Landmark Infrastructure Partners LP, (the “Partnership) previously entered into that certain Transaction Agreement, dated as of August 21, 2021 (as amended, the “Transaction Agreement”), by and among the Partnership, the Landmark Infrastructure Partners GP, Landmark Infrastructure REIT LLC (“REIT LLC”), Landmark Infrastructure Inc. (“REIT Subsidiary”), Landmark Dividend LLC (“Landmark Dividend”), LM Infra Acquisition Company, LLC (“LM Infra”), LM DV Infrastructure, LLC (“LM DV Infra”), Digital LD MergerCo LLC (“Merger Sub”) and Digital LD MergerCO II LLC (“Merger Sub II”).
On December 22, 2021, pursuant to the Transaction Agreement and satisfaction or waiver of certain conditions therein, LM Infra acquired all of the assets of the Partnership through the following series of transactions: (a) LM DV Infra acquired subsidiaries of REIT Subsidiary and REIT LLC (the “Equity Sale”), (b) REIT LLC then merged with and into REIT Subsidiary, with REIT Subsidiary surviving the merger (the “First REIT Merger”), (c) REIT Subsidiary then merged with and into the Partnership, with the Partnership surviving the merger (the “Second REIT Merger”), (d) Merger Sub II then merged with and into the Partnership (the “First Partnership Merger”), with the Partnership surviving the First Partnership Merger and (e) the Partnership then merged with and into Merger Sub (the “Second Partnership Merger” and, together with the Equity Sales, the First REIT Merger, Second REIT Merger and the First Partnership Merger, the “Transactions”), with Merger Sub surviving the Second Partnership Merger.
As a result of the Transactions, the Partnership ceased to be a publicly traded company and the Partnership’s Common Units, 8.0% Series A Cumulative Redeemable Preferred Units, 7.9% Series B Cumulative Redeemable Preferred Units and Series C Floating-to-Fixed Rate Cumulative Redeemable Perpetual Convertible Preferred Units are no longer listed on any quotation system or exchange, including the NASDAQ Global Market.
The following resources are available to the prior holders of LMRK units: