CCI - BOOTS CAPITAL ENCOURAGES SHAREHOLDERS TO IGNORE CROWN CASTLE'S DISTRACTING MISREPRESENTATIONS AND JUDGE DIRECTOR CANDIDATES ON THE MERITS | Benzinga
Boots Capital Has Unequivocally Stated It is Not Seeking Control and is Committed to Working Collaboratively with Crown Castle's Board and New CEO, Contrary to Falsehoods Intended to Mislead Shareholders
Crown Castle Materials Make No Reference to the Board's Repeated Rejections of Boots' Attempts to Settle Proxy Fight
Crown Castle Board Deceptively Blames Boots Capital for Board's Decision to Remove New CEO as a Director
Insufficient Board 'Refresh' Has Produced Negative TSR Relative to Peers Since 2020
Urges Shareholders to Vote the GOLD Proxy Card "FOR" Boots Capital's Four Highly Qualified Director Nominees – Ted Miller, Charles Green, David Wheeler, and Tripp Rice – and "WITHHOLD" on ALL Crown Castle Nominees
HOUSTON, May 6, 2024 /PRNewswire/ -- 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 in response to the misleading investor presentation filed by Crown Castle in connection with its upcoming 2024 Annual Meeting:
"Boots Capital began evaluating how Crown Castle's fiber assets could be divested in August 2023 – while Crown Castle was still publicly committed to its fiber strategy – in large part driven by conversations with Company shareholders. Repeatedly, we tried to engage constructively and cooperatively with the Company by bringing them an actionable and timely plan with a list of parties who will transact.
Crown Castle's Board continues to refuse to so much as look at our analysis, which comprises hundreds of pages of detailed work. It has since resorted to publicizing outright mistruths and attacks on our motives and experience as a way to scare shareholders. However, these are the same shareholders who have suffered under 10 years of Crown Castle's terrible underperformance and a corporate governance approach that has been openly hostile to their interests. Shareholders should not be fooled.
We need not review each falsehood point by point, but there are a few key false claims that must be corrected:
First, Boots Capital does not seek direct or "de-facto control" of Crown Castle and believes all Crown Castle directors should be treated equally. Boots Capital is only seeking four seats out of twelve and we have repeatedly stated we do not seek the executive chairman role. Boots Capital originally made the executive chairman request while the Company was in a leadership crisis, after the abrupt resignation of the CEO and the ensuing vacuum created by the Board's lack of a succession plan. We intended to act as a leadership bridge and a resource for the executive team during this time of uncertainty following key personnel departures. During a March 19, 2024 meeting in San Diego with Mr. Bartolo, we offered to settle the proxy fight for two directors with no executive chairman or committee representation. This offer was rejected.
Moreover, in a conversation with Mr. Bartolo and Mr. Moskowitz on April 29, 2024, we reiterated our settlement proposal of two directors and were clear again that this offer did not involve an "executive chairman" nor a "co-chairman" request. This offer was also rejected, yet the Company continues to knowingly and blatantly promote a false narrative that we are seeking control despite these facts.
Second, we plan to work constructively with Crown's new CEO and vocally supported his appointment to the Board. In several places, the Company's recent presentation accuses Boots Capital of ...