HOUSTON-Crown Castle International Corp. is taking the steps necessary for reorganization as a real estate investment trust, for tax purposes. The company anticipates electing REIT status beginning Jan. 1, 2014, the launch of its taxable year.
Crown Castle owns, operates and leases towers and additional infrastructure for wireless communications. The company provides coverage to 98 of the top 100 US markets and close to 100% of Australia's population. To that end, Crown Castle owns, operates and manages more than 30,000 wireless communication sites in the United States, and approximately 1,700 wireless communication sites in Australia.
"We are delighted to announce this plan for conversion because we believe REIT status is the optimal structure for our business, given the real estate nature of our assets," says Ben Moreland, Crown Castle's president and CEO. We believe a REIT structure will lower our weighted average cost of capital and provide additional opportunities for creating long-term shareholder value. Further, we expect our conversion to a REIT to have little to no effect on our operations, and we intend to continue our focus on maximizing long-term adjusted funds from operations per share through growth and disciplined capital allocation."
Crown Castle's determination as to the timing and amount of future dividend distributions will be based on certain factors, including investment opportunities around its core business and its existing federal net operating losses of approximately $2.7 billion. Crown Castle does not expect to make any distribution (commonly referred to as a "purging" dividend) prior to its REIT conversion.
In addition to compliance with the REIT rules beginning in January. Crown Castle also expects to take certain actions in 2014 to facilitate its compliance with the REIT rules by seeking adoption of certain charter provisions that implement certain standard REIT-related ownership and transfer restrictions. Implementation of these steps will be subject to shareholder approval and final board approval. The REIT election is subject to the completion of all necessary steps of the aforementioned conversion plan and final approval by the Crown Castle Board of Directors.
Crown Castle has received an opinion from each of Skadden, Arps, Slate, Meagher & Flom LLP and Cravath, Swaine & Moore LLP, which firms advised Crown Castle on its REIT conversion, that Crown Castle will qualify as a REIT as of January 1, 2014.
Representatives from Crown Castle did not return calls requesting an interview at deadline.
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