CCI - Boots Capital Sends Letter to Shareholders Highlighting Crown Castle Board's Failures to Deliver Promised Changes While Presiding Over a Decade of Underperformance | Benzinga
Boots Capital's Highly Qualified Nominees Have the Tower Industry Experience and Operational Skillset Required to Correct the Board's Missteps and Restore Shareholder Value
Reaffirms Boots Capital's Plan to Optimize Fiber Assets and Tower Business, Restore Operational Excellence, and Create Long-Term Value for Crown Castle Shareholders
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 7, 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 sent a letter to Crown Castle shareholders in connection with the Company's upcoming Annual Meeting scheduled for May 22nd, 2024.
The full text of the letter is below and available at www.RebootCrownCastle.com:
May 7, 2024
Dear Fellow Crown Castle Shareholders:
You face an important choice on May 22nd at Crown Castle, Inc.'s 2024 Annual Meeting. You can either:
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Support the Company's incumbent directors, who are responsible for pursuing a fiber strategy that has cost shareholders more than $22 billion over the past 10 years; or |
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Vote for Boots Capital's highly qualified nominees – Ted B. Miller, Charles C. Green, David P. Wheeler, and Tripp H. Rice. |
Boots Capital's nominees bring a detailed plan to optimize Crown Castle's fiber assets and materially improve its tower operations, go-to-market strategy, and customer innovation. They have the direct, uniquely relevant tower industry experience and forward-looking vision necessary to change the status quo and create long-term value for Crown Castle shareholders.
Despite its numerous strategic and operational missteps and governance failures, the Board wants shareholders to vote for every one of its current Board members. Notably, in all of its materials, the Company has said nothing about the Board and management's abysmal financial performance, why they pursued a capital allocation plan that led to a debt-fueled dividend, or how they let much of the Company's senior-most talent walk out the door with no succession plan. Rather, the only thing this Board can try to do is misrepresent the vast tower industry expertise, experience and skillsets of our nominees and our intentions, while promising the change they have failed to deliver for over a decade. With its repeated strategic failures, poor governance, poor communication and lack of leadership, the Board has proven that it is more focused on entrenchment than complying with its fiduciary duty and cannot be trusted to do the right thing for shareholders. Shareholders should not be fooled.
BOOTS CAPITAL'S NOMINEES HAVE THE OPERATIONAL EXPERTISE, PLAN, AND LEADERSHIP TO RESTORE CCI'S VALUE. CROWN CASTLE'S BOARD HAS REPEATEDLY FAILED SHAREHOLDERS ACROSS MANY FACETS OF THE BUSINESS:
Total Shareholder Return (TSR) Performance
Under the Crown Castle Board:
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Crown Castle's TSR has performed significantly worse than its two primary tower-company competitors – American Tower Corp. and SBA Communications Corp and the overall market over 10-, 7-, 5-, 3-, 2- and 1-year periods. |
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Across the terms of all of Crown Castle's current directors – including P. Robert Bartolo, Cindy Christy, Ari Fitzgerald, and Kevin Kabat – Crown Castle has significantly underperformed relative to its peers. |
Boots Capital's nominees have generated significant value for stakeholders across a variety of tower industry companies:
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During Ted Miller's tenure on Crown Castle's Board, the Company's TSR outperformed that of both of its tower peers. |
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Boots Capital's nominees are proven tower industry executives who collectively have more relevant experience than Crown Castle's entire current Board. Our nominees have collectively co-founded four tower companies globally, including Crown Castle, have held numerous executive, board, and advisory positions at leading tower industry companies managing over 150,000 towers. They have helped to generate significant value for stakeholders as directors and executives in the tower industry as well as at other global public and private companies. |
Capital Allocation
Under the Crown Castle Board:
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The Company has made a series of poor capital allocation decisions, including selling off valuable international assets and investing $22 billion in a misguided fiber strategy that has drastically reduced shareholder returns, relative to its closest peers. Meanwhile, its rivals have not made those capital allocation mistakes and have prospered: over the last 20 years, peers AMT and SBAC's market cap growth is more than 2x and 7x Crown Castle's, respectively. |
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Crown Castle spends over $1 billion annually in capital expenditures related to its fiber business, a segment that has not earned back its weighted average cost of capital. |
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Meanwhile, Crown Castle's core tower business has suffered, with its tower count stagnating at 40,000 for the last decade, as the Board has reallocated a majority of the segment's free cash flow to the underperforming fiber unit. |
Boots Capital's nominees have a clearly defined capital allocation strategy.
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Our candidates have a comprehensive plan for Crown Castle's fiber carve out (including small cells) that represents months of due diligence, channel checks, interviews throughout the supply chain, and detailed modeling covering all facets of the fiber segment as well as the remaining tower company. It analyzes potential operational, commercial, carve-out, tax, regulatory, capital markets, cash flow, use of proceeds and dividend impacts and is in part informed by dialogue with 25 potential buyers and financing sources to validate our view of actionability and valuation. |
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Our detailed capital allocation plan outlines how Crown Castle's use of proceeds from a fiber transaction will be used to repay debt, fund stock repurchases, and reinvest in the Company's core tower business. |
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Furthermore, our plan represents an informed perspective based on decades of experience in the tower industry about how to create long-term shareholder value at Crown Castle as a pure-play tower company. |
Dividend Policy
Under the Crown Castle Board:
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