TIDMLAHL TIDMLAHW
RNS Number : 5519C
Landscape Acquisition Holdings Ltd
10 February 2020
Landscape Acquisition Holdings Limited Completes Acquisition of
AP WIP Investments Holdings, LP
Landscape has been renamed Digital Landscape Group, Inc.
TORTOLA, British Virgin Islands - February 10, 2020 - Landscape
Acquisition Holdings Limited (LSE: LAHL) ("Landscape" or the
"Company") announced today that it has completed its acquisition of
AP WIP Investments Holdings, LP ("AP Wireless") from Associated
Partners, LP ("Associated Partners") for approximately US$860
million consisting of cash, shares and assumption of debt (the
"Transaction"). AP Wireless is one of the largest international
aggregators of rental streams underlying wireless sites through the
acquisition of wireless telecom real property interests and
contractual rights. With the closing of this Transaction, Landscape
will be renamed Digital Landscape Group, Inc.
In connection with the Transaction, the Company consummated a
private placement of US$100 million at US$10.00 per ordinary share
to entities affiliated with Centerbridge Partners, L.P. As a result
of the Transaction and the private placement, the Company believes
that it is well-positioned to pursue strategic opportunities.
Mike Fascitelli, Co-Founder and Co-Chairman of Landscape, said,
"The completion of this acquisition is an important milestone in
the continuation of AP Wireless' growth story. Noam Gottesman and I
are proud to partner with Bill Berkman, his management team and the
entire AP Wireless organization. Furthermore, with an attractive
portfolio of diversified assets, a proven track record of
origination and capital to deploy, we believe that we are
well-positioned to build long-term value for our shareholders."
Mr. Berkman, Landscape's Chief Executive Officer and
Co-Chairman, said, "We are excited to partner with Mike and Noam in
the continued core growth of AP Wireless and to pursue strategic
opportunities in adjacent digital infrastructure businesses and
assets worldwide."
As of December 31, 2019, AP Wireless had in-place annualized
revenue pursuant to existing lease agreements of US$62.1
million.
With the closing of this Transaction, the Company has changed
the composition of its Board of Directors. Bill Berkman and Mike
Fascitelli will serve as co-chairmen. Noam Gottesman, Landscape's
Co-Founder, will continue to serve as a non-executive director.
Additionally, Nick Advani (former Partner, Goldman Sachs & Co.
LLC), Antoinette Bush (Executive Vice President and Global Head of
Government Affairs, News Corp.), Paul A. Gould (Managing Director,
Allen & Company, LLC), Thomas King (Operating Partner, Atlas
Merchant Capital LLC) and William D. Rahm (Senior Managing
Director, Centerbridge Partners, L.P.) have been appointed to the
Board as non-executive directors. Non-founder directors Lord Myners
of Truro CBE, Jeremy Isaacs CBE and Guy Yamen have resigned their
positions from the Board.
Trading of the Company's ordinary shares and warrants on the
London Stock Exchange remain suspended following the announcement
of the transaction in November 2019. The Company is currently
seeking re-admission of its ordinary shares and warrants to a
standard listing on the Official List and trading on the London
Stock Exchange. Following re-admission, the Company intends to
pursue a listing of its equity securities on a U.S.-based stock
exchange.
Credit Suisse acted as the lead capital markets and financial
advisor alongside Evercore, Goldman Sachs & Co. LLC and Morgan
Stanley & Co. LLC. Greenberg Traurig is acting as legal advisor
to Landscape on the Transaction. Cravath, Swaine & Moore and
Skadden, Arps, Slate, Meagher & Flom are acting as legal
advisors to Associated Partners and AP Wireless. Ropes & Gray
acted as legal advisor to Centerbridge Partners, L.P.
About Digital Landscape Group, Inc.
In 2010, AP Wireless began investing in the cell tower leases
from a headquarters in San Diego and has since expanded operations
to 21 locations around the globe. As of 31 December 2019, AP
Wireless had interests in the revenue stream of approximately 6,100
assets that were situated on approximately 4,600 different
communications sites located throughout the United States and 18
other countries. www.digitallandscapegroup.com
The acquisition was completed pursuant to a merger of the
Company's wholly owned subsidiary, LAH Merger Sub LLC, with and
into APW OpCo LLC, the sole member of AP Wireless, with APW OpCo
LLC surviving such merger as a majority owned subsidiary of the
Company. Following completion of the acquisition by the Company of
AP Wireless via the merger, the Company owns 91.8 per cent of APW
OpCo, with certain partners of Associated Partners who were members
of APW OpCo immediately prior to the Closing Date and elected to
rollover their investment in APW OpCo in connection with the
Transaction owning the remaining 8.2 per cent interest in APW OpCo.
Certain securities of APW OpCo that will be issued and outstanding
following completion of the Merger will be subject to time and
performance vesting conditions. In addition, securities of APW OpCo
(except those held by Landscape) are exchangeable for Ordinary
Shares. If all APW OpCo securities have vested and no securities
have been exchanged for Ordinary Shares, the Company will own 82.7
per cent of APW OpCo.
About Centerbridge Partners, L.P.
Centerbridge Partners, L.P. is a private investment management
firm that employs a flexible approach across investment
disciplines, including private equity, credit and related
strategies, and real estate. The Firm was founded in 2005 and as of
December 31, 2019, has approximately $27 billion in capital under
management with offices in New York and London.
Forward-Looking Statements and Disclaimers:
This announcement does not constitute or form part of any offer
or invitation to purchase, otherwise acquire, issue, subscribe for,
sell or otherwise dispose of any securities, nor any solicitation
of any offer to purchase, otherwise acquire, issue, subscribe for,
sell, or otherwise dispose of any securities.
The release, publication or distribution of this announcement in
certain jurisdictions may be restricted by law and therefore
persons in such jurisdictions into which this announcement is
released, published or distributed should inform themselves about
and observe such restrictions.
Certain statements in this announcement are forward-looking
statements which are based on the Company's expectations,
intentions and projections regarding the Company's future
performance, anticipated events or trends and other matters that
are not historical facts, including: (i) expectations regarding the
transaction; (ii) expectations regarding the Company's growth
prospects, ability to deploy capital and build shareholder value;
(iii) intentions to capitalize on strategic opportunities to
expand; (iv) anticipated timing of re-admission of the Company's
ordinary shares and warrants to trading on the London Stock
Exchange; and (v) intentions regarding completion of a primary
listing on a U.S. based stock exchange.
These statements are not guarantees of future performance and
are subject to known and unknown risks, uncertainties and other
factors that could cause actual results to differ materially from
those expressed or implied by such forward-looking statements,
including: (i) economic and market conditions, competition,
operating difficulties and other risks that may affect the
Company's future performance; (ii) the risk that securities markets
will react negatively to the transaction or other actions by the
combined company after completion of the transaction; (iii) the
risk that the transaction disrupts current plans and operations as
a result of the announcement and consummation of the transaction
described herein; (iv) the ability to recognize the anticipated
benefits of the transaction and of the combined company to take
advantage of strategic opportunities; (v) the limited liquidity and
trading of the Company's securities; (vi) the ability of the
Company to successfully effect re-admission on the London Stock
Exchange and relisting on a U.S.-based stock exchange in the
anticipated timeframes; (vii) the Company's ability to drive growth
and the ability of the Company's scalable origination platform to
sustain such growth; (viii) the Company's ability to raise capital
on acceptable terms; (ix) changes in applicable laws or regulations
(or the interpretation thereof); (x) the possibility that the
Company may be adversely affected by other economic, business,
and/or competitive factors; and (xiii) other risks and
uncertainties. Given these risks and uncertainties, prospective
investors are cautioned not to place undue reliance on
forward-looking statements. Forward-looking statements speak only
as of the date of such statements and, except as required by
applicable law, the Company does not undertake any obligation to
update or revise publicly any forward-looking statements, whether
as a result of new information, future events or otherwise. Nothing
in this announcement constitutes or should be construed as
constituting a profit forecast.
This announcement contains inside information as defined in
article 7 of the Market Abuse Regulation (EU) No 596/2014.
Investor Contact
Brad Cohen
ICR, Managing Partner
Bcohen@icrinc.com
Media Contacts
Steve Lipin and Danielle Belopotosky
Gladstone Place Partners
+1 (212) 230-5930
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
ACQDGGDDXDBDGGG
(END) Dow Jones Newswires
February 11, 2020 02:00 ET (07:00 GMT)
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