Costamare Inc. (CMRE) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen. Welcome to the Annual Meeting of Stockholders of Costamare Inc. I am Gregory Zikos, Chief Financial Officer of the company. At this time, I call the meeting to order. I would like to introduce our General Counsel and Secretary, Anastassios Gabrielides, who will act as moderator and secretary of the meeting. Anastassios?

Thank you, Mr. Zikos. There are 2 items of business on today's agenda: one, the election of one Class I Director to hold office until the annual meeting of stockholders in 2023 and until his successor has been duly elected and qualified; and two, the ratification of the appointment of our independent auditors. We will conduct the meeting in accordance with the rules of procedure that have been made available to you through the virtual meeting platform. I would like to take this opportunity to introduce the directors and officers of the company who are present: Mr. Zikos has already introduced himself; Mr. Vagn Lehd Møller, Director; and Mr. Konstantinos Zacharatos, Director, are attending the meeting. The Board of Directors has appointed me, Anastassios Gabrielides, or any one of my designees to act as inspector. For this annual meeting, I have designated Konstantinos Tsakalidis to act as inspector. Many stockholders have already submitted their proxies. All proxies will be voted as you have marked them. If you have voted by proxy, you do not need to do anything at the moment. If you wish to vote during the meeting, however, you will be able to do so by following the instructions on the virtual meeting platform. The Board of Directors set the closure of business on August 14, 2020, as the date of record for this stockholders' meeting. We have, at hand, a record of the holders of common stock as of that date. A duplicate record has been on file at the office of the company for the last 15 days, available for inspection by any stockholder at any time during usual business hours. I have been advised by the inspector that as of the record date, there were 121,344,869 shares of common stock entitled to vote at the annual meeting and that immediately prior to the commencement of the meeting, the holders of 96,582,481 shares of common stock, representing 79.6% of the company's issued and outstanding shares as of the record date, are represented by proxy at today's meeting. Holders of the company's Series B preferred stock, Series C preferred stock, Series D preferred stock and Series E preferred stock are not entitled to vote on the items of business on today's agenda. Since the majority of the company's share of common stock is represented here today, a quorum is present, the meeting is duly constituted and the business of the meeting may proceed. The Notice of the Meeting, the affidavit of mailing of notice and the proxy material will be inserted into the minute book of the company. The polls for each matter voted on this meeting have opened at 3:00 p.m. Central European Time today, October 2, 2020. If you wish to vote during the meeting, you may do so by following the instructions of the virtual meeting platform. Turning to the first item of business today. The first item is the election of Class I Director to hold office until the annual meeting of stockholders in 2023 and until his successor has been duly elected and qualified. As set forth in the proxy statement accompanying the Notice of Annual Meeting, the company's Board of Directors nominated Konstantinos Zacharatos for election as Class I Director to hold office until the annual meeting of stockholders in 2023 and until his successor has been duly elected and qualified. There have been no stockholder nominations properly filed with the secretary of the company in advance of the meeting as provided by the bylaws. Accordingly, the nominations are hereby closed. Stockholders are entitled to one vote for each share registered in their names. The director shall be elected by a plurality of the votes cast. If you wish to vote during the meeting, please do so now by following the instructions on the virtual meeting platform. [Voting]

I note that no questions have been submitted with respect to the voting or the election of the director. So I therefore move to the next matter which is being submitted to stockholders for action, namely, the ratification of the appointment of Ernst & Young (Hellas) Certified Auditors Accountants S.A. as the company's independent auditors for the fiscal year ending December 31, 2020. The Audit Committee has worked closely with Ernst & Young over the past year and has found their work to be of the highest quality. Accordingly, the Board recommends that stockholders ratify the appointment of Ernst & Young as the company's independent auditors for the fiscal year ending December 31, 2020. Representatives from Ernst & Young are present and available to respond to any appropriate questions later in the meeting. If you wish to vote during the meeting, you may do so by following the instructions on the virtual platform. Approval requires the majority of votes cast. [Voting]

I note again that no questions have been submitted with respect to voting on the ratification of the appointment of the independent auditor. As there are no questions or proposals, the polls are now closed on each matter voted upon at this meeting as of 3 -- 7 minutes past 3, today, October 2, 2020. We will now address briefly any questions for management.

I note that no questions have been submitted for management at this time. Moving on to the voting results. I have been advised by the inspector that the nominee for director has received the plurality of the votes entitled to vote for such nominee. Accordingly, Konstantinos Zacharatos has been elected as Class I Director to hold office until the annual meeting of stockholders in 2023 and until his successor has been fully elected and qualified. I have been further advised by the inspector that the majority of the votes were voted in favor of the ratification of the appointment of Ernst & Young (Hellas) Certified Auditors Accountants S.A. as the company's independent auditors for the fiscal year ending December 31, 2020. Konstantinos Tsakalidis, in his capacity as inspector, will furnish the secretary with a written report of the final vote count with respect to matters voted on today, which will be included in the minutes of the meeting. Seeing that no further business has been brought before the meeting, the meeting is now adjourned. Ladies and gentlemen, thank you very much for participating and see you at next year's annual meeting.

This now concludes the meeting. Thank you for joining, and have a pleasant day.