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Landmark Infrastructure Partners LP Reports First Quarter Results

/EIN News/ -- EL SEGUNDO, Calif., May 07, 2020 (GLOBE NEWSWIRE) -- Landmark Infrastructure Partners LP (“Landmark,” the “Partnership,” “we,” “us” or “our”) (Nasdaq: LMRK) today announced its first quarter financial results.

Highlights                                                        

  • Reported rental revenue of $15.7 million, a 9% increase year-over-year;
  • Net loss attributable to common unitholders of $0.18 per diluted unit, FFO of $0.01 per diluted unit and AFFO of $0.33 per diluted unit;
  • Completed $170 million securitization refinancing transaction; and
  • Announced a quarterly distribution of $0.20 per common unit.

First Quarter 2020 Results
Rental revenue for the quarter ended March 31, 2020 was $15.7 million, an increase of 9% compared to the first quarter of 2019.  Net income attributable to common unitholders per diluted unit in the first quarter of 2020 was a loss of $0.18, compared to income of $0.15 in the first quarter of 2019.  FFO for the first quarter of 2020 was $0.01 per diluted unit, compared to $0.12 in the first quarter of 2019.  FFO included a $7.3 million unrealized loss on interest rate hedges, a $3.4 million foreign currency transaction gain and a $2.2 million loss on early extinguishment of debt and in the first quarter of 2020, and a $2.8 million unrealized loss on interest rate hedges in the first quarter of 2019.  AFFO per diluted unit, which excludes certain items including unrealized gains and losses on our interest rate hedges, was $0.33 in the first quarter of 2020 compared to $0.32 in the first quarter of 2019.

“We are pleased to announce another quarter of solid financial and operating results with AFFO increasing 5% compared to the first quarter of 2019 and continued progress of our development strategy,” said Tim Brazy, Chief Executive Officer of the Partnership’s general partner.  “Despite the challenging economic environment, we believe that we are well-positioned to execute our business plan with a focus on preserving liquidity and capital for potential impacts to our business and positioning the Partnership to take advantage of any market opportunities.”

Quarterly Distributions
On April 21, 2020, the Board of Directors of the Partnership’s general partner declared a distribution of $0.20 per common unit, or $0.80 per common unit on an annualized basis, for the quarter ended March 31, 2020.  The distribution is payable on May 15, 2020 to common unitholders of record as of May 4, 2020.

On April 20, 2020, the Board of Directors of the Partnership’s general partner declared a quarterly cash distribution of $0.4375 per Series C preferred unit, which is payable on May 15, 2020 to Series C preferred unitholders of record as of May 1, 2020.

On April 20, 2020, the Board of Directors of the Partnership’s general partner declared a quarterly cash distribution of $0.49375 per Series B preferred unit, which is payable on May 15, 2020 to Series B preferred unitholders of record as of May 1, 2020.

On March 20, 2020, the Board of Directors of the Partnership’s general partner declared a quarterly cash distribution of $0.5000 per Series A preferred unit, which was paid on April 15, 2020 to Series A preferred unitholders of record as of April 1, 2020.

Capital and Liquidity
As of March 31, 2020, the Partnership had $177.6 million of outstanding borrowings under its revolving credit facility (the “Facility”), and approximately $272 million of undrawn borrowing capacity under the Facility, subject to compliance with certain covenants.

Recent Acquisitions
The Partnership did not make any significant acquisitions in the first quarter of 2020.

At-The-Market (“ATM”) Equity Programs
Year-to-date through March 31, 2020, the Partnership issued 109,724 common units, 23,287 Series A preferred units and 84,139 Series B preferred units through its At-The-Market (“ATM”) issuance programs for gross proceeds of approximately $4.5 million.

Conference Call Information
The Partnership will hold a conference call on Thursday, May 7, 2020, at 12:00 p.m. Eastern Time (9:00 a.m. Pacific Time) to discuss its first quarter 2020 financial and operating results.  The call can be accessed via a live webcast at https://edge.media-server.com/mmc/p/guwntogq, or by dialing 877-930-8063 in the U.S. and Canada.  Investors outside of the U.S. and Canada should dial 253-336-7764.  The passcode for both numbers is 5896969.

A webcast replay will be available approximately two hours after the completion of the conference call through May 7, 2021 at https://edge.media-server.com/mmc/p/guwntogq.  The replay is also available through May 16, 2020 by dialing 855-859-2056 or 404-537-3406 and entering the access code 5896969.

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. 

Non-GAAP Financial Measures
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.

Adjusted Funds from Operations ("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.

We define EBITDA as net income before interest expense, income taxes, depreciation and amortization, and we define Adjusted EBITDA as EBITDA before unrealized and realized gain or loss on derivatives, loss on early extinguishment of debt, gain or loss on sale of real property interests, straight line rent adjustments, amortization of above and below market rents, impairments, acquisition-related expenses, unit-based compensation, repayments of investments in receivables, foreign currency transaction gain (loss), adjustments for investment in unconsolidated joint venture and the capital contribution to fund our general and administrative expense reimbursement.  We believe that to understand our performance further, EBITDA and Adjusted EBITDA should be compared with our reported net income (loss) and net cash provided by operating activities in accordance with GAAP, as presented in our consolidated financial statements.

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:

  • 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.

We believe that the presentation of EBITDA and Adjusted EBITDA 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 (loss) and net cash provided by operating activities.  EBITDA and Adjusted EBITDA should not be considered as an alternative to GAAP net income (loss), 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 (loss) 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.  For a reconciliation of EBITDA and Adjusted EBITDA to the most comparable financial measures calculated and presented in accordance with GAAP, please see the “Reconciliation of EBITDA and Adjusted EBITDA” table below.

Forward-Looking Statements
This release contains forward-looking statements within the meaning of federal securities laws.  These statements discuss future expectations, contain projections of results of operations or of financial condition or state other forward-looking information.  You can identify forward-looking statements by words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “project,” “could,” “may,” “should,” “would,” “will” or other similar expressions that convey the uncertainty of future events or outcomes.  These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Partnership’s control and are difficult to predict.  These statements are often based upon various assumptions, many of which are based, in turn, upon further assumptions, including examination of historical operating trends made by the management of the Partnership.  Although the Partnership believes that these assumptions were reasonable when made, because assumptions are inherently subject to significant uncertainties and contingencies, which are difficult or impossible to predict and are beyond its control, the Partnership cannot give assurance that it will achieve or accomplish these expectations, beliefs or intentions.  Examples of forward-looking statements in this press release include expected acquisition opportunities from our sponsor.  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 U.S. Securities and Exchange Commission (the “Commission”), including the Partnership’s annual report on Form 10-K for the year ended December 31, 2019 and Current Report on Form 8-K filed with the Commission on February 27, 2020.  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
  (213) 788-4528
  ir@landmarkmlp.com


Landmark Infrastructure Partners LP

Consolidated Statements of Operations
In thousands, except per unit data
(Unaudited)

    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 interests     8       8  
Net income (loss) attributable to limited partners     (1,380 )     7,202  
Less: Distributions 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  
Other Data                
Total leased tenant sites (end of period)     1,952       1,933  
Total available tenant sites (end of period)     2,058       2,023  



Landmark Infrastructure Partners LP

Consolidated Balance Sheets
In thousands, except per unit data
(Unaudited)

    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                
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 limited 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  



Landmark Infrastructure Partners LP

Real Property Interest Table

            Available Tenant Sites (1)     Leased Tenant Sites                                  
Real Property Interest   Number of
Infrastructure
Locations (1)
    Number     Average
Remaining
Property
Interest
(Years)
    Number     Average
Remaining
Lease
Term
(Years) (2)
    Tenant Site
Occupancy
Rate (3)
    Average
Monthly
Effective Rent
Per Tenant
Site (4)(5)
    Quarterly
Rental
Revenue (6)
(In thousands)
    Percentage
of Quarterly
Rental
Revenue (6)
 
Tenant Lease Assignment with Underlying Easement                                                                        
Wireless Communication     703       907       77.1   (7)   848       26.6                     $ 5,136       33 %
Outdoor Advertising     600       744       75.8   (7)   722       15.0                       4,492       29 %
Renewable Power Generation     18       47       47.4   (7)   47       30.2                       216       1 %
Subtotal     1,321       1,698       75.2   (7)   1,617       21.5                     $ 9,844       63 %
Tenant Lease Assignment only (8)                                                                        
Wireless Communication     116       166       50.0       146       15.6                     $ 1,037       7 %
Outdoor Advertising     33       36       61.9       34       12.8                       249       1 %
Renewable Power Generation     6       6       67.1       6       26.5                       56       %
Subtotal     155       208       52.6       186       15.5                     $ 1,342       8 %
Tenant Lease on Fee Simple                                                                        
Wireless Communication     22       31       99.0   (7)   28       23.9                     $ 1,709       11 %
Outdoor Advertising     83       104       99.0   (7)   104       4.6                       1,135       7 %
Renewable Power Generation     14       17       99.0   (7)   17       29.3                       1,648       11 %
Subtotal     119       152       99.0   (7)   149       10.9                     $ 4,492       29 %
Total     1,595       2,058       71.0   (9)   1,952       20.1                     $ 15,678       100 %
Aggregate Portfolio                                                                        
Wireless Communication     841       1,104       67.2       1,022       24.9       93 %   $ 1,999     $ 7,882       51 %
Outdoor Advertising     716       884       76.8       860       13.6       97 %     2,322       5,876       37 %
Renewable Power Generation     38       70       36.0       70       29.3       100 %     9,147       1,920       12 %
Total     1,595       2,058       71.0   (9)   1,952       20.1       95 %   $ 2,400     $ 15,678       100 %

(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 March 31, 2020 were 3.2, 7.0, 16.9 and 5.1 years, respectively.
(3) Represents the number of leased tenant sites divided by the 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 March 31, 2020.  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 62 years.


Landmark Infrastructure Partners LP

Reconciliation of Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO)
In thousands, except per unit data
(Unaudited)

    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)     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  

 (1) Under the omnibus agreement with Landmark, 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 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 reimbursed by Landmark and 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.

Landmark Infrastructure Partners LP
Reconciliation of EBITDA and Adjusted EBITDA
In thousands
(Unaudited)

    Three Months Ended March 31,  
    2020     2019  
Reconciliation of EBITDA and Adjusted EBITDA to Net Income                
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 to fund general and administrative expense reimbursement(1)     1,101       994  
Adjusted EBITDA   $ 16,507     $ 15,432  
Reconciliation of EBITDA and Adjusted EBITDA to Net Cash Provided by Operating Activities                
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 and discount on secured notes     (589 )     (758 )
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  
Less:                
Gain on sale of real property interests           (5,862 )
Amortization of above- and below-market rents, net     (236 )     (224 )
Foreign currency transaction gain     (3,363 )      
Add:                
Impairments     82       204  
Acquisition-related     315       127  
Unrealized loss on derivatives     7,291       2,762  
Loss on early extinguishment of debt     2,231        
Unit-based compensation     120       130  
Straight line rent adjustment     169       110  
Repayments of investments in receivables     142       150  
Adjustments for investment in unconsolidated joint venture     1,494       1,683  
Foreign currency transaction loss           21  
Deemed capital contribution to fund general and administrative expense reimbursement (1)     1,101       994  
Adjusted EBITDA   $ 16,507     $ 15,432  

 

(1)   Under the omnibus agreement with Landmark, 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 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 reimbursed by Landmark and 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.

 

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