·

Increased quarterly cash distribution for the third consecutive quarter to $0.3175 per unit, a 10.4% increase over the minimum quarterly distribution (“MQD”)

·

Raises distribution growth guidance to 12% to 15% over the MQD by the end of 2015 from 10% to 15% over the MQD by the end of 2015;

·

Completed three drop-down acquisitions from its sponsor Landmark Dividend LLC (“Landmark”), or an affiliate of Landmark, acquiring a total of 358 tenant sites for total consideration of approximately $122 million;

·

Generated Q3 2015 Adjusted EBITDA of $5.0 million and distributable cash flow of $3.8 million; and

·

Maintained 98% occupancy level for the portfolio

·

On July 21, 2015, the Partnership completed a drop-down acquisition from Landmark of 100 tenant sites for total consideration of $35.7 million; 

·

On August 18, 2015, the Partnership completed its first ROFO drop-down acquisition of 193 tenant sites for total consideration of $66.4 million.  The consideration for the ROFO drop-down acquisition consisted of approximately 2.0 million common units representing limited partnership interests in us, valued at $31.5 million, and $34.9 million in cash; 

·

On September 21, 2015, the Partnership completed a drop-down acquisition of 65 tenant sites for total consideration of $20.3 million. 

·

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

·

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

·

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

·

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

Three Months Ended September 30, 

Nine Months Ended September 30, 

2015

2014(1)

2015

2014(1)

Revenue

Rental revenue

$

$

$

$

Interest income on receivables

Total revenue

Expenses

Management fees to affiliate

Property operating

 —

General and administrative

Acquisition-related

Amortization

Impairments

 —

Total expenses

Other income and expenses

Interest expense

Loss on early extinguishment of debt

 —

 —

Unrealized gain (loss) on derivatives

Gain on sale of real property interest

 —

 —

 —

Total other income and expenses

Net income (loss)

$

$

$

$

Less: Net income (loss) attributable to Predecessor(1)

Limited partners’ interest in net loss

$

$

 —

$

$

 —

Net loss per limited partner unit

Common units – basic and diluted

$

$

Subordinated units – basic and diluted

$

$

Weighted average limited partner units outstanding

Common units – basic and diluted

Subordinated units – basic and diluted

Other Data:

Total leased tenant sites (end of period)

Total available tenant sites (end of period)

(1)

During the nine months ended September 30, 2015, the Partnership completed its acquisitions of 512 tenant sites and related real property interests (the “Acquired Assets”), from our sponsor Landmark Dividend LLC (“Landmark”) and affiliates, in exchange for total consideration of $169.7 million. Since the entities are under common control, the assets and liabilities acquired are recorded at Landmark’s historical cost, with financial statements for prior periods retroactively adjusted to furnish comparative information. Financial information prior to the closing of each transaction has been retroactively adjusted for the Acquired Assets. These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership’s Quarterly Report on Form 10-Q for the three and nine months ended September  30, 2015 to be filed with the Securities and Exchange Commission on November 5, 2015 and the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2014 filed with the Securities and Exchange Commission on February 26, 2015 (except for items 6, 7 and 15 and Exhibit 23.1, which have been superseded by the Current Report on Form 8-K, filed May 11, 2015).

September 30, 2015

December 31, 2014(1)

Assets

Land

$

$

Real property interests

Total land and real property interests

Accumulated amortization of real property interests

Land and net real property interests

Investments in receivables, net

Cash and cash equivalents

Rent receivables, net

Due from Landmark and affiliates

Deferred loan costs, net

Deferred rent receivable

Other intangible assets, net

Other assets

Total assets

$

$

Liabilities and equity

Revolving credit facility

$

$

Secured debt facility

 —

Accounts payable and accrued liabilities

Other intangible liabilities, net

Prepaid rent

Derivative liabilities

Total liabilities

Commitments and contingencies

Equity

Total liabilities and equity

$

$

(1)

Prior-period financial information has been retroactively adjusted for certain assets acquired during the nine months ended September 30, 2015. These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in the Partnership’s Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2015 to be filed with the Securities and Exchange Commission on November 5, 2015.

Available Tenant

Leased Tenant

Sites(1)

Sites

Average

Average

Average

Remaining

Remaining

Monthly

Percentage

Number of

Property

Lease

Tenant Site

Effective Rent

Quarterly

of Quarterly

Infrastructure

Interest

Term

Occupancy

Per Tenant

Rental

Rental

Real Property Interest

Locations(1)

Number

(Years)

Number

(Years)(2)

Rate(3)(4)

Site(4)(5)

Revenue(6)

Revenue(6)

Tenant Lease Assignment with Underlying Easement

Wireless Communication

(7)

$

%  

Outdoor Advertising

(7)

%  

Renewable Power Generation

%  

Subtotal

(7)

$

%  

Tenant Lease Assignment only(8)

Wireless Communication

$

%  

Outdoor Advertising

%  

Subtotal

$

%  

Tenant Lease on Fee Simple

Wireless Communication

(7)

$

%  

Outdoor Advertising

(7)

%  

Renewable Power Generation

(7)

 —

%  

Subtotal

(7)

$

%  

Total 

(9)

$

%  

Aggregate Portfolio

Wireless Communication

%  

$

$

%  

Outdoor Advertising

%  

%  

Renewable Power Generation

%  

%  

Total

(9)

%  

$

$

%  

(1)

“Available Tenant Sites” means the number of individual sites that could be leased. For example, if we have an easement on a single rooftop, on which three different tenants can lease space from us, this would be counted as three “tenant sites,” and all three tenant sites would be at a single infrastructure location with the same address.

(2)

Assumes the exercise of all remaining renewal options of tenant leases. Assuming no exercise of renewal options, the average remaining lease terms for our wireless communication, outdoor advertising, renewable power generation and aggregate portfolios as of September 30, 2015 were 3.0, 6.5, 18.0 and 4.0 years, respectively.

(3)

Represents number of leased tenant sites divided by number of available tenant sites.

(4)

Occupancy and average monthly effective rent per tenant site are shown only on an aggregate portfolio basis by industry.

(5)

Represents total monthly revenue excluding the impact of amortization of above and below market lease intangibles divided by the number of leased tenant sites.

(6)

Represents GAAP rental revenue recognized under existing tenant leases for the three months ended September 30, 2015.  Excludes interest income on receivables.

(7)

Fee simple ownership and perpetual easements are shown as having a term of 99 years for purposes of calculating the average remaining term.

(8)

Reflects “springing lease agreements” whereby the cancellation or nonrenewal of a tenant lease entitles us to enter into a new ground lease with the property owner (up to the full property interest term) and a replacement tenant lease. The remaining lease assignment term is, therefore, equal to or longer than the remaining lease term. Also represents properties for which the “springing lease” feature has been exercised and has been replaced by a lease for the remaining lease term.

(9)

Excluding perpetual ownership rights, the average remaining property interest term on our tenant sites is approximately 67 years.

Three Months Ended September 30, 

Nine months ended September 30, 

2015(1)

2014(1)

2015(1)

2014(1)

Reconciliation of EBITDA and Adjusted EBITDA to Net Income (loss)

Net income (loss)

$

$

$

$

Interest expense

Amortization expense

EBITDA

$

$

$

$

Impairments

 —

Acquisition-related

Unrealized (gain) loss on derivatives

Loss on early extinguishment of debt

 —

 —

Gain on sale of real property interest

 —

 —

 —

Unit-based compensation

 —

 —

Straight line rent adjustments

Amortization of above- and below-market rents, net

Deemed capital contribution to fund general and administrative expense reimbursement(2)

 —

 —

Adjusted EBITDA

$

$

$

$

Reconciliation of Adjusted EBITDA to Net Cash Provided by Operating Activities

Net cash provided by operating activities

$

$

$

$

Unit-based compensation

 —

 —

Unrealized gain (loss) on derivatives

Loss on early extinguishment of debt

 —

 —

Amortization expense

Amortization of above- and below-market rents, net

Amortization of deferred loan costs

Receivables interest accretion

Impairments

 —

Gain on the sale of real property interest

 —

 —

 —

Allowance for doubtful accounts and loan losses

—

 —

—

Working capital changes

Net income (loss)

$

$

$

$

Interest expense

Amortization expense

EBITDA

$

$

$

$

Less:

Unrealized gain on derivatives

 —

 —

 —

Gain on sale of real property interest

 —

 —

 —

Straight line rent adjustments

Amortization of above- and below-market rents, net

Add:

Impairments

 —

Acquisition-related

Unrealized loss on derivatives

 —

Loss on early extinguishment of debt

 —

 —

Unit-based compensation

 —

 —

Deemed capital contribution to fund general and administrative expense reimbursement(2)

 —

 —

Adjusted EBITDA

$

$

$

$

Less:

Expansion capital expenditures(1)

—

—

Cash interest expense

Add:

Borrowings and capital contributions to fund expansion capital expenditures

—

—

Distributable cash flow

$

$

$

$

(1)

Financial information prior to the closing of the transactions has been retroactively adjusted for certain assets acquired during the nine months ended September 30, 2015. See reconciliation of operations, EBITDA, Adjusted EBITDA, and distributable cash flow for the periods presented.

(2)

Under the omnibus agreement that we entered into with Landmark at the closing of our initial public offering, 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 the greater of $162,500 and 3% of our revenue during the preceding calendar quarter. This cap on expenses will last until the earlier to occur of: (i) the date on which our revenue for the immediately preceding four consecutive fiscal quarters exceeded $80.0 million and (ii) November 19, 2019. The full amount of general and administrative expenses incurred will be reflected in 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 our general and administrative expenses.

For the Three Months Ended September 30, 2015(1)

For the Nine Months Ended September 30, 2015(1)

Landmark

Acquired

Landmark

Acquired

Infrastructure

Assets

Consolidated

Infrastructure

Assets

Consolidated

Partners LP

Predecessor

Results

Partners LP

Predecessor

Results

Revenue:

Rental revenue

$

$

$

$

$

$

Interest income

Total revenue

Expenses:

Management fees to affiliate

 —

 —

Property operating

General and administrative

 —

Acquisition-related

Amortization

Impairments

 —

 —

Total expenses

Other income and expenses

Interest expense

Loss on early extinguishment of debt

 —

 —

Unrealized gain (loss) on derivatives

Gain on the sale of real property interest

 —

 —

 —

 —

Total other income and expenses

Net income (loss)

$

$

$

$

$

$

Add:

Interest expense

Amortization expense

EBITDA

$

$

$

$

$

$

Less:

Unrealized gain on derivatives

 —

 —

Gain on sale of real property interests

 —

 —

 —

 —

Straight line rent adjustments

Amortization of above- and below-market rents

Add:

Impairments

 —

 —

Acquisition-related expenses

Loss on early extinguishment of debt

 —

 —

Unrealized loss on derivatives

 —

 —

Realized loss on derivatives

 —

 —

 —

 —

 —

 —

Unit-based compensation

 —

 —

Deemed capital contribution to fund general and administrative expense reimbursement(2)

 —

 —

Adjusted EBITDA

$

$

$

$

$

$

Less:

Expansion capital expenditures

 —

 —

Cash interest expense

Add:

 —

Borrowings and capital contributions to fund expansion capital expenditures

 —

 —

Distributable cash flow

$

$

$

$

$

$

Annualized quarterly distribution per unit

$

$

Distributions to common unitholders(3)

Distributions to Landmark Dividend – subordinated units(3)

Total distributions to our unitholders(3)

$

$

Excess of distributable cash flow over the quarterly distribution(3)

$

$

Coverage ratio(3)

1.01x

1.05x

(1)

During the nine months ended September 30, 2015, the Partnership completed its acquisitions of 512 tenant sites and related real property interests from Landmark and affiliates (the “Acquired Assets”). The assets and liabilities acquired are recorded at the historical cost of Landmark, as the transactions are between entities under common control, the statements of operations of the Partnership are adjusted retroactively as if the transactions occurred on the earliest date during which the entities were under common control. The historical financial statements have been retroactively adjusted to reflect the results of operations, financial position, and cash flows of the Acquired Assets as if the Partnership owned the Acquired Assets in all periods while under common control. The reconciliation present our results of operations and financial position giving effect to the Acquired Assets. The combined results of the Acquired Assets prior to each transaction date are included in “Acquired Assets Predecessor.” The consolidated results of the Acquired Assets after each transaction date are included in “Landmark Infrastructure Partners LP.”

(2)

Under the omnibus agreement that we entered into with Landmark at the closing of the IPO, 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 the greater of $162,500 and 3% of our revenue during the preceding calendar quarter. This cap on expenses will last until the earlier to occur of: (i) the date on which our revenue for the immediately preceding four consecutive fiscal quarters exceeded $80.0 million and (ii) November 19, 2019. The full amount of general and administrative expenses incurred will be reflected in 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 our general and administrative expenses.