Landmark Infrastructure Partners LP Unitholders Approve Changes to Legal Structure

EL SEGUNDO, Calif., July 20, 2017 -- Landmark Infrastructure Partners LP (the “Partnership”) (NASDAQ:LMRK) announced today that its unitholders approved an amendment (the “Amendment”) to LMRK’s partnership agreement at the Special Meeting of Unitholders (the “Special Meeting”) held today at the Partnership’s headquarters in El Segundo, California.  The Amendment imposes certain ownership limitations and transfer restrictions on interests in the Partnership and amends certain provisions of the Partnership’s partnership agreement providing for the allocation of income, gain, loss and deduction.  The Amendment was necessary to help facilitate the previously announced plan to reorganize the Partnership’s operating structure by moving substantially all of its operating assets to a controlled subsidiary that qualifies as a real estate investment trust (“REIT”).

At the Special Meeting, approximately 51.99% of the Partnership’s outstanding non-affiliated common units as of the record date voted in favor of the proposed changes, with 98.74% of all outstanding non-affiliated common units voted cast in favor of the proposed changes.  One hundred percent of the Partnership’s outstanding subordinated units as of the record date voted in favor of the proposed changes.  The Partnership will file the final results on a Form 8-K with the Securities and Exchange Commission.

After the changes to the Partnership’s legal structure are implemented by the end of July 2017, the Partnership expects that the new structure will simplify tax reporting for unitholders and substantially eliminate unrelated business taxable income (“UBTI”) allocated by the Partnership to tax-exempt investors, including individuals investing through tax-deferred accounts such as individual retirement accounts (“IRAs”), ultimately broadening the Partnership’s investor base.  The Partnership’s reporting on Schedule K-1 is expected to be simplified to include predominately dividends, other corporate distributions and related expenses, and is intended to eliminate the amount of state taxable income sourced to states other than the state of residence for most individual unitholders.  These changes are expected to apply to both the common and preferred units and are not expected to impact the presentation of the Partnership’s financial results.

About Landmark Infrastructure Partners LP
The Partnership owns and manages a portfolio of real property interests and infrastructure assets that the Partnership leases to companies in the wireless communication, outdoor advertising and renewable power generation industries.  Headquartered in El Segundo, California, the Partnership’s assets include long-term and perpetual easements, tenant lease assignments and fee simple properties, primarily located in the United States. 

Forward Looking Statements
Disclosures in this press release contain certain forward-looking statements within the meaning of the federal securities laws.  Statements that do not relate strictly to historical or current facts are forward-looking.  These statements contain words such as “possible,” “if,” “will,” “expect” and “assuming” and involve risks and uncertainties including, among others that our business plans may change as circumstances warrant.  Accordingly, readers should not place undue reliance on forward-looking statements as a prediction of actual results.  These risks and uncertainties include the risks that the proposed change in legal structure may not be consummated or the benefits contemplated therefrom may not be realized. Additional risks include the ability to obtain requisite regulatory and unitholder approval and the satisfaction of the other conditions to the consummation of the proposed change in structure.  Actual results and outcomes may differ materially from those expressed in such forward-looking statements.  Any forward-looking statements in this press release are made as of the date of this press release and the Partnership undertakes no obligation to update or revise such forward-looking statements to reflect events or circumstances that occur, or of which the Partnership becomes aware, after the date hereof, unless required by law.  When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements contained in the Partnership’s filings with the SEC, including the Partnership’s annual report on Form 10-K for the year ended December 31, 2016.  These risks could cause the Partnership’s actual results to differ materially from those contained in any forward-looking statement.

CONTACT:    
Marcelo Choi
Vice President, Investor Relations
(310) 598-3173
[email protected]