Crown Castle Responds to Ted Miller's Disruption Attempt

TL;DR

Crown Castle says Ted Miller is trying to mess with their progress. Proxy fight brewing?

AI Summary

Crown Castle Inc. has issued a statement addressing Ted Miller's recent actions, which the company views as an attempt to disrupt its momentum. The filing, a DEFA14A, indicates a proxy statement related to these events. Crown Castle is a real estate investment trust based in Houston, Texas.

Why It Matters

This filing signals internal corporate governance discussions and potential shareholder activism, which can impact stock price and company strategy.

Risk Assessment

Risk Level: medium — Proxy fights and shareholder activism can introduce uncertainty and volatility for a company's stock.

Key Players & Entities

• Crown Castle Inc. (company) — Registrant
• Ted Miller (person) — Individual attempting to disrupt the company
• 8020 Katy Freeway, Houston, TX 77024 (location) — Crown Castle's business and mailing address

FAQ

Filing Documents

• eh240471158_defa14a.htm (DEFA14A) — 18KB
• 0000950142-24-001154.txt ( ) — 19KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to §240.14a-12 Crown Castle Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Crown Castle Issues Statement Regarding Ted Miller's Latest Attempt to Disrupt the Company's Momentum HOUSTON, April 19, 2024 (GLOBE NEWSWIRE) -- Crown Castle Inc. (NYSE: CCI) (“Crown Castle” or the “Company”) today issued the following statement: Consistent with the Boots Group’s approach throughout its campaign, Ted Miller has again pursued a litigation strategy that is attempting to interfere with Crown Castle’s critical strategic and operational initiatives. In his most recent motion, Ted Miller is seeking to prevent the Company from expanding the size of its Board, which the Board has recently done by adding Steven Moskowitz as a director at the time of Mr. Moskowitz’s appointment as Crown Castle’s President and CEO. Although the Company vigorously disputes the claims in the Boots Group’s lawsuit, Crown Castle has decided it will not include Steven Moskowitz on its slate of director nominees for the Company’s 2024 Annual Meeting of Stockholders to avoid the distraction and expense of Ted Miller’s litigation. Shareholders will continue to have the opportunity to vote on the Company’s remaining 12 highly qualified incumbent directors. All the current independent directors of the Board intend to vote to appoint Mr. Moskowitz to the Board immediately after the 2024 Annual Meeting. The Company and CEO Steven Moskowitz will continue to focus on advancing initiatives aimed at creating value for all shareholders. Advisors Morgan Stanley is serving as financial advisor, and Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel, to the Company. About Crown Castle Crown Castle owns, operates and leases more than 40,000 cell towers and approximately 90,000 route miles of fiber supporting small cells and fiber solutions across every major U.S. market. This nationwide portfolio of communications infrastructure connects cities and communities to essential data, technology and wireless service – bringing information, ideas and innovations to the people and businesses that need them. For more information on Crown Castle, please visit www.crowncastle.com . CAUTIONARY LANGUAGE REGARDING FORWARD-LOOKING STATEMENTS This press release contains forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. Statements that are not historical facts are hereby identified as forward-looking statements. In addition, words such as “estimate,” “anticipate,” “project,” “plan,” “intend,” “believe,” “expect,” “likely,” “predicted,” “positioned,” “continue,” “target,” “seek,” “focus” and any variations of these words and similar expressions are intended to identify forward-looking statements. Examples of forward-looking statements include (1) that the actions set forth in this press release best position the Company for long term success, including our Board’s regular evaluation of all paths to enhance shareholder value, (2) that the Company will benefit from the experience and insights of the directors, and (3) that the Company will identify the best path forward to capitalize on significant opportunities for growth in our industry. Such forward-looking statements should, therefore, be considered in light of various risks, uncertainties and assumptions, including prevailing market conditions, risk factors described in “Item 1A. Risk Factors” of the Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. Unless legally required, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Our filings wi

View Full Filing

View this DEFA14A filing on SEC EDGAR