0001179110-15-015353.txt : 20151123
0001179110-15-015353.hdr.sgml : 20151123
20151123184026
ACCESSION NUMBER: 0001179110-15-015353
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151119
FILED AS OF DATE: 20151123
DATE AS OF CHANGE: 20151123
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Landmark Infrastructure Partners LP
CENTRAL INDEX KEY: 0001615346
STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [6519]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2141 ROSECRANS AVENUE, SUITE 2100
STREET 2: PO BOX 3429
CITY: EL SEGUNDO
STATE: CA
ZIP: 90245
BUSINESS PHONE: 310-294-8160
MAIL ADDRESS:
STREET 1: 2141 ROSECRANS AVENUE, SUITE 2100
STREET 2: PO BOX 3429
CITY: EL SEGUNDO
STATE: CA
ZIP: 90245
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LANDMARK DIVIDEND LLC
CENTRAL INDEX KEY: 0001624358
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36735
FILM NUMBER: 151250790
BUSINESS ADDRESS:
STREET 1: 2141 ROSECRANS AVENUE, SUITE 2100
CITY: EL SEGUNDO
STATE: CA
ZIP: 90245
BUSINESS PHONE: (310) 294-8160
MAIL ADDRESS:
STREET 1: 2141 ROSECRANS AVENUE, SUITE 2100
CITY: EL SEGUNDO
STATE: CA
ZIP: 90245
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Landmark Dividend Holdings LLC
CENTRAL INDEX KEY: 0001565853
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36735
FILM NUMBER: 151250791
BUSINESS ADDRESS:
STREET 1: 950 TOWER LANE, SUITE 800
STREET 2: ATTENTION: M.P. CARBONE & E. G. LEUNG
CITY: FOSTER CITY
STATE: CA
ZIP: 94404
BUSINESS PHONE: (650) 233-4930
MAIL ADDRESS:
STREET 1: 950 TOWER LANE, SUITE 800
STREET 2: ATTENTION: M.P. CARBONE & E. G. LEUNG
CITY: FOSTER CITY
STATE: CA
ZIP: 94404
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AIM LANDMARK HOLDINGS, LLC
CENTRAL INDEX KEY: 0001624198
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36735
FILM NUMBER: 151250792
BUSINESS ADDRESS:
STREET 1: C/O AIM UNIVERSAL HOLDINGS, LLC
STREET 2: 950 TOWER LANE, SUITE 800
CITY: FOSTER CITY
STATE: CA
ZIP: 94404
BUSINESS PHONE: (650) 854-6000
MAIL ADDRESS:
STREET 1: C/O AIM UNIVERSAL HOLDINGS, LLC
STREET 2: 950 TOWER LANE, SUITE 800
CITY: FOSTER CITY
STATE: CA
ZIP: 94404
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AIM Universal Holdings, LLC
CENTRAL INDEX KEY: 0001522245
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36735
FILM NUMBER: 151250793
BUSINESS ADDRESS:
STREET 1: 950 TOWER LANE, SUITE 800
CITY: FOSTER CITY
STATE: CA
ZIP: 94404
BUSINESS PHONE: (650) 854-6000
MAIL ADDRESS:
STREET 1: 950 TOWER LANE, SUITE 800
CITY: FOSTER CITY
STATE: CA
ZIP: 94404
4
1
edgar.xml
FORM 4 -
X0306
4
2015-11-19
0
0001615346
Landmark Infrastructure Partners LP
LMRK
0001522245
AIM Universal Holdings, LLC
950 TOWER LANE,
SUITE 800
FOSTER CITY
CA
94404
1
0
1
0
0001624198
AIM LANDMARK HOLDINGS, LLC
C/O AIM UNIVERSAL HOLDINGS, LLC
950 TOWER LANE, SUITE 800
FOSTER CITY
CA
94404
1
0
1
0
0001565853
Landmark Dividend Holdings LLC
2141 ROSECRANS AVENUE
SUITE 2100
EL SEGUNDO
CA
90245
1
0
1
0
0001624358
LANDMARK DIVIDEND LLC
2141 ROSECRANS AVENUE
SUITE 2100
EL SEGUNDO
CA
90245
1
0
1
0
COMMON UNITS (LIMITED PARTNER INTERESTS)
2015-11-19
4
A
0
13992
A
13992
I
By Holdings
COMMON UNITS (LIMITED PARTNER INTERESTS)
2015-11-19
4
J
0
13992
D
0
I
By Holdings
COMMON UNITS (LIMITED PARTNER INTERESTS)
2015-11-19
4
A
0
283686
A
283686
I
By Z-Unit
COMMON UNITS (LIMITED PARTNER INTERESTS)
2015-11-19
4
A
0
56852
A
228589
I
By Landmark Dividend
This Form 4 is filed jointly by Landmark Dividend LLC ("Landmark Dividend"), Landmark Dividend Holdings LLC ("Holdings"), AIM Landmark Holdings, LLC ("AIM Landmark") and AIM Universal Holdings, LLC ("AIM"). Landmark Dividend is indirectly owned and managed by Holdings. Landmark Z-Unit Holdings LLC ("Z-Unit"), is directly owned and managed by Holdings. AIM Landmark, through a wholly-owned subsidiary, holds a majority of the ownership interests in Holdings and is entitled to elect the majority of the members of the board of managers of Holdings. AIM Landmark is controlled by AIM. Each of AIM, AIM Landmark and Holdings may be deemed to indirectly beneficially own the securities held by Landmark Dividend and Z-Unit, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.
On November 19, 2015, (a) Landmark Dividend Growth Fund - C LLC ("Fund C") sold 100% of the membership interests in LD Acquisition Company 8 LLC to the Issuer in exchange for 847,260 common units and cash, (b) Landmark Dividend Growth Fund - F LLC ("Fund F") sold 100% of the membership interests in LD Acquisition Company 10 LLC to the Issuer in exchange for 1,266,317 common units and cash, and (c) each of Fund C and Fund F wound up its affairs, liquidated and distributed all of its assets to its direct and indirect members as required by its limited liability company agreement (the "Transactions"). Landmark Dividend, through its wholly-owned subsidiary, is the managing member of Fund C and Fund F and therefore the reporting persons may be deemed to have indirect beneficial ownership over the securities held by Fund C and Fund F, but only to the extent of their respective pecuniary interest therein. Continued in Footnote 3
Continued from Footnote 2. As a result of the Transactions: (i) Holdings received 13,992 common units representing a portion of its pecuniary interest in the securities distributed by Fund C and Fund F in the Transactions and immediately distributed such common units to certain of its limited partners on account of certain Z-Units of Holdings; (ii) Z-Unit received 283,686 common units representing Holdings' remaining pecuniary interest in the securities distributed by Fund C and Fund F in the Transactions, to be held for future distribution to the remaining limited partners of Holdings in accordance with the terms of the Holdings limited liability company agreement; and (iii) Landmark Dividend received 56,852 common units.
Landmark Dividend LLC; By: /s/ Arthur P. Brazy, Jr., Chief Executive Officer of Landmark Dividend Holdings LLC, managing member of Landmark Dividend Holdings II LLC, the sole member of Landmark Dividend LLC
2015-11-23
Landmark Dividend Holdings LLC; By: /s/ Arthur P. Brazy, Jr., Chief Executive Officer
2015-11-23
AIM Landmark Holdings, LLC; By: /s/ Matthew P. Carbone, Managing Member of AIM Universal Holdings, LLC, the sole manager of AIM Landmark Holdings, LLC
2015-11-23
AIM Universal Holdings, LLC; By: /s/ Matthew P. Carbone, Managing Member
2015-11-23