In an interesting turn on our August 12th story on Landmark Infrastructure Partners LP’s (“LMRK”) efforts to identify a buyer for their assets, Seeking Alpha  published that LMRK on Monday, following lengthy negotiations between the Conflicts Committee of the Board of Directors of Landmark Infrastructure Partners GP LLC  and the Partnership’s sponsor, Landmark Dividend LLC (“LD”). has entered into a definitive agreement under which LMRK will be acquired by LD.  Under the terms of the agreement, LMRK public unit holders will receive $16.50 in cash for each common unit owned.  LMRK shares were trading at $16.16 at the end of the Monday trading day, and increase of 14.2%.

Included among assets owned by Landmark Dividend LLC is 100% of the membership interests in the General Partner and 13.2% of the common units representing limited partner interests in LMRK.

Insider’s Take:  This may sound, and read, a little confusing, but essentially what is happening is the General Partner (LD) is buying the assets of LMRK.

The Seeking Alpha article reports that LD’s acquisition of LMRK is fully financed and has gone through due diligence. LD, as Managing Partner,  is not considering third party offers for Landmark or its assets.

The $16.50 per unit price is important as it exceeds the offer of $16.25 price per LMRK common unit proposed by another suitor, Melody Investment Advisors.  Before this offer came from Landmark Dividend, Landmark Infrastructure had started soliciting bids for the Partnership assets back in May and had several offers including the Melody Investment offer. That process was very important for Landmark Dividend to insure that their transaction was arms length and their offer represented fair market value for the assets.

The transaction is expected to close in 2021.  We will update as there are further developments.

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