false0001051470 0001051470 2020-11-23 2020-11-23 0001051470 exch:XNYS 2020-11-23 2020-11-23

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 23, 2020

Crown Castle International Corp.

(Exact name of registrant as specified in its charter)

Delaware		001-16441				76-0470458
(State or other jurisdiction of incorporation)		(Commission File Number)				(IRS Employer Identification No.)

1220 Augusta Drive, Suite 600, Houston, Texas 77057-2261

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (713) 570-3000

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	CCI	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

---

ITEM 7.01 — REGULATION FD DISCLOSURE

On November 16, 2020, Crown Castle International Corp. ("Crown Castle") and DISH Network Corporation ("DISH") announced that they entered into a long-term agreement pursuant to which Crown Castle will lease DISH space on up to 20,000 towers ("Master Lease Agreement"). Among other things, pursuant to the terms and conditions of the Master Lease Agreement, Crown Castle is entitled to receive minimum contracted payments over an approximately 15-year initial term, including if space on less than 20,000 towers is leased by DISH, with other terms of the lease arrangement, including limited termination rights, renewal options, and contractual escalations, generally consistent with the terms of Crown Castle’s other long-term tower tenant contracts. The November 16, 2020 press release announcing the agreement is furnished herewith as Exhibit 99.1.

The above disclosure does not purport to be a complete statement of the parties’ rights and obligations under the Master Lease Agreement. 

ITEM 9.01 — FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit Index

Exhibit No.		Description
99.1		Press Release dated November 16, 2020
104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

The information in Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information and exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Language Regarding Forward Looking Statements

This Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, contain forward-looking statements that are based on management's current expectations. Such statements include plans, projections and estimates regarding amounts to be received under the Master Lease Agreement and the potential benefits our assets may provide. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including prevailing market conditions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risks that could affect Crown Castle and its results is included in Crown Castle's filings with the Securities and Exchange Commission. The term "including," and any variation thereof, means "including, without limitation."

---

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CROWN CASTLE INTERNATIONAL CORP.
	By:	/s/ Kenneth J. Simon
		Name:	Kenneth J. Simon
		Title:	Executive Vice President and General Counsel

Date: November 23, 2020