KKR Financial Holdings' CEO Hosts Annual Shareholder Meeting (Transcript)

KKR Financial Holdings LLC (KFN)

Annual Shareholder Meeting Call

April 25, 2012 12:00 pm ET


Paul Hazen - Chairman

Bill Sonneborn - President &CEO

Nicole Macarchuk - General Counsel & Secretary



[Abrupt Start]

Before proceeding further, I will introduce the members of the Board of Directors that are here with us today. Mr. Sonneborn who is the company's CEO; Tracy Collins; Robert Edwards; Debbie McAneny; Paul Finigan; Ely Licht; Scott Nuttall; Scott Ryles; Ross Kari. Also on the phone, there is another member of the Board of Directors, Willy Strothotte.

Members of management who are with us today, Mike McFerran, the company's Chief Financial Officer and Chief Operating Officer; Nicole Macarchuk, Company' General Counsel and Secretary; Jeff Van Horn who is the company's Executive Vice President and Director of Tax.

First business item on the agenda is to elect 12 directors to the company's Board of Directors is to serve. Second business item on the agenda is the ratification of the Employment [Audit] Committee of the Board of Directors of Deloitte & Touche as the company's independent registered public accounting firm for the year ended December 31, 2012.

Before turning to these items, I would like to review the rule of the meeting. Shareholders who would like to speak are welcome to do so in accordance with the (inaudible). Shareholders may ask questions regarding the items on the agenda and I will call for any questions from the course as each item is discussed.

If you would like to address the meeting please raise your hand and I will recognize you. Please wait until you are recognized and when you ask any question, please state your name, organization if any that you are present and whether you are a shareholder or a proxy.

I have proof by certificate that the onus of this meeting has been duly given and that a copy of the proxy statement dated March 13, 2012 and the annual report for the fiscal year ended December 31, 2011 has been furnished to all shareholders of record as of March 5 th. Copies of the proxy statement, the annual report and the certificate of mailing will be filed within minutes of this presentation. Representatives of Broadridge Financials will serve as our inspector of election of this year's meeting and has signed the oath of office. Those will also be filed with the (inaudible).

The inspector of election has in her possession a list of the company's shareholders as of March 5 th, record date set by the Board of Directors for the annual meeting. She has advised me that as of such date where 178,393,521 common shares outstanding, each of which was entitled to vote.

The inspector of elections has further informed me they filed a (inaudible). We have 158,260,311 shares present in person or by proxy. This represents (inaudible) outstanding shares which is the majority is the submission number of shares constitute the quorum. (inaudible) by ballot today, if you turned in a proxy and do not intend to change your vote, that is not necessary that you would again.

Those of you who did not turn raise your hand and we will distribute to you a blank ballot to use for voting. We will collect these ballots at the end of the formal part of the meeting. If you hold your company's shares through a bank broker or other nominee then you're required to follow that nominees' voting instructions and cannot vote or revoke a prior vote in today's meeting unless you have a proxy from the nominee authorizing you to vote your shares.

If you have such a proxy, raise your hand and we will distribute the blank proxy card to use for voting. Oh hands raised. If you're voting in person today, please make certain that you sign the proxy card and print your name under your signature. Inspector of elections will tabulate the votes and report the results after the meeting is completed. Okay now the formal part of the meeting. It sounded like that was pretty formal.

The first order of business is the election of the directors; the Board of Directors currently has 12 members. All of them are standing for reelection. Each member of the Board of Directors is elected annually. Common shareholders voting as a single class has the right to elect all 12 members to serve until the next annual meeting of shareholders until the respective successors are duly elected and qualified.

The nominees for the Board of Directors are named in your proxy statement and the Board of Directors unanimously recommends that you vote for the election of each of the 12 nominees. Are there any questions from the floor regarding the election of directors?

Second order of business is to ratify the appointment of Deloitte & Touche as independent registered public accounting firm for the company for fiscal year ended December 31, 2012. The Board of Directors acting upon the recommendation of its audit committee has appointed Deloitte & Touche to audit the financial statements of the company and is asking that you ratify this appointment.

The Board of Directors unanimously recommends that you vote for the ratification of the appointment of Deloitte & Touche as independent registered public accounting firm of the company. Are there any questions regarding this item?

At this time I will ask for the final call for ballots. You do have a ballot and which no hands raised. So there are none. After all votes are submitted, I will ask Nicole Macarchuk who is the General Counsel and Secretary of the company to report results of the vote. Nicole would like to report?

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