Crown Castle (CCI) Announces Comprehensive Fiber Review, Board Additions

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.

You May Also Be Interested In