Time Is Running Out! Vote Today For Critical Change At Crown Castle
$CCI
BOOTS CAPITAL’S NOMINEES HAVE WORLD-CLASS SKILLS TO CREATE MEANINGFUL VALUE FOR SHAREHOLDERS AFTER A LOST DECADE OF UNDERPERFORMANCE
Boots is Committed to Working Collaboratively with Board and New CEO
Crown Castle Board Has Presided Over the Misallocation of $22 Billion of Shareholder Capital; Total Shareholder Return Has Suffered Because of Poor Decisions and Poor Leadership
Leading Independent Proxy Advisor Glass Lewis Agrees Crown Castle is a “Chronic Underperformer” and Recommends Shareholders Replace Long-Tenured Incumbent Directors Cindy Christy and Ari Fitzgerald “who [Glass Lewis] believe[s] bear the responsibility for overseeing the Company's extended period of underperformance and concerning governance missteps”
HOUSTON – May 16, 2024 – Boots Capital Management, LLC (“Boots Capital”), an investment vehicle led by Ted B. Miller, co-founder and former Chief Executive Officer of Crown Castle Inc., (NYSE: CCI) (“Crown Castle” or the “Company”), today issued the following statement:
Your Vote Matters No Matter How Many Shares You Own. Crown Castle’s Annual Meeting is taking place next Wednesday, May 22. Time is running out to vote “FOR” Boots Capital’s four director nominees on the GOLD proxy card to support change at Crown Castle.
The following facts are indisputable:
·For over a decade, Crown Castle’s Board of Directors (the “Board”) has consistently made poor, value-destructive decisions that have caused Crown Castle’s total shareholder Return (TSR) to substantially lag behind its primary tower-company competitors, the benchmark REIT Index, and the S&P 500 Index.
·The Board has spent more than $22 billion on fiber assets currently worth approximately $12.5 billion1 that have never earned back their cost of capital. Worse, the Board plans to spend another $1.4 billion on fiber in 2024.
·Despite two attempts over four years to refresh the Board, Crown Castle -- a tower company -- does not have a single independent director with tower-company operating experience. Since the first attempted refresh, CCI’s TSR performance relative to its direct peers, American Tower (AMT) and SBA Communications (SBAC), is -542% and -153%, respectively.
·In an effort to engage constructively, Boots Capital has twice attempted to settle with the Company and has been dismissed out of hand.
1 Based on Boots Capital’s diligence and analysis.
LEADING INDEPENDENT PROXY ADVISORY FIRM, GLASS LEWIS, SAID IT BEST* WHEN IT RECOMMENDED FOR BOOTS NOMINEES TED MILLER AND CHUCK GREEN
Re: Tower Industry Expertise That Gets Results:
·“In their place, we believe shareholders should support the election of Dissident Nominees Miller and Green, both of whom are former executives of the Company and appear to us to have extensive operational and execution experience in the tower industry.”
·“In our view, Messrs. Miller and Green have been deeply enmeshed in the tower industry throughout their careers, and we believe this experience could be particularly beneficial to the Company at a time when the prevailing market view is that the Company should look to move away from its fiber business and focus more on its tower business.”
Re: Directly Improving Boardroom Dynamics:
·“We also believe that having two of the Dissident Nominees replace two of the Management Nominees strikes an appropriate balance of adding prominent voices to the board with compelling expertise in the tower industry, while at the same time avoiding excessive disruption to the board as it proceeds with its strategic review and brings a new CEO into the mix.”
·“We believe Mr. Miller’s history and experience on the Airgas board serves as a compelling counterargument to the board’s contention that Mr. Miller is self-interested.”
·“Shareholders should also consider that Elliott holds significant equity positions in other fiber companies…we believe the foregoing equity positions of Elliott could raise speculation and questions regarding Elliott’s underlying motivations for obtaining board representation at the Company.”
·The actions could also raise questions about “whether Elliott might eventually push for a combination of the Company’s fiber business… (and the resulting implications such a scenario would have on [Elliott director Jason] Genrich’s independence on the Company board).”
BOOTS CAPITAL’S NOMINEES PROVIDE EXPERTISE, EXPERIENCE AND A COLLABORATIVE APPROACH TO ASSIST CROWN CASTLE’S BOARD AND NEW CEO IN RESTORING THE COMPANY TO PROMINENCE
Crown Castle is in dire need of a lifeline. Crown Castle shareholders should not expect meaningful change from a ‘refreshed’ Board that has failed to deliver on its promises for years.
Source:
https://www.sec.gov/Archives/edgar/data/1051470/000110465924062594/tm2413209d11_dfan14a.htm