Ted Miller, who helped launch the company in 1994, along with his investment vehicle Boots Capital presented his thesis to investors in a release Tuesday, urging the company to sell its fiber business and improve operational efficiency.
The slate of four directors he’s nominating includes himself and his son-in-law. Crown Castle said in a statement rejecting the slate that the Boots Capital nominees “do not possess the relevant expertise and experience.”
The former Crown Castle CEO, who last worked at the company two decades ago, also called the cooperation agreement with Elliott “coercive and disenfranchising” and said it should be put to a shareholder vote.
But Miller and his partners reached out to Elliott Management in an effort to join forces with the activist around the same time that Elliott launched its second campaign in November, people familiar with the matter told CNBC.
That preliminary contact between Elliott and Boots Capital was through an advisor, and no formal proposal or offer to form a group was ever made, another person familiar with the matter said. The conversations focused on identifying potential investors who were interested in Boots Capital’s plan for Crown Castle, that person said.
Elliott rejectedBoots Capital’s entreaties, thepeople said, which they described as seeking investment or access to investors.
Now, Miller is publicly excoriating Elliott’s approach as lacking “expertise, vision, and urgency.”
Miller had been trying to raise money for a special-purpose vehicle to launch an activist fight at Crown Castle prior to Elliott’s November launch and had been in conversation with Crown Castle since at least August, the people said. One of the people said the special-purpose vehicle was attempting to raise hundreds of millions of dollars but that it was unable to meet that goal.
A traditional cell phone tower, owned by Crown Castle, is shown near the Texas Medical Center.
Brett Coomer | Hearst Newspapers | Getty Images
Much of Miller’s plan mirrors Elliott’s latest campaign and an earlier effort from the activist in 2020. In both instances, Elliott said governance changes and operational improvements were needed.
Shortly after Elliott launched its second campaign in 2023, Crown Castle’s then-CEO said he would retire, and several weeks later, the company said it would launch a strategic review of its fiber business, as Elliott had asked.
In a letter to Crown Castle dated Feb. 14, Boots Capital’s counsel urged the company to put the cooperation agreement to a shareholder vote. The letter said that Crown Castle’s board had “appeased” Elliott and allowed it to influence board nominations before the cooperation agreement had been signed.
Crown Castle’s counsel disputed those claims in a letter sent Tuesday.
“Your letter is replete with factual inaccuracies and completely distorts the nature of the relationship between CCI and Elliott,” said Scott Barshay, partner and corporate department chair at Paul, Weiss. Barshay is advising Crown Castle.
Miller said Tuesday that Elliott had shed “93% of its stated investment exposure,” citing the firm’s most recent regulatory filing.
“Remarkably, the Crown Castle Board did not specifically require Elliott maintain ownership thresholds to keep these privileges,” Miller said in his letter to Crown Castle chair Rob Bartolo.
Elliott said when it launched its campaign that its economic interest in Crown Castle was around $2 billion.
An Elliott spokesperson said that claim was “categorically false.”
“Elliott remains one of the largest investors in the Company and is the largest investor after the three index fund shareholders,” the firm’s spokesperson said.
Elliott’s economic exposure to Crown Castle remains largely unchanged, one of the people said. It is not uncommon for activists to structure their positions using a mix of stock and derivatives, which are not fully reported out on regulatory filings.
Crown Castle announced its cooperation agreement with Elliott in December and added two directors, including Elliott portfolio manager Jason Genrich.
One month later, on Jan. 30, Boots presented its proposal to Crown Castle’s expanded board. A redacted version of that presentation was attached to Miller’s release. Boots said that Crown Castle could fetch up to $15 billion for its fiber business and that by working with Boots and Miller, Crown Castle could provide a list of more than two dozen potential buyers or financing sources for a sale of the fiber business.
Also included in that presentation was a request that Crown Castle cover the costs of Boots’ analysis and pre-proposal outreach, which Miller said in his release were around $5 million.
Crown Castle’s board dismissed the proposal following the call and their review, according to the people familiar, who noted that the company had already hired advisors from Bank of America and Morgan Stanley weeks earlier to conduct the same work.
Microsoft ROG Xbox Ally and Ally X Handheld devices
Source: Xbox
Microsoft Xbox players will soon be able to take their favorite games anywhere with the launch of the new ROG Xbox Ally handhelds.
This is a first for Xbox, which has never released a handheld before.
The devices, developed in collaboration with ASUS, offer a full-screen Xbox experience meant for portable play.
Players will be able to access Xbox games, stream content, and play on the go with built-in support for cloud gaming.
“Players can look forward to an approachable gaming experience that travels with you wherever you go, featuring several new and first-of-their kind features on both devices,” Microsoft said in a press release.
The announcement follows last week’s debut of Nintendo‘s flagship Switch 2 and sets the stage for a new chapter in portable gaming.
U.S. data center operator Vantage has raised 720 million euros ($821.4 million) — the first of its kind deal in Europe.
The asset-backed securitization (ABS) deal, the first ever euro-denominated with data center assets on the continent, involves four data centers in Germany.
The company said it will be paying on average a 4.3% coupon on the bonds issued through the process.
In an ABS, Vantage raises money by using its data center infrastructure and future revenues from the facilities as collateral.
Vantage said it will use the funds primarily to pay off existing construction loans previously secured for the facilities.
“We believe the ABS market in particular is kind of best suited for our type of asset, which is real estate centric, high credit quality tenants, long term leases, something that is almost perfect for the ABS investor,” Sharif Metwalli, chief financial officer of Vantage Data Centers, told CNBC.
Vantage added that despite the large sum borrowed, the demand from investors exceeded the amount raised.
“So this transaction was actually pretty highly levered, frankly,” Rich Cosgray, senior vice president of global capital markets at Vantage Data Centers told CNBC. “It was higher leverage than our prior transaction and we had some investors that just weren’t comfortable at that leverage level.”
“Yet, despite that, we were basically two and four times oversubscribed on the respective financings, and we were able to tighten pricing pretty meaningfully through the marketing process,” Cosgray added.
The four facilities — two in Berlin and two in Frankfurt — have access to around 55 megawatts of power and “are fully leased to hyperscale customers,” the company said in a statement. The four facilities were valued at more than $1 billion earlier this year.
Last year, Vantage also raised £600 million through the first-ever securitization of a data center in Europe, the Middle East and Asia (EMEA). The deal involved two units from the company’s Cardiff campus with 148 megawatts of electricity power. Across the region, the company has 2,500 megawatts of data center capacity either operational or under development.
The transaction was led by Barclays Bank and Deutsche Bank as joint lead managers and Vantage was represented by the British law firm Clifford Chance.
IonQ is buying United Kingdom-based quantum computing startup Oxford Ionics in a deal valued at nearly $1.1 billion.
Shares gained about 4%.
The companies said in a release that the deal will combine IonQ’s quantum computing hardware and software knowledge with Oxford Ionics’ semiconductor chip technologies. The company aims to deliver breakthroughs in the field and capitalize on growing revenue opportunities.
“We believe the advantages of our combined technologies will set a new standard within quantum computing and deliver superior value for our customers through market-leading enterprise applications,” said IonQ CEO Niccolo De Masi in a release.
The deal, which is expected to close this year, includes $1.065 billion worth of IonQ shares and about $10 million in cash. The merged company expects to build systems with 256 qubits by 2026, over 10,000 by 2027 and 2 million by 2030.
Interest in quantum computing has skyrocketed in recent months after technology giants Microsoft and Alphabet announced new chip breakthroughs. Experts tout the technology’s ability to solve intricate computing tasks unachievable by other computers.
Read more CNBC tech news
IonQ’s CEO previously told CNBC that he wants the company to become the “800-pound gorilla” in the quantum world.
Shares of Maryland-based company, which went public through a special purpose acquisition company in late 2021, are down about 6% year to date. The stock has soared more than 400% from a year ago.