UPDATE Ted B. Miller, co-founder of Crown Castle (NYSE: CCI) and his investment vehicle Boots Capital Management, filed a complaint in Delaware state court, seeking to invalidate the cooperative agreement that Crown Castle’s Board of Directors and Elliott Investment Management announced in December, according to Seeking Alpha.
This legal action follows Miller’s February 20 letter to the CCI Board in which he proposed a restructuring plan for Crown Castle, including nominating four individuals to the company’s Board, and realigning the company’s focus as a pure play U.S. tower company and jettisoning its fiber and small cells operations, Inside Towers reported. The Board subsequently refused to consider Miller’s proposal stating that his nominees lacked relevant expertise and experience to oversee the company’s strategy.
Under the agreement with Elliott, CCI named two directors designated by Elliott to the Board. “Elliott received substantial governance rights without the customary provision that it be required to maintain an equity ownership position in the company,” Miller said in a statement.
He alleged that the company entered into an “unlawful cooperation agreement.” Among his other complaints, he said the agreement infringes on the Board’s powers and responsibilities, is unenforceable, and violates CCI’s bylaws.
A Crown Castle spokesperson said the lawsuit is without merit. “Crown Castle’s Board and management team are focused on conducting the company’s business, including completing the strategic and operating review of the fiber business and its CEO search, in a manner that is in the best interest of the company and its shareholders,” the spokesperson told Seeking Alpha.
