SEC Comment Letter 0000000000-24-002523 to CROWN CASTLE INC. (CCI)
CROWN CASTLE INC.
Date: March 7, 2024 · CIK: 0001051470 · Accession: 0000000000-24-002523
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-16441
Letter
United States securities and exchange commission logo March 7, 2024 Dan Schlanger Chief Financial Officer Crown Castle Inc. 8020 Katy Freeway Houston, TX 77024 Re:Crown Castle Inc. DEFA14A Filed March 5, 2024 File No. 001-16441 Dear Dan Schlanger: We have reviewed your filing and have the following comment. Please respond to this comment by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Defined terms used herein have the same meaning as in your soliciting materials. DEFA14A Filed March 5, 2024 Press Release Dated March 5, 2024 1.Each statement or assertion of opinion or belief must be clearly characterized as such, and a reasonable factual basis must exist for such opinion or belief. Support for any such opinions or beliefs should be self-evident or disclosed in the soliciting materials. In future filings, please recharacterize and/or provide support for the following opinions:
•"The facts are these: with the advice of counsel, Crown Castle entered in a market- standard cooperation agreement with Elliott on December 19, 2023" (emphasis added). •"In truth, Mr. Miller is the one who seeks to dominate Crown Castle . . ." (emphasis added). •"Mr. Miller's proxy fight and his lawsuit seek above all else to prioritize his own interests, regardless of the consequences for Crown Castle's shareholders" (emphasis added). We remind you that the filing persons are responsible for the accuracy and adequacy of
FirstName LastNameDan Schlanger Comapany NameCrown Castle Inc. March 7, 2024 Page 2 FirstName LastName Dan Schlanger Crown Castle Inc. March 7, 2024 Page 2 their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please direct any questions to Shane Callaghan at 202-551-6977 or Christina Chalk at 202-551-3263. Sincerely, Division of Corporation Finance Office of Mergers & Acquisitions
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United States securities and exchange commission logo
March 7, 2024
Dan Schlanger
Chief Financial Officer
Crown Castle Inc.
8020 Katy Freeway
Houston, TX 77024
Re:Crown Castle Inc.
DEFA14A Filed March 5, 2024
File No. 001-16441
Dear Dan Schlanger:
We have reviewed your filing and have the following comment.
Please respond to this comment by providing the requested information or advise us as
soon as possible when you will respond. If you do not believe our comment applies to your facts
and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Defined terms used herein have the same meaning as in your soliciting materials.
DEFA14A Filed March 5, 2024
Press Release Dated March 5, 2024
1.Each statement or assertion of opinion or belief must be clearly characterized as such, and
a reasonable factual basis must exist for such opinion or belief. Support for any such
opinions or beliefs should be self-evident or disclosed in the soliciting materials. In future
filings, please recharacterize and/or provide support for the following opinions:
•"The facts are these: with the advice of counsel, Crown Castle entered in a market-
standard cooperation agreement with Elliott on December 19, 2023" (emphasis
added).
•"In truth, Mr. Miller is the one who seeks to dominate Crown Castle . . ." (emphasis
added).
•"Mr. Miller's proxy fight and his lawsuit seek above all else to prioritize his own
interests, regardless of the consequences for Crown Castle's shareholders" (emphasis
added).
We remind you that the filing persons are responsible for the accuracy and adequacy of
FirstName LastNameDan Schlanger
Comapany NameCrown Castle Inc.
March 7, 2024 Page 2
FirstName LastName
Dan Schlanger
Crown Castle Inc.
March 7, 2024
Page 2
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
Please direct any questions to Shane Callaghan at 202-551-6977 or Christina Chalk at
202-551-3263.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions