UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported) October 5, 2020
Radius Global Infrastructure, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-39568 | 98-1524226 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 660 Madison Avenue, Suite 1435 New York, NY 10065 |
10065 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (610) 660-4910
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
| Class A Common Stock, par value $0.0001 per share | RADI | Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☒ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
| Item 7.01 | Regulation FD disclosure. |
On October 5, 2020, Radius Global Infrastructure, Inc. (formerly known as Digital Landscape Group, Inc., the “Company”) issued a press release in connection with the Company’s domestication to Delaware and listing of its Class A common stock, par value $0.0001 per share, on the Nasdaq Global Market. A copy of the press release is attached as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit Number |
Description | |
| 99.1 | Press Release dated October 5, 2020. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| RADIUS GLOBAL INFRASTRUCTURE, INC. | ||
| By: | /s/ Jay L. Birnbaum | |
| Name Jay L. Birnbaum | ||
| Title: Senior Vice President and General Counsel | ||
Date: October 5, 2020
Exhibit 99.1
Radius Global Infrastructure Common Stock Begins Trading on Nasdaq with Ticker Symbol RADI
Multinational Owner of Triple-Net Ground, Rooftop and Other Critical Communications Properties
October 5, 2020 - Radius Global Infrastructure, Inc. (NASDAQ: RADI) (the “Company”), one of the largest global aggregators of real property interests underlying wireless communications cell sites and other communications infrastructure, today commenced trading its Class A Common Stock on the Nasdaq Global Market with the ticker symbol RADI. The Company’s warrants will trade over-the-counter. The Company, formerly known as Digital Landscape Group, Inc., ceased trading on the London Stock Exchange and completed its domestication into Delaware on October 2, 2020.
In conjunction with the name change, domestication and change in listing venue to the NASDAQ, the Company also launched a new corporate website that can be accessed at https://www.radiusglobal.com.
Credit Suisse Securities (USA) LLC, Evercore Group L.L.C. and Goldman Sachs intend to make a market in the Company’s Class A Common Stock on the Nasdaq Global Market.
About the Company:
Radius Global Infrastructure, Inc., through its subsidiary AP Wireless (“APW”), is a multinational owner of a growing, diversified portfolio of triple-net ground, rooftop and other critical communications properties leased to wireless carriers and tower companies underlying their mission critical cell site antenna infrastructure. APW’s proven lease origination engine drives highly attractive yields on capital invested. The Company is also expanding into other digital infrastructure segments and has a broad pipeline of proprietary and non-proprietary acquisitions, investments and build-to-suit opportunities.
In 2010, the Company began investing in cell tower leases from a headquarters in San Diego, California, U.S.A. As of June 30, 2020, the Company had interests in the revenue streams of approximately 6,600 leases that were situated on approximately 5,000 different communications sites located throughout the United States and 18 other countries. For further information see https://www.radiusglobal.com.
FORWARD-LOOKING STATEMENTS AND DISCLAIMERS
This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, as amended. You can identify these statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “project,” “estimate, “ “intend,” “continue” or “believe” or the negatives thereof or other variations thereon or comparable terminology. You should read statements that contain these words carefully because they discuss our plans, strategies, prospects and expectations concerning our business, operating results, financial condition and other similar matters. We believe that it is important to communicate our future expectations to our investors. There may be events in the future, however, that we are not able to predict accurately or control. Any forward-looking statement made by us in this press release speaks only as of the date on which we make it. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
The Company has filed with the Securities and Exchange Commission (“SEC”), and the SEC has declared effective, a registration statement on Form S-4 (including a prospectus) in connection with the Company’s listing of its Class A Common Stock on NASDAQ and its domestication to Delaware. In connection with the NASDAQ listing and the domestication, you should read the prospectus in that registration statement and other documents the Company has filed with the SEC for more complete information about the Company, the NASDAQ listing and the domestication. These documents are available for free by visiting EDGAR on the SEC website at www.sec.gov.
Contacts
Investor Relations:
Evelyn Infurna/Nikki Sacks
Email: ir@radiusglobal.com
Phone: 1-484-278-2667
Media:
Sard Verbinnen & Co
Jim Barron/Jared Levy
Email: Radius-SVC@sardverb.com
212-687-8080