Crown Castle Inc. (NYSE: CCI) (“Crown Castle” or the “Company”)
today announced a comprehensive review of the Company’s fiber
business and the addition of two new independent directors to the
Company’s Board. The initiatives were announced in connection with
a cooperation agreement with Elliott Investment Management L.P.
(together with its affiliates, “Elliott”), pursuant to which Crown
Castle will appoint Jason Genrich, Senior Portfolio Manager at
Elliott, and Sunit Patel, former Chief Financial Officer of Level-3
Communications and Executive Vice President of T-Mobile, to the
Company’s Board of Directors.
As part of this agreement, Crown Castle has formed the following
special committees of the Board:
- Fiber Review Committee. The Fiber Review Committee will direct
a strategic and operating review of the Company’s fiber business,
with the goal of enhancing and unlocking shareholder value. The
Fiber Review Committee will be chaired by P. Robert Bartolo (Chair
of the Crown Castle Board) and will include four additional
directors, including Anthony J. Melone (the Company’s interim Chief
Executive Officer), Kevin A. Stephens, and newly appointed
directors Mr. Genrich and Mr. Patel. Together, the Fiber Review
Committee members will work to determine the best path forward for
the fiber business and will make their recommendations to the full
Board. The Company will not comment further on the strategic review
unless and until the Board has approved a specific course of action
or until it determines that further disclosure is appropriate or
necessary. Financial advisors to the Fiber Review Committee will be
Morgan Stanley & Co. LLC and BofA Securities, and legal counsel
will be Paul, Weiss, Rifkind, Wharton & Garrison LLP.
- CEO Search Committee. In connection with the Company’s
previously announced CEO transition, the Board has established a
CEO Search Committee to conduct the search to identify Crown
Castle’s next CEO. The CEO Search Committee will be chaired by
Tammy K. Jones and will also include Mr. Bartolo, Mr. Genrich and
Kevin T. Kabat.
“Today’s announcements reinforce our commitment
to taking actions that best position the Company for
long term success, including our Board’s regular evaluation of all
paths to enhance shareholder value,” said Chair Bartolo. “Jason and
Sunit bring valuable financial, operational and fiber expertise to
our Board. We look forward to benefitting from their experience and
insights. As we look ahead, I am confident that Crown Castle, as
owners of the some of the best located tower and fiber assets in
the U.S., will identify the best path forward to capitalize on
significant opportunities for growth in our industry.”
“Today’s announcements mark a significant step forward toward a
stronger and more valuable Crown Castle,” said Elliott Senior
Portfolio Manager Jason Genrich. “We appreciate the constructive
dialogue we have had with Crown Castle’s Board to date, and I look
forward to working with my fellow directors to evaluate the
Company’s strategic direction from here, including by conducting a
comprehensive review of the fiber business and running a robust
process to identify the Company’s next CEO. Crown Castle has the
preeminent portfolio of strategic tower and fiber assets in the
United States, and I am confident that this agreement will pave the
way for a new chapter of value creation for its shareholders.”
In connection with today’s appointments, W. Benjamin Moreland
and Maria M. Pope will be stepping down from the Board. As a
result, the Board will be comprised of 12 directors, 11 of whom are
independent. As previously announced, Jay Brown will step down as a
Director of the Company, effective January 16, 2024.
Mr. Bartolo continued, “On behalf of the Crown Castle team, I
want to thank Ben and Maria for their dedicated service to the
Company. During Ben’s two decade-plus tenure in a variety of
leadership roles, he played a pivotal role in positioning the
business for the tremendous opportunities that lie ahead.
Similarly, we appreciate Maria’s contributions and her expertise in
helping to navigate a volatile environment over the last year. We
wish them all the best in their future endeavors.”
The agreement with Elliott also contains customary standstill,
voting and other provisions. The full agreement between Crown
Castle and Elliott will be filed on a Form 8-K with the Securities
and Exchange Commission, and the charter for the new Fiber Review
Committee will be available on Crown Castle’s website.
About Jason Genrich
Jason Genrich is a Senior Portfolio Manager at Elliott
Investment Management, focusing on investments across the TMT
industry and leading Elliott’s activities in a wide variety of
technology, software, IT hardware and digital infrastructure
companies across public equity, private equity and credit
investments. From 2021 to 2022, Mr. Genrich served on the public
Board of Switch Inc., and was a member on the REIT Committee and
Special Committee of the Board prior to its sale to Digital Bridge
and IFM. Mr. Genrich currently serves on the Boards of Cloud
Software Group (formerly Citrix and TIBCO Software), GoTo (formerly
LogMeIn) and Travelport Worldwide. From 2011 to 2014, Mr. Genrich
was a private equity investor at GTCR on the TMT investment team,
with an emphasis on digital infrastructure, including wireless
towers, fiber infrastructure, cable MSOs and other broadband
infrastructure businesses. From 2009 to 2011, Mr. Genrich worked in
the Technology M&A advisory group at Evercore Partners.
About Sunit Patel
Sunit Patel is the Chief Financial Officer of Ibotta Inc., a
North American cashback rewards and mobile technology platform. Mr.
Patel has more than 25 years of executive leadership, including 15
years as a public telecommunications company CFO. In 2000, Mr.
Patel co-founded Looking Glass Networks Inc., a facilities-based
provider of metropolitan telecommunication transport services and
served as its CFO until 2003. From 2003 to 2018, Mr. Patel served
EVP and CFO of CenturyLink, now Lumen, a role he held for over 14
years at Level 3 prior to its 2017 merger with CenturyLink. From
2018 to 2020, Mr. Patel served as EVP, Merger and Integration at
T-Mobile, where he led T-Mobile's strategic planning efforts to
integrate its business with Sprint following the companies' $26.5
billion merger.
Mr. Patel currently serves on the Board of Cirion Technologies,
a leading digital infrastructure and technology provider, offering
a comprehensive suite of fiber network, connectivity, colocation,
cloud infrastructure, and communication and collaboration
solutions.
Advisors
BofA Securities is serving as financial advisor to Crown Castle
in connection with the cooperation agreement with Elliott, and
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Cravath,
Swaine & Moore LLP are serving as legal counsel. Olshan Frome
Wolosky LLP is serving as legal counsel to Elliott.
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) statements and expectations
regarding the process and outcomes of Company’s Fiber Review
Committee, including that it will help enhance and unlock
shareholder value, (2) statements and expectations regarding the
process and outcomes of CEO Search Committee, including that it
will conduct the search to identify Crown Castle’s next CEO, (3)
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, (4) that the
Company will benefit from the experience and insights of the newly
appointed directors, (5) 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, 2022
("2022 Form 10-K") 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.
Our filings with the SEC are available through
the SEC website at www.sec.gov or through our investor
relations website at investor.crowncastle.com. We use our
investor relations website to disclose information about us that
may be deemed to be material. We encourage investors, the media and
others interested in us to visit our investor relations website
from time to time to review up-to-date information or to sign up
for e-mail alerts to be notified when new or updated information is
posted on the site.
ABOUT CROWN CASTLECrown Castle owns, operates
and leases more than 40,000 cell towers and approximately 85,000
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.
CONTACTS Kris Hinson, VP & TreasurerCrown Castle
Inc.713-570-3050
Crown Castle (NYSE:CCI)
Gráfico Histórico do Ativo
De Abr 2024 até Mai 2024
Crown Castle (NYSE:CCI)
Gráfico Histórico do Ativo
De Mai 2023 até Mai 2024