Crown Castle’s Failed Strategy Under Current Leadership Has Destroyed Shareholder Value, Eroded Governance and Trust, and Weakened Employee Morale
As a Result, Crown Castle’s Stock Price Recently Hit Six-Year Low; Company Has Performed Worse Than Peers for 15 Years
Miller’s Highly Qualified Director Nominees are Committed to Executing Plan Designed to End Era of Value Destruction and Strategic Missteps and Restore Market Confidence in CCI
Houston – March 28, 2024 – Ted B. Miller, co-founder and former Executive Chairman & Chief Executive Officer of Crown Castle Inc., (NYSE: CCI) (“Crown Castle” or the “Company”) and his investment vehicle Boots Capital Management, LLC (“Boots Capital”) today filed preliminary proxy materials with the Securities and Exchange Commission (SEC) in connection with Crown Castle’s upcoming 2024 Annual Meeting of Stockholders to be held on May 22, 2024.
Mr. Miller has nominated a slate of four director nominees who, if elected, collectively would bring world-class tower operating and public-company CEO experience, as well as much needed leadership, management oversight, and stability to the Crown Castle Board of Directors (the “Board”).
Notably, Boots Capital believes that Crown Castle’s Board has irreparably breached the trust of shareholders and thrown governance to the wind as evidenced by the following: 1) failing to implement a CEO succession plan; 2) entering into a cooperation agreement with Elliott Management Corp. (“Elliott”), which has since been largely rewritten after the Delaware Chancery Court recognized it as coercive to shareholders’ rights; 3) inexplicably waiting to disclose that Elliott had waived its demand that the Board recommend Elliott directors as part of that cooperation agreement; 4) failing to disclose in a timely manner that the Board agreed to conduct a ‘fresh’ review process of the Boots Capital nominees, and doing so in a manner that Boots Capital believes was not in good faith; and 5) failing to disclose to shareholders the Delaware Chancery Court’s mandate to provide the Boots Capital team advance notice of any material decision involving its CEO search or Fiber sale process.
Mr. Miller stated: “Our mission is to restore shareholder value at Crown Castle and help the Company reach its full potential. We wish to be a positive force and work constructively with all stakeholders to make Crown Castle the preeminent tower company by executing on an achievable and carefully developed near- and long-term plan, which has already received consistent investor support.
“Conversely, Crown Castle’s pursuit of a failed fiber strategy while ignoring the foundation of the business – towers – has destroyed billions in shareholder value, led to an unsustainable dividend policy, eroded trust and market credibility, and weakened employee morale. Notably, Crown Castle’s stock price and total shareholder returns have significantly underperformed its peers over this 10-year period, and its shares recently hit a six-year low. The Company has also been unable or unwilling to retain key members of its executive management team, many of whom have not been replaced, crushing what was once a thriving culture. Yet the Board has the audacity to ask shareholders for even more time in a desperate attempt to prove an already failed strategy. This Board has had its chance.
“Boots Capital’s objectives are fully aligned with those of all shareholders: to see Crown Castle’s stock price increase in value. It is clear that to achieve this, shareholder-driven change at the Board level is urgently required. Our nominees are uniquely suited to execute the value-enhancing strategy that will restore employee and customer confidence in Crown Castle and drive long-term value for all stakeholders.”
Boots Capital’s preliminary proxy materials can be found on the SEC’s website at www.sec.gov.
INVESTOR AND MEDIA CONTACTS
Investors:
Morrow Sodali LLC
Paul Schulman/William Dooley/Jonathan Eyl
By Phone: 1-800-662-5200 or 203-658-9400
By Email: Boots@info.morrowsodali.com
Media:
Jonathan Gasthalter/Nathaniel Garnick/Grace Cartwright
Gasthalter & Co.
By Phone: 212-257-4170
By Email: bootscapital@gasthalter.com
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