Star Bulk Completes Merger With Eagle Bulk
09 April 2024 - 9:50PM
Star Bulk Carriers Corp. (“Star Bulk”) (Nasdaq: SBLK), a global
shipping company focusing on the transportation of dry bulk
cargoes, today announced that it has completed its merger with
Eagle Bulk Shipping Inc. (“Eagle”).
Under the terms of the merger agreement, each
Eagle shareholder received 2.6211 shares of Star Bulk common stock
for each share of Eagle common stock owned. Eagle common stock has
ceased trading and will no longer be listed on the New York Stock
Exchange.
Petros Pappas, Chief Executive Officer of Star
Bulk, said, “This is an exciting day for Star Bulk as we bring
together our companies and create a global leader in dry bulk
shipping. We are moving forward with greater scale, a stronger
financial profile and unique technical and commercial capabilities
to grow our business, better serve our customers and deliver
sustainable value for our shareholders.”
Board and Leadership Team
Appointments
In connection with the closing of the merger,
Gary Weston has joined the Star Bulk Board of Directors, Bo
Westergaard has joined Star Bulk’s new leadership team and Costa
Tsoutsoplides will serve as interim Senior Advisor to assist with
business integration.
Advisors
Cravath, Swaine & Moore LLP served as legal
counsel to Star Bulk. Houlihan Lokey served as financial advisor to
Eagle and Akin Gump Strauss Hauer & Feld LLP served as legal
counsel to Eagle and Hogan Lovells US LLP served as legal counsel
to the Board of Directors of Eagle.
About Star Bulk
Star Bulk is a global shipping company providing
worldwide seaborne transportation solutions in the dry bulk sector.
Star Bulk’s vessels transport major bulks, which include iron ore,
minerals and grain, and minor bulks, which include bauxite,
fertilizers and steel products. Star Bulk was incorporated in the
Marshall Islands on December 13, 2006 and maintains executive
offices in Athens, New York, Limassol, Singapore, Germany and
Denmark. Its common stock trades on the Nasdaq Global Select Market
under the symbol “SBLK”. As of April 9, 2024, Star Bulk has a fleet
of 163 owned vessels, with an aggregate capacity of 15.6 million
dwt, consisting of Newcastlemax, Capesize, Post Panamax, Kamsarmax,
Panamax, Ultramax and Supramax vessels with carrying capacities
between 53,489 dwt and 209,537 dwt.
Cautionary Statement Regarding Forward
Looking Statements
This press release contains certain statements
that are “forward-looking statements” within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, as amended. Star Bulk has identified some of
these forward-looking statements with words like “believe,” “may,”
“could,” “would,” “might,” “possible,” “will,” “should,” “expect,”
“intend,” “plan,” “anticipate,” “estimate,” “potential,” “outlook”
or “continue,” the negative of these words, other terms of similar
meaning or the use of future dates. Forward-looking statements in
this press release include without limitation, statements about the
benefits of the transaction, including future financial and
operating results and synergies and Star Bulk’s plans, objectives,
expectations and intentions. Such statements are qualified by the
inherent risks and uncertainties surrounding future expectations
generally, and actual results could differ materially from those
currently anticipated due to a number of risks and uncertainties.
Risks and uncertainties that could cause results to differ from
expectations include: the effects of disruption caused by the
announcement of the transaction making it more difficult to
maintain relationships with employees, customers, vendors and other
business partners; the possibility that the expected synergies and
value creation from the transaction will not be realized, or will
not be realized within the expected time period; risks related to
Star Bulk’s ability to successfully integrate Eagle’s operations
and employees; the risk that the anticipated tax treatment of the
proposed transaction between Star Bulk and Eagle is not obtained;
other business effects, including the effects of industry, economic
or political conditions outside of the control of the parties to
the transaction; actual or contingent liabilities; and other risks
and uncertainties discussed in Star Bulk’s and Eagle’s filings with
the SEC, including in “Part I. Item 3. Key Information D. Risk
Factors” of Star Bulk’s Annual Report on Form 20-F for the fiscal
year ended December 31, 2023, “Part I. Item 1A. Risk Factors” of
Eagle’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2023 and Star Bulk’s subsequent current reports on
Form 6-K. You can obtain copies of these documents free of charge
from the Securities and Exchange Commission’s website at
https://www.sec.gov. Star Bulk does not undertake any obligation to
update any forward-looking statements as a result of new
information, future developments or otherwise, except as expressly
required by law. All forward-looking statements in this press
release are qualified in their entirety by this cautionary
statement.
Contacts |
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Investor Relations:Simos Spyrou,
Christos Begleris Co ‐ Chief Financial OfficersStar Bulk Carriers
Corp.c/o Star Bulk Management Inc. 40 Ag. Konstantinou Av.Maroussi
15124Athens, GreeceEmail: info@starbulk.comwww.starbulk.com |
Financial Media:Nicolas
BornozisPresidentCapital Link, Inc.230 Park Avenue, Suite 1536New
York, NY 10169Tel. (212) 661‐7566E‐mail:
starbulk@capitallink.comwww.capitallink.comJim Golden / Tali
Epstein / Jack KelleherCollected
StrategiesStarBulk-CS@collectedstrategies.com |
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