Cincinnati Bell 2015 Annual Report Download - page 81

Q: What does it mean if I receive more than one Notice or more than one proxy card?
A: It means that your shares are registered differently or are in more than one account. Please
provide voting instructions for all Notices and proxy cards that you receive.
Q: Where can I find the voting results of the meeting?
A: We will announce preliminary voting results at the meeting and publish final results in the
Company’s Current Report on Form 8-K, which will be filed on or before May 4, 2016.
Q: What happens if additional proposals are presented at the meeting?
A: Other than the proposals described in this Proxy Statement, we do not expect any matters to be
presented for a vote at the Annual Meeting. If you grant a proxy, the persons named as proxy holders,
Phillip R. Cox, Lynn A. Wentworth and John M. Zrno, will have the discretion to vote your shares on
any additional matters properly presented for a vote at the meeting. If for any unforeseen reason any of
the nominees are not available as a candidate for director, the persons named as proxy holders will
vote your proxy for such other candidate or candidates as may be nominated by the Board.
Q: What classes of shares are entitled to be voted?
A: Each common share and each 6 3/4% Cumulative Convertible Preferred Share outstanding as
of the close of business on the Record Date is entitled to vote on all items being voted upon at the
Annual Meeting. You are entitled to one vote for each common share and one vote for each 6 3/4%
Cumulative Convertible Preferred Share you own of record on the Record Date or to provide
instructions on how to vote such shares in which you have a beneficial interest. The 6 3/4% Cumulative
Convertible Preferred Shares will vote with the common shares as one class on each of the proposals
described in this Proxy Statement. There are no cumulative voting rights for either class of shares. On
the Record Date, we had 210,018,609 outstanding common shares and 155,250 6 3/4% Cumulative
Convertible Preferred Shares outstanding.
Q: What is the quorum requirement for the meeting?
A: The quorum requirement for holding the meeting and transacting business is the presence, in
person or by proxy, of a majority of the common and preferred shares issued and outstanding on the
Record Date and entitled to vote at such meeting. However, if any particular action requires more than
a simple majority because of the law, the NYSE rules, the Company’s Amended Articles of
Incorporation or the Company’s Amended Regulations, that particular action will not be approved
unless the required percentage of affirmative votes has been obtained or the required number of votes
has been cast.
Abstentions are counted as present for the purpose of determining the presence of a quorum. If a
routine matter is to be voted upon, broker non-votes are also counted as present for the purpose of
determining the presence of a quorum. Since there is a routine matter to be voted upon this year,
broker non-votes will be counted for determining the existence of a quorum.
Q: Who will count the votes?
A: A representative of Broadridge Financial Solutions, Inc. (“Broadridge”) will tabulate the votes
and act as the Inspector of Elections.
Q: Is my vote confidential?
A: Proxy instructions, ballots and voting tabulations that identify individual shareholders are
handled in a manner that protects voting privacy. Your vote will not be disclosed either within the
Company or to third parties except (i) as necessary to meet applicable legal requirements, (ii) to allow
for the tabulation of votes and certification of the vote, or (iii) to facilitate a successful proxy solicitation
by the Board. Occasionally, shareholders provide written comments on their proxy card, which are
forwarded to the Company’s management.
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Proxy Statement