities	9,253	8,598
Other intangible liabilities, net	7,221	7,606
Operating lease liability	9,883	10,268
Finance lease liability	849	908
Prepaid rent	6,737	5,747
Derivative liabilities	10,223	3,149
Total liabilities	501,443	486,281
Commitments and contingencies (Note 15)
Equity
Accumulated other comprehensive income (loss)	(8,114)	17
Total partners' equity	304,747	321,457
Noncontrolling interests	201	201
Total equity	304,948	321,658
Total liabilities, mezzanine equity and equity	854,154	855,605
Limited Partners \| Preferred Units Series C
Mezzanine equity
Limited partners	47,763	47,666
Limited Partners \| Preferred Units Series A
Equity
Limited partners	40,785	40,210
Limited Partners \| Preferred Units Series B
Equity
Limited partners	63,014	60,926
Total equity	63,014	60,926
Limited Partners \| Common Units
Equity
Limited partners	370,314	382,581
Total equity	370,314	382,581
General Partner
Equity
General Partner	(161,252)	(162,277)
Total equity	$ (161,252)	$ (162,277)

Segment Information - Schedule of Rental Revenues by Geographic Location (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Segment Reporting Asset Reconciling Item [Line Items]
Rental revenue	$ 15,678	$ 14,393
United States
Segment Reporting Asset Reconciling Item [Line Items]
Rental revenue	13,516	12,902
Europe
Segment Reporting Asset Reconciling Item [Line Items]
Rental revenue	1,859	1,178
Australia
Segment Reporting Asset Reconciling Item [Line Items]
Rental revenue	284	299
Canada
Segment Reporting Asset Reconciling Item [Line Items]
Rental revenue	$ 19	$ 14

CONSOLIDATED STATEMENTS OF EQUITY AND MEZZANINE EQUITY - USD ($) $ in Thousands	Total	Limited Partners Common Units	Limited Partners Preferred Units Series A	Limited Partners Preferred Units Series B	Limited Partners Preferred Units Series C	General Partner	Accumulated Other Comprehensive Income (loss)	Noncontrolling Interest
Balance at Dec. 31, 2018	$ 337,677	$ 411,158	$ 37,207	$ 58,936		$ (167,019)	$ (2,806)	$ 201
Balance (in units) at Dec. 31, 2018		25,327,801	1,593,149	2,463,015	2,000,000
Increase (decrease) in partners' capital
Foreign currency translation adjustment	1,743						1,743
Distributions	(11,494)	$ (9,312)	$ (788)	$ (1,189)		(197)		(8)
Capital contribution from Sponsor	994					994
Other deemed contributions	197					197
Unit-based compensation	130	$ 130
Unit-based compensation (in units)		10,000
Net income (loss)	5,937	$ 3,755	788	1,189		197		8
Balance at Mar. 31, 2019	335,184	$ 405,731	$ 37,207	$ 58,936		(165,828)	(1,063)	201
Balance (in units) at Mar. 31, 2019		25,338,432	1,593,149	2,463,015	2,000,000
Temporary equity, Balance at Dec. 31, 2018					$ 47,308
Increase (Decrease) in temporary equity
Temporary equity, Distributions					(917)
Temporary equity, Net income (loss)					1,273
Temporary equity, Balance at Mar. 31, 2019					$ 47,664
Balance at Dec. 31, 2019	321,658	$ 382,581	$ 40,210	$ 60,926		(162,277)	17	201
Balance (in units) at Dec. 31, 2019		25,353,140	1,722,041	2,544,793	1,988,700
Increase (decrease) in partners' capital
Adoption of ASU 2016-13 \| ASU 2016-13	(76)					(76)
Foreign currency translation adjustment	(8,131)						(8,131)
Issuance of Common Units, net	1,510	$ 1,510
Issuance of Units, net (in units)		110,000	23,000	84,000
Issuance of Preferred Units, net	2,663		$ 575	$ 2,088
Distributions	(11,558)	$ (9,360)	(871)	(1,319)				(8)
Capital contribution from Sponsor	1,101					1,101
Unit-based compensation	120	$ 120
Unit-based compensation (in units)		7,000
Net income (loss)	(2,339)	$ (4,537)	871	1,319				8
Balance at Mar. 31, 2020	$ 304,948	$ 370,314	$ 40,785	$ 63,014		$ (161,252)	$ (8,114)	$ 201
Balance (in units) at Mar. 31, 2020		25,470,232	1,745,328	2,628,932	1,988,700
Temporary equity, Balance at Dec. 31, 2019					$ 47,666
Increase (Decrease) in temporary equity
Temporary equity, Distributions					(870)
Temporary equity, Net income (loss)					967
Temporary equity, Balance at Mar. 31, 2020					$ 47,763

Equity - Summary of Quarterly Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019
Common Units and IDRs
Quarter Ended
Declaration Date	Apr. 21, 2020	Jan. 24, 2020	Oct. 25, 2019	Jul. 19, 2019	Apr. 19, 2019
Distribution Date	May 15, 2020	Feb. 14, 2020	Nov. 14, 2019	Aug. 14, 2019	May 15, 2019
Distribution Per Unit Paid (in dollars per share)	$ 0.2000	$ 0.3675	$ 0.3675	$ 0.3675	$ 0.3675
Total Distribution Paid	$ 5,096	$ 9,360	$ 9,317	$ 9,312	$ 9,312
Preferred Units Series A
Quarter Ended
Declaration Date	Mar. 20, 2020	Dec. 20, 2019	Sep. 20, 2019	Jun. 20, 2019	Mar. 21, 2019
Distribution Date	Apr. 15, 2020	Jan. 15, 2020	Oct. 15, 2019	Jul. 15, 2019	Apr. 15, 2019
Distribution Per Unit Paid (in dollars per share)	$ 0.5000	$ 0.5000	$ 0.5000	$ 0.5000	$ 0.5000
Total Distribution Paid	$ 873	$ 861	$ 837	$ 828	$ 797
Preferred Units Series B
Quarter Ended
Declaration Date	Apr. 20, 2020	Jan. 23, 2020	Oct. 22, 2019	Jul. 19, 2019	Apr. 19, 2019
Distribution Date	May 15, 2020	Feb. 18, 2020	Nov. 15, 2019	Aug. 15, 2019	May 15, 2019
Distribution Per Unit Paid (in dollars per share)	$ 0.4938	$ 0.4938	$ 0.4938	$ 0.4938	$ 0.4938
Total Distribution Paid	$ 1,298	$ 1,298	$ 1,257	$ 1,257	$ 1,216
Preferred Units Series C
Quarter Ended
Declaration Date	Apr. 20, 2020	Jan. 23, 2020	Oct. 22, 2019	Jul. 19, 2019	Apr. 19, 2019
Distribution Date	May 15, 2020	Feb. 18, 2020	Nov. 15, 2019	Aug. 15, 2019	May 15, 2019
Distribution Per Unit Paid (in dollars per share)	$ 0.4375	$ 0.4375	$ 0.4375	$ 0.4510	$ 0.4614
Total Distribution Paid	$ 867	$ 870	$ 870	$ 902	$ 923

Investment in Unconsolidated Joint Venture - Summary of Balance Sheet Information for Unconsolidated JV (Details) - Unconsolidated Joint Venture - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Schedule Of Equity Method Investments [Line Items]
Total assets	$ 253,950	$ 255,157
Total liabilities	127,454	127,611
Total equity	126,496	127,546
Total liabilities and equity	$ 253,950	$ 255,157

Investments in Receivables - Activity in Investments in Receivables (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Receivables With Imputed Interest [Line Items]
Investments in receivables – beginning	$ 8,822	$ 18,348	$ 18,348
Sales			(8,331)
Other			(742)
Repayments	(142)	(150)	(564)
Interest accretion		$ 3	9
Foreign currency translation adjustment	(174)		102
Investments in receivables – ending	8,417		$ 8,822
ASU 2016-13
Receivables With Imputed Interest [Line Items]
Adoption of ASU 2016-13	$ (89)

Tenant Concentration (Details) - Concentration - Tenant Revenue	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Clear Channel
Concentration Risk [Line Items]
Percentage of revenue	13.50%	13.70%
T-Mobile
Concentration Risk [Line Items]
Percentage of revenue	7.80%	8.50%
Sprint
Concentration Risk [Line Items]
Percentage of revenue	5.50%	6.00%

Real Property Interests - Sale (Details) $ in Millions	Jan. 04, 2019 USD ($)
Real Property Interests
Cash consideration received	$ 13.5
Gain (loss) on sale of real property interests, before income taxes	$ 5.9

Basis of Presentation and Summary of Significant Accounting Policies - Recently Issued Accounting Standards (Details) $ in Millions	Jan. 01, 2020 USD ($)
Accounting Policies [Abstract]
Cumulative adjustment to retained earnings	$ 0.1

Acquisitions and Developments - Summary of Future Minimum Ground Lease Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Business Combinations [Abstract]
2020 (nine months)	$ 505
2021	657
2022	667
2023	681
2024	690
Thereafter	14,014
Total future payments	17,214
Discount	(7,331)
Total operating lease liability	9,883	$ 10,268
2020 (nine months)	39
2021	53
2022	53
2023	53
2024	53
Thereafter	1,266
Total future payments	1,517
Discount	(668)
Total finance lease liability	$ 849	$ 908

Supplemental Cash Flow Information

3 Months Ended

Mar. 31, 2020

Supplemental Cash Flow Information [Abstract]

Supplemental Cash Flow Information

17. Supplemental Cash Flow Information

Noncash investing and financing activities for the three months ended March 31, 2020 and 2019 were as follows (in thousands):

	Three Months Ended March 31,
	2020			2019
Capital contribution to fund general and administrative expense reimbursement	$	1,101		$	994
Distributions payable to preferred unitholders		1,819			1,685
Accretion of Series C preferred units		97			356
Purchase price for development activities included in accounts payable and accrued liabilities		500			—
Initial recognition of lease liabilities related to right of use assets		—			7,589
Declared distributions receivable from the unconsolidated joint venture		(675	)		(1,482	)
Adoption of ASU 2016-13		(76	)		—
Deemed contribution by the General Partner		—			197
Deemed distribution by the General Partner		—			(197	)

Cash flows related to interest and income taxes paid were as follows (in thousands):

	Three Months Ended March 31,
	2020		2019
Cash paid for interest	$	4,412	$	3,049
Capitalized interest		657		308
Income taxes paid		312		126

Related-Party Transactions

3 Months Ended

Mar. 31, 2020

Related-Party Transactions

13. Related‑Party Transactions

General and Administrative Reimbursement

Patent License Agreement

Secured Tenant Site Assets’ Management Fee

Acquisition of Real Property Interests

Incentive Distribution Rights

Due from Affiliates

Real Property Interests (Tables)

3 Months Ended

Mar. 31, 2020

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, 2020			December 31, 2019
Land	$	139,102		$	141,851

Real property interests – perpetual		100,950			100,810
Real property interests – finite life		429,181			422,923
Real property interests – ROU asset finance lease		18,540			19,595
Total real property interests		548,671			543,328
Construction in progress		63,699			68,907
Total land and real property interests		751,472			754,086
Accumulated depreciation and amortization of real property interests		(53,212	)		(50,015	)
Land and net real property interests	$	698,260		$	704,071

Schedule of Allocation of Estimated Fair Values of the Assets Acquired and Liabilities Assumed

			Investments in		In-place		Above-market		Below-market
			real property		lease		lease		lease			ROU		Lease
Period	Land		interests		intangibles		intangibles		intangibles			Asset		liability			Total
2019	$	11,813	$	17,154	$	5,730	$	86	$	(113	)	$	21,570	$	(1,640	)	$	54,600

Schedule of Future Estimated Depreciation and Amortization of Finite Lived Real Property Interests

2020 (nine months)	$	10,322
2021		10,900
2022		10,604
2023		9,233
2024		8,982
Thereafter		344,468
Total	$	394,509

Schedule of Carrying Amounts of Major Classes of Assets and Liabilities Held for Sale

The carrying amounts of the major classes of assets and liabilities that were classified as held for sale are as follows (in thousands):

	March 31, 2020		December 31, 2019
Land	$	395	$	421
AHFS	$	395	$	421

Supplemental Cash Flow Information (Tables)

3 Months Ended

Mar. 31, 2020

Supplemental Cash Flow Information [Abstract]

Schedule of Noncash Investing and Financing Activities

Noncash investing and financing activities for the three months ended March 31, 2020 and 2019 were as follows (in thousands):

	Three Months Ended March 31,
	2020			2019
Capital contribution to fund general and administrative expense reimbursement	$	1,101		$	994
Distributions payable to preferred unitholders		1,819			1,685
Accretion of Series C preferred units		97			356
Purchase price for development activities included in accounts payable and accrued liabilities		500			—
Initial recognition of lease liabilities related to right of use assets		—			7,589
Declared distributions receivable from the unconsolidated joint venture		(675	)		(1,482	)
Adoption of ASU 2016-13		(76	)		—
Deemed contribution by the General Partner		—			197
Deemed distribution by the General Partner		—			(197	)

Schedule of Cash Flows Related to Interest and Income Taxes Paid

Cash flows related to interest and income taxes paid were as follows (in thousands):

	Three Months Ended March 31,
	2020		2019
Cash paid for interest	$	4,412	$	3,049
Capitalized interest		657		308
Income taxes paid		312		126

Investment in Unconsolidated Joint Venture (Tables)

3 Months Ended

Mar. 31, 2020

Equity Method Investments And Joint Ventures [Abstract]

Summary of Balance Sheet Information for Unconsolidated JV

The following table summarizes balance sheet information for the unconsolidated JV (in thousands):

	March 31, 2020		December 31, 2019
Total assets	$	253,950	$	255,157

Total liabilities		127,454		127,611
Total equity		126,496		127,546
Total liabilities and equity	$	253,950	$	255,157

Summary of Financial Information for Unconsolidated JV

The following table summarizes financial information for the unconsolidated JV (in thousands):

	Three Months Ended March 31,
	2020		2019
Rental revenue	$	3,575	$	3,507
Net income (loss)		299		(109	)
Partnership's share in net income (loss)		150		(55	)
Distributions declared to the Partnership		675		1,482

Net Income (Loss) Per Limited Partner Unit (Tables)

3 Months Ended

Mar. 31, 2020

Earnings Per Unit [Abstract]

Schedule of Calculation of Undistributed Net Loss

The calculation of the undistributed net loss attributable to common unitholders for the three months ended March 31, 2020 and 2019 is as follows (in thousands):

	Three Months Ended March 31,
	2020			2019
Net income (loss) attributable to limited partners	$	(1,380	)	$	7,202
Less:
Distributions declared on Preferred Units		(3,060	)		(2,894	)
General partner's incentive distribution rights ⁽¹⁾		—			(197	)
Accretion of Series C preferred units		(97	)		(356	)
Net income (loss) attributable to common unitholders		(4,537	)		3,755
Distributions declared on common units		(5,096	)		(9,312	)
Undistributed net income (loss)	$	(9,633	)	$	(5,557	)

(1)

Calculation of Net Income (Loss) per Common Unit

The calculation of net income (loss) per common unit for the three months ended March 31, 2020 and 2019 is as follows (in thousands, except per unit data):

	Three Months Ended March 31,
	2020			2019
	Common Units			Common Units
Distributions declared	$	5,096		$	9,312
Undistributed net loss		(9,633	)		(5,557	)
Net income (loss) attributable to common units - basic	$	(4,537	)	$	3,755
Net income (loss) attributable to common units - diluted	$	(4,537	)	$	3,755
Weighted-average units outstanding:
Basic		25,461			25,338
Diluted		25,461			25,338
Net income (loss) per common unit:
Basic	$	(0.18	)	$	0.15
Diluted⁽¹⁾	$	(0.18	)	$	0.15

(1)

Interest Rate Swap Agreements

3 Months Ended

Mar. 31, 2020

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Interest Rate Swap Agreements

9. 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		Fixed			Effective	Maturity	Fair Value Liability at
Entered	Value		Rate		Index	Date	Date	March 31, 2020			December 31, 2019
August 24, 2015	$	50,000		1.74	1-month USD LIBOR	10/1/2015	10/1/2022	$	(1,779	)	$	(264	)
March 23, 2016		50,000		1.67	1-month USD LIBOR	12/24/2018	12/24/2021		(1,186	)		(113	)
March 31, 2016		20,000		1.56	1-month USD LIBOR	12/24/2018	12/24/2021		(438	)		(4	)
March 31, 2016		25,000		1.63	1-month USD LIBOR	4/13/2019	4/13/2022		(684	)		(48	)
June 12, 2017		50,000		2.10	1-month USD LIBOR	3/2/2018	9/2/2024		(3,591	)		(1,045	)
November 15, 2018	£	38,000		1.49	1-month GBP LIBOR	11/30/2020	11/30/2025		(2,545	)		(1,675	)
								$	(10,223	)	$	(3,149	)

		Effects of Change in Interest Rates
Date Entered	Maturity Date	+50 Basis Points			-50 Basis Points			+100 Basis Points			-100 Basis Points
August 24, 2015	10/1/2022	$	(1,228	)	$	(2,457	)	$	(626	)	$	(3,085	)
March 23, 2016	12/24/2021		(792	)		(1,641	)		(377	)		(2,075	)
March 31, 2016	12/24/2021		(280	)		(619	)		(114	)		(792	)
March 31, 2016	4/13/2022		(451	)		(956	)		(203	)		(1,213	)
June 12, 2017	9/2/2024		(2,684	)		(4,925	)		(1,604	)		(6,088	)
November 15, 2018	11/30/2025		(1,542	)		(3,993	)		(377	)		(5,283	)

Other Intangible Assets and Liabilities

3 Months Ended

Mar. 31, 2020

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, 2020			December 31, 2019
Acquired in-place lease
Gross amount	$	28,731		$	28,908
Accumulated amortization		(8,666	)		(8,142	)
Net amount	$	20,065		$	20,766
Acquired above-market leases
Gross amount	$	6,604		$	6,627
Accumulated amortization		(3,561	)		(3,427	)
Net amount	$	3,043		$	3,200
Total other intangible assets, net	$	23,108		$	23,966
Acquired below-market leases
Gross amount	$	(16,812	)	$	(16,817	)
Accumulated amortization		9,591			9,211
Total other intangible liabilities, net	$	(7,221	)	$	(7,606	)

Future aggregate amortization of intangibles for each of the five succeeding fiscal years and thereafter as of March 31, 2020 follows (in thousands):

	Acquired in-place leases		Acquired above-market leases		Acquired below-market leases
2020 (nine months)	$	1,296	$	48	$	(1,145	)
2021		1,661		518		(1,366	)
2022		1,567		394		(1,244	)
2023		1,274		337		(801	)
2024		1,162		296		(710	)
Thereafter		13,105		1,450		(1,955	)
Total	$	20,065	$	3,043	$	(7,221	)

Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Carrying Amount
Investment in receivables, net
Investment in receivables, net	$ 8,417	$ 8,822
Carrying Amount \| Senior secured revolving credit facility
Debt
Revolving credit facility	177,625	232,907
Carrying Amount \| Secured notes
Debt
Secured Notes, net	279,652	217,098
Fair Value
Investment in receivables, net
Investment in receivables, net	8,710	8,859
Fair Value \| Senior secured revolving credit facility
Debt
Revolving credit facility	177,625	232,907
Fair Value \| Secured notes
Debt
Secured Notes, net	$ 276,604	$ 221,577

Debt - Interest Expense (Details) - USD ($) $ in Millions	3 Months Ended
Debt - Interest Expense (Details) - USD ($) $ in Millions	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Interest Expense
Debt interest expense	$ 4.7	$ 4.5
Interest payable	0.2		$ 0.5
Interest expense
Interest Expense
Amortization of deferred loan costs and discount on secured notes	$ 0.6	$ 0.8

Equity - Changes in Units Outstanding (Details) - Limited Partners - shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Common Units
Increase (decrease) in partners' capital
Balance (in units)	25,353,140	25,327,801
Unit-based compensation (in units)	7,368	10,631
Balance (in units)	25,470,232	25,338,432
Common Units \| At The Market Issuance Sales Agreement
Increase (decrease) in partners' capital
Issuance of units, net (in units)	109,724
Preferred Units Series A
Increase (decrease) in partners' capital
Balance (in units)	1,722,041	1,593,149
Balance (in units)	1,745,328	1,593,149
Preferred Units Series A \| At The Market Issuance Sales Agreement
Increase (decrease) in partners' capital
Issuance of units, net (in units)	23,287
Preferred Units Series B
Increase (decrease) in partners' capital
Balance (in units)	2,544,793	2,463,015
Balance (in units)	2,628,932	2,463,015
Preferred Units Series B \| At The Market Issuance Sales Agreement
Increase (decrease) in partners' capital
Issuance of units, net (in units)	84,139
Preferred Units Series C
Increase (decrease) in partners' capital
Balance (in units)	1,988,700	2,000,000
Balance (in units)	1,988,700	2,000,000

Business

3 Months Ended

Mar. 31, 2020

Limited Liability Company Or Limited Partnership Business Organization And Operations [Abstract]

Business

1. Business

Segment Information - Statements of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenue
Rental revenue	$ 15,678	$ 14,393
Expenses
Property operating	731	665
General and administrative	1,612	1,478
Acquisition-related	315	127
Depreciation and amortization	3,892	3,517
Impairments	82	204
Total expenses	6,632	5,991
Total other income and expenses	(10,478)	(1,070)
Income (loss) before income tax expense (benefit)	(1,432)	7,332
Income tax expense (benefit)	(60)	122
Net income (loss)	(1,372)	7,210
Operating Segments \| Wireless Communication
Revenue
Rental revenue	7,882	7,236
Expenses
Property operating	242	51
Depreciation and amortization	2,498	2,361
Total expenses	2,740	2,412
Total other income and expenses	155	5,820
Income (loss) before income tax expense (benefit)	5,297	10,644
Net income (loss)	5,297	10,644
Operating Segments \| Outdoor Advertising
Revenue
Rental revenue	5,876	5,081
Expenses
Property operating	433	260
Depreciation and amortization	1,274	987
Impairments	82	204
Total expenses	1,789	1,451
Total other income and expenses	47	61
Income (loss) before income tax expense (benefit)	4,134	3,691
Net income (loss)	4,134	3,691
Operating Segments \| Renewable Power Generation
Revenue
Rental revenue	1,920	2,076
Expenses
Property operating	56	354
Depreciation and amortization	120	169
Total expenses	176	523
Total other income and expenses	18	203
Income (loss) before income tax expense (benefit)	1,762	1,756
Net income (loss)	1,762	1,756
Corporate
Expenses
General and administrative	1,612	1,478
Acquisition-related	315	127
Total expenses	1,927	1,605
Total other income and expenses	(10,698)	(7,154)
Income (loss) before income tax expense (benefit)	(12,625)	(8,759)
Income tax expense (benefit)	(60)	122
Net income (loss)	$ (12,565)	$ (8,881)

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenue
Rental revenue	$ 15,678	$ 14,393
Expenses
Property operating	731	665
General and administrative	1,612	1,478
Acquisition-related	315	127
Depreciation and amortization	3,892	3,517
Impairments	82	204
Total expenses	6,632	5,991
Other income and expenses
Interest and other income	232	394
Interest expense	(4,701)	(4,488)
Loss on early extinguishment of debt	(2,231)
Unrealized loss on derivatives	(7,291)	(2,762)
Equity income (loss) from unconsolidated joint venture	150	(55)
Gain on sale of real property interests		5,862
Foreign currency transaction gain (loss)	3,363	(21)
Total other income and expenses	(10,478)	(1,070)
Income (loss) before income tax expense (benefit)	(1,432)	7,332
Income tax expense (benefit)	(60)	122
Net income (loss)	(1,372)	7,210
Less: Net income attributable to noncontrolling interest	8	8
Net income (loss) attributable to limited partners	(1,380)	7,202
Less: Distributions declared to preferred unitholders	(3,060)	(2,894)
Less: General partner's incentive distribution rights		(197)
Less: Accretion of Series C preferred units	(97)	(356)
Net income (loss) attributable to common unitholders	$ (4,537)	$ 3,755
Net income (loss) per common unit
Common units – basic	$ (0.18)	$ 0.15
Common units – diluted	$ (0.18)	$ 0.15
Weighted average common units outstanding
Common units – basic	25,461	25,338
Common units – diluted	25,461	25,338
Cash distributions declared per common unit	$ 0.2000	$ 0.3675
Preferred Units Series C
Other income and expenses
Less: Accretion of Series C preferred units	$ (97)	$ (356)

Real Property Interests - Impairment (Details)	3 Months Ended
Real Property Interests - Impairment (Details)	Mar. 31, 2020 USD ($) site	Mar. 31, 2019 USD ($) site
Impairment
Recognized impairment charge	$ 82,000	$ 204,000
Impaired Real Property Interest
Impairment
Number of real property interests impaired \| site	2	2
Recognized impairment charge	$ 100,000	$ 100,000
Impaired real property interests	$ 0

Real Property Interests - Purchase Price Allocation (Details) - Measurement Input, Discount Rate	Mar. 31, 2020
Minimum
Acquisitions
Discount rate used to estimate fair values (as a percent)	6
Maximum
Acquisitions
Discount rate used to estimate fair values (as a percent)	20

Other Intangible Assets and Liabilities - Amortization (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Other Intangible Assets And Liabilities [Abstract]
Amortization of above-and below-market leases	$ 236	$ 224
Amortization expense	$ 600	$ 500

Investments in Receivables (Tables)

3 Months Ended

Mar. 31, 2020

Notes Receivable Net [Abstract]

Activity in investments in receivables

The following table reflects the activity in investments in receivables (in thousands):

	March 31, 2020			December 31, 2019
Investments in receivables – beginning	$	8,822		$	18,348
Adoption of ASU 2016-13		(89	)		—
Sales		—			(8,331	)
Other		—			(742	)
Repayments		(142	)		(564	)
Interest accretion		—			9
Foreign currency translation adjustment		(174	)		102
Investments in receivables – ending	$	8,417		$	8,822

Annual amounts due

Annual amounts due as of March 31, 2020, are as follows (in thousands):

2020 (nine months)	$	994
2021		1,345
2022		1,463
2023		1,570
2024		1,631
Thereafter		9,715
Total	$	16,718
Interest	$	8,301
Principal		8,417
Total	$	16,718

Equity (Tables)

3 Months Ended

Mar. 31, 2020

Equity [Abstract]

Schedule of changes in the number of units outstanding

The table below summarizes changes in the number of units outstanding (in units):

							Mezzanine Equity -
			Series A		Series B		Series C
	Common		Preferred		Preferred		Preferred
Balance as of December 31, 2018		25,327,801		1,593,149		2,463,015		2,000,000
Unit-based compensation		10,631		—		—		—
Balance as of March 31, 2019		25,338,432		1,593,149		2,463,015		2,000,000

Balance as of December 31, 2019		25,353,140		1,722,041		2,544,793		1,988,700
Issuance under ATM Programs		109,724		23,287		84,139		—
Unit-based compensation		7,368		—		—		—
Balance as of March 31, 2020		25,470,232		1,745,328		2,628,932		1,988,700

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 Units and IDRs
March 31, 2019 ⁽¹⁾	April 19, 2019	May 15, 2019	$	0.3675	$	9,312
June 30, 2019 ⁽¹⁾	July 19, 2019	August 14, 2019		0.3675		9,312
September 30, 2019 ⁽¹⁾	October 25, 2019	November 14, 2019		0.3675		9,317
December 31, 2019 ⁽¹⁾	January 24, 2020	February 14, 2020		0.3675		9,360
March 31, 2020	April 21, 2020	May 15, 2020	0.2000			5,096
Series A Preferred Units
March 31, 2019	March 21, 2019	April 15, 2019	$	0.5000	$	797
June 30, 2019	June 20, 2019	July 15, 2019		0.5000		828
September 30, 2019	September 20, 2019	October 15, 2019		0.5000		837
December 31, 2019	December 20, 2019	January 15, 2020		0.5000		861
March 31, 2020	March 20, 2020	April 15, 2020		0.5000		873
Series B Preferred Units
March 31, 2019	April 19, 2019	May 15, 2019	$	0.4938	$	1,216
June 30, 2019	July 19, 2019	August 15, 2019		0.4938		1,257
September 30, 2019	October 22, 2019	November 15, 2019		0.4938		1,257
December 31, 2019	January 23, 2020	February 18, 2020	0.4938			1,298
March 31, 2020	April 20, 2020	May 15, 2020	0.4938			1,298
Series C Preferred Units
March 31, 2019	April 19, 2019	May 15, 2019	$	0.4614	$	923
June 30, 2019	July 19, 2019	August 15, 2019		0.4510		902
September 30, 2019	October 22, 2019	November 15, 2019		0.4375		870
December 31, 2019	January 23, 2020	February 18, 2020	0.4375			870
March 31, 2020	April 20, 2020	May 15, 2020	0.4375			867

(1)	The General Partner irrevocably waived its right to receive the incentive distribution and incentive allocations for the respective quarterly distribution.

Tenant Concentration (Tables)

3 Months Ended

Mar. 31, 2020

Risks And Uncertainties [Abstract]

Schedule of Tenant Revenue Concentrations

For the three months ended March 31, 2020 and 2019, the Partnership had the following tenant revenue concentrations:

	Three Months Ended March 31,
Tenant	2020			2019
Clear Channel		13.5	%		13.7	%
T-Mobile		7.8	%		8.5	%
Sprint		5.5	%		6.0	%

Equity

3 Months Ended

Mar. 31, 2020

Equity [Abstract]

Equity

10. Equity

The table below summarizes changes in the number of units outstanding (in units):

							Mezzanine Equity -
			Series A		Series B		Series C
	Common		Preferred		Preferred		Preferred
Balance as of December 31, 2018		25,327,801		1,593,149		2,463,015		2,000,000
Unit-based compensation		10,631		—		—		—
Balance as of March 31, 2019		25,338,432		1,593,149		2,463,015		2,000,000

Balance as of December 31, 2019		25,353,140		1,722,041		2,544,793		1,988,700
Issuance under ATM Programs		109,724		23,287		84,139		—
Unit-based compensation		7,368		—		—		—
Balance as of March 31, 2020		25,470,232		1,745,328		2,628,932		1,988,700

Common Units

Preferred Units

The Common Units ATM programs, the Series A ATM programs and the Series B ATM programs described above are collectively referred to the “ATM Programs.”

Mezzanine Equity

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 Units and IDRs
March 31, 2019 ⁽¹⁾	April 19, 2019	May 15, 2019	$	0.3675	$	9,312
June 30, 2019 ⁽¹⁾	July 19, 2019	August 14, 2019		0.3675		9,312
September 30, 2019 ⁽¹⁾	October 25, 2019	November 14, 2019		0.3675		9,317
December 31, 2019 ⁽¹⁾	January 24, 2020	February 14, 2020		0.3675		9,360
March 31, 2020	April 21, 2020	May 15, 2020	0.2000			5,096
Series A Preferred Units
March 31, 2019	March 21, 2019	April 15, 2019	$	0.5000	$	797
June 30, 2019	June 20, 2019	July 15, 2019		0.5000		828
September 30, 2019	September 20, 2019	October 15, 2019		0.5000		837
December 31, 2019	December 20, 2019	January 15, 2020		0.5000		861
March 31, 2020	March 20, 2020	April 15, 2020		0.5000		873
Series B Preferred Units
March 31, 2019	April 19, 2019	May 15, 2019	$	0.4938	$	1,216
June 30, 2019	July 19, 2019	August 15, 2019		0.4938		1,257
September 30, 2019	October 22, 2019	November 15, 2019		0.4938		1,257
December 31, 2019	January 23, 2020	February 18, 2020	0.4938			1,298
March 31, 2020	April 20, 2020	May 15, 2020	0.4938			1,298
Series C Preferred Units
March 31, 2019	April 19, 2019	May 15, 2019	$	0.4614	$	923
June 30, 2019	July 19, 2019	August 15, 2019		0.4510		902
September 30, 2019	October 22, 2019	November 15, 2019		0.4375		870
December 31, 2019	January 23, 2020	February 18, 2020	0.4375			870
March 31, 2020	April 20, 2020	May 15, 2020	0.4375			867

(1)	The General Partner irrevocably waived its right to receive the incentive distribution and incentive allocations for the respective quarterly distribution.

Investments in Receivables

3 Months Ended

Mar. 31, 2020

Notes Receivable Net [Abstract]

Investments in Receivables

6. Investments in Receivables

The following table reflects the activity in investments in receivables (in thousands):

	March 31, 2020			December 31, 2019
Investments in receivables – beginning	$	8,822		$	18,348
Adoption of ASU 2016-13		(89	)		—
Sales		—			(8,331	)
Other		—			(742	)
Repayments		(142	)		(564	)
Interest accretion		—			9
Foreign currency translation adjustment		(174	)		102
Investments in receivables – ending	$	8,417		$	8,822

Annual amounts due as of March 31, 2020, are as follows (in thousands):

2020 (nine months)	$	994
2021		1,345
2022		1,463
2023		1,570
2024		1,631
Thereafter		9,715
Total	$	16,718
Interest	$	8,301
Principal		8,417
Total	$	16,718

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2020	May 04, 2020
Document Information [Line Items]
Entity Registrant Name	Landmark Infrastructure Partners LP
Entity Central Index Key	0001615346
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Ex Transition Period	false
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q1
Limited Partners Units		25,478,042
Entity Shell Company	false
Entity File Number	001-36735
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	61-1742322
Entity Address, Address Line One	400 Continental Blvd.
Entity Address, Address Line Two	Suite 500
Entity Address, City or Town	El Segundo
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90245
City Area Code	310
Local Phone Number	598-3173
Entity Interactive Data Current	Yes
Document Quarterly Report	true
Document Transition Report	false
Common Units
Document Information [Line Items]
Title of each class	Common Units, Representing Limited Partner Interests
Trading Symbol	LMRK
Name of each exchange on which registered	NASDAQ
8.0% Series A Cumulative Redeemable Preferred Units
Document Information [Line Items]
Title of each class	8.0% Series A Cumulative Redeemable Preferred Units, $25.00 par value
Trading Symbol	LMRKP
Name of each exchange on which registered	NASDAQ
7.9% Series B Cumulative Redeemable Preferred Units
Document Information [Line Items]
Title of each class	7.9% Series B Cumulative Redeemable Preferred Units, $25.00 par value
Trading Symbol	LMRKO
Name of each exchange on which registered	NASDAQ
Series C Floating-to-Fixed Rate Cumulative Redeemable Perpetual Convertible Preferred Units
Document Information [Line Items]
Title of each class	Series C Floating-to-Fixed Rate Cumulative Redeemable Perpetual Convertible Preferred Units, $25.00 par value
Trading Symbol	LMRKN
Name of each exchange on which registered	NASDAQ

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Statement Of Income And Comprehensive Income [Abstract]
Net income (loss)	$ (1,372)	$ 7,210
Other comprehensive income (loss):
Foreign currency translation adjustment	(8,131)	1,743
Other comprehensive income (loss):	(8,131)	1,743
Comprehensive income (loss)	(9,503)	8,953
Less: Comprehensive income attributable to noncontrolling interest	8	8
Comprehensive income (loss) attributable to limited partners	$ (9,511)	$ 8,945

Net Income (Loss) Per Limited Partner Unit - Net Income (Loss) per Common Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Net income (loss) attributable to partners:
Distributions declared	$ 3,060	$ 2,894
Net income (loss) attributable to common unitholders	$ (4,537)	$ 3,755
Weighted-average units outstanding:
Basic (in shares)	25,461	25,338
Units - diluted (in shares)	25,461	25,338
Net income (loss) per common unit:
Basic (in dollars per share)	$ (0.18)	$ 0.15
Diluted (in dollars per share)	$ (0.18)	$ 0.15
Common Units
Net income (loss) attributable to partners:
Distributions declared	$ 5,096	$ 9,312
Undistributed net loss	(9,633)	(5,557)
Net income (loss) attributable to common unitholders	(4,537)	3,755
Net income (loss) attributable to common units - diluted	$ (4,537)	$ 3,755
Weighted-average units outstanding:
Basic (in shares)	25,461	25,338
Units - diluted (in shares)	25,461	25,338
Net income (loss) per common unit:
Basic (in dollars per share)	$ (0.18)	$ 0.15
Diluted (in dollars per share)	$ (0.18)	$ 0.15

Debt - Annual Principal Payment Amounts (Details) - Secured notes - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
2020 (nine months)	$ 3,912
2021	5,987
2022	72,440
2023	6,812
2024	7,150
Thereafter	188,788
Total	$ 285,089	$ 223,516

Basis of Presentation and Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2020

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

Use of Estimates

Income Taxes

Investment in Unconsolidated Joint Venture

Recently Issued Accounting Standards

Interest Rate Swap Agreements - Sensitivity Analysis (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2020 USD ($)
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	$ (1,228)
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	(2,457)
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	(626)
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	(3,085)
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	(792)
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	(1,641)
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	(377)
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	(2,075)
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	(280)
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	(619)
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	(114)
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	(792)
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	(451)
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	(956)
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	(203)
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	(1,213)
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	(2,684)
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	(4,925)
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	(1,604)
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	(6,088)
Agreement entered into November 15, 2018 effective date November 30, 2020 \| Increase of 50 Basis Points
Interest Rate Swap Agreements
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative	(1,542)
Agreement entered into November 15, 2018 effective date November 30, 2020 \| Decrease of 50 Basis Points
Interest Rate Swap Agreements
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative	(3,993)
Agreement entered into November 15, 2018 effective date November 30, 2020 \| Increase of 100 Basis Points
Interest Rate Swap Agreements
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative	(377)
Agreement entered into November 15, 2018 effective date November 30, 2020 \| Decrease of 100 Basis Points
Interest Rate Swap Agreements
Sensitivity analysis, increase (decrease) in fair value of interest rate derivative	$ (5,283)
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%)

Segment Information - General Information (Details) - segment	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Segment Reporting [Abstract]
Number of reportable segments	3	3

Other Intangible Assets and Liabilities - Future Aggregate Amortization of Other Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Future amortization of lease intangibles
Net amount	$ 23,108	$ 23,966
Acquired in-place leases
Future amortization of lease intangibles
2020 (nine months)	1,296
2021	1,661
2022	1,567
2023	1,274
2024	1,162
Thereafter	13,105
Net amount	20,065	20,766
Acquired above-market leases
Future amortization of lease intangibles
2020 (nine months)	48
2021	518
2022	394
2023	337
2024	296
Thereafter	1,450
Net amount	$ 3,043	$ 3,200

Real Property Interests - Carrying Amounts of Major Classes of Assets and Liabilities Held for Sale (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Real Estate [Abstract]
Land	$ 395	$ 421
AHFS	$ 395	$ 421

Real Property Interests - Summary of Allocation of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Fair values of the assets acquired and liabilities assumed at the date of acquisition
Below market lease intangibles	$ (16,812)	$ (16,817)
Landmark, General Partner and affiliates \| Acquisition from related party
Fair values of the assets acquired and liabilities assumed at the date of acquisition
Land		11,813
Investments in real property interests		17,154
Below market lease intangibles		(113)
ROU Asset		21,570
Lease liability		(1,640)
Total		54,600
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		5,730
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		$ 86

Investment in Unconsolidated Joint Venture - Summary of Financial Information for Unconsolidated JV (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Schedule Of Equity Method Investments [Line Items]
Partnership's share in net income (loss)	$ 150	$ (55)
Distributions declared to the Partnership	675	1,482
Unconsolidated Joint Venture
Schedule Of Equity Method Investments [Line Items]
Rental revenue	3,575	3,507
Net income (loss)	299	(109)
Partnership's share in net income (loss)	150	(55)
Distributions declared to the Partnership	$ 675	$ 1,482

Investments in Receivables - Annual Amounts Due (Details) $ in Thousands	Mar. 31, 2020 USD ($)
Notes Receivable Net [Abstract]
2020 (nine months)	$ 994
2021	1,345
2022	1,463
2023	1,570
2024	1,631
Thereafter	9,715
Total	$ 16,718

Supplemental Cash Flow Information - Schedule of Noncash Investing and Financing Activities (Details) - USD ($) $ in Thousands		3 Months Ended
	Jan. 01, 2020	Mar. 31, 2020	Mar. 31, 2019
Noncash activities
Capital contribution to fund general and administrative expense reimbursement		$ 1,101	$ 994
Distributions payable to preferred unitholders		1,819	1,685
Accretion of Series C preferred units		97	356
Purchase price for development activities included in accounts payable and accrued liabilities		500
Initial recognition of lease liabilities related to right of use assets			7,589
Declared distributions receivable from the unconsolidated joint venture		(675)	(1,482)
Deemed contribution by the General Partner			197
Deemed distribution by the General Partner			(197)
Adoption of ASU 2016-13	$ 100
ASU 2016-13
Noncash activities
Adoption of ASU 2016-13		(76)
Preferred Units Series C
Noncash activities
Accretion of Series C preferred units		$ 97	$ 356

Business (Details) - Limited Partners - Common Units - shares	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2019	Dec. 31, 2018
Partnership Equity
Number of units held (in shares)	25,470,232	25,353,140	25,338,432	25,327,801
Landmark Dividend LLC
Partnership Equity
Number of units held (in shares)	3,415,405

Acquisitions and Developments - Summary of Information about Other Lease Related Balances (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Operating leases:
Right-of-use asset	$ 10,828	$ 11,358
Operating lease liability	9,883	10,268
Finance leases:
Right-of-use asset	18,540
Finance lease liability	$ 849	$ 908

Real Property Interests - Acquisitions (Details) $ in Millions	3 Months Ended			12 Months Ended
	Mar. 31, 2020 USD ($) site item	Dec. 31, 2019 USD ($) site	Mar. 31, 2019 USD ($)	Dec. 31, 2019 USD ($) site item
Acquisitions
Number of tenant sites acquired \| site	1	146
Joint Venture
Acquisitions
Number of tenant sites acquired \| site	168			169
Investments in receivables \| item	1			1
Total net book value, one investment in receivable \| $	$ 90.1	$ 92.8		$ 92.8
Rental revenue generated by consolidated joint venture \| $	$ 1.9		$ 1.2

Other Intangible Assets and Liabilities (Tables)

3 Months Ended

Mar. 31, 2020

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, 2020			December 31, 2019
Acquired in-place lease
Gross amount	$	28,731		$	28,908
Accumulated amortization		(8,666	)		(8,142	)
Net amount	$	20,065		$	20,766
Acquired above-market leases
Gross amount	$	6,604		$	6,627
Accumulated amortization		(3,561	)		(3,427	)
Net amount	$	3,043		$	3,200
Total other intangible assets, net	$	23,108		$	23,966
Acquired below-market leases
Gross amount	$	(16,812	)	$	(16,817	)
Accumulated amortization		9,591			9,211
Total other intangible liabilities, net	$	(7,221	)	$	(7,606	)

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, 2020 follows (in thousands):

	Acquired in-place leases		Acquired above-market leases		Acquired below-market leases
2020 (nine months)	$	1,296	$	48	$	(1,145	)
2021		1,661		518		(1,366	)
2022		1,567		394		(1,244	)
2023		1,274		337		(801	)
2024		1,162		296		(710	)
Thereafter		13,105		1,450		(1,955	)
Total	$	20,065	$	3,043	$	(7,221	)

Subsequent Events

3 Months Ended

Mar. 31, 2020

Subsequent Events [Abstract]

Subsequent Events

18. Subsequent Events

Segment Information

3 Months Ended

Mar. 31, 2020

Segment Reporting [Abstract]

Segment Information

14. Segment Information

The Partnership had three reportable segments, wireless communication, outdoor advertising and renewable power generation for all periods presented.

The statements of operations for the reportable segments are as follows:

For the three months ended March 31, 2020 (in thousands):

					Renewable
	Wireless		Outdoor		Power
	Communication		Advertising		Generation		Corporate			Total
Revenue
Rental revenue	$	7,882	$	5,876	$	1,920	$	—		$	15,678
Expenses
Property operating		242		433		56		—			731
General and administrative		—		—		—		1,612			1,612
Acquisition-related		—		—		—		315			315
Depreciation and amortization		2,498		1,274		120		—			3,892
Impairments		—		82		—		—			82
Total expenses		2,740		1,789		176		1,927			6,632
Total other income and expenses		155		47		18		(10,698	)		(10,478	)
Income (loss) before income tax benefit		5,297		4,134		1,762		(12,625	)		(1,432	)
Income tax benefit		—		—		—		(60	)		(60	)
Net income (loss)	$	5,297	$	4,134	$	1,762	$	(12,565	)	$	(1,372	)

For the three months ended March 31, 2019 (in thousands):

					Renewable
	Wireless		Outdoor		Power
	Communication		Advertising		Generation		Corporate			Total
Revenue
Rental revenue	$	7,236	$	5,081	$	2,076	$	—		$	14,393
Expenses
Property operating		51		260		354		—			665
General and administrative		—		—		—		1,478			1,478
Acquisition-related		—		—		—		127			127
Depreciation and amortization		2,361		987		169		—			3,517
Impairments		—		204		—		—			204
Total expenses		2,412		1,451		523		1,605			5,991
Total other income and expenses		5,820		61		203		(7,154	)		(1,070	)
Income (loss) before income tax expense		10,644		3,691		1,756		(8,759	)		7,332
Income tax expense		—		—		—		122			122
Net income (loss)	$	10,644	$	3,691	$	1,756	$	(8,881	)	$	7,210

The Partnership’s total assets by segment were (in thousands):

	March 31, 2020		December 31, 2019
Segments
Wireless communication	$	435,042	$	452,127
Outdoor advertising		293,983		284,203
Renewable power generation		99,789		99,856
Corporate assets		25,340		19,419
Total assets	$	854,154	$	855,605

The following table represents the Partnership’s rental revenues by geographic location (in thousands):

	Three Months Ended March 31,
	2020		2019
United States	$	13,516	$	12,902
Europe		1,859		1,178
Australia		284		299
Canada		19		14
Total rental revenue	$	15,678	$	14,393

The following table represents the Partnership’s total assets by geographic location (in thousands):

	March 31, 2020		December 31, 2019
United States	$	724,311	$	726,343
Europe		117,060		114,448
Australia		12,172		13,926
Canada		611		888
Total assets	$	854,154	$	855,605