Invitation to Star Bulk Transaction Conference Call and Webcast
ATHENS, GREECE--(Marketwired - Jun 16, 2014) - Star Bulk
Carriers Corp. ("Star Bulk" or the "Company") (NASDAQ: SBLK)
announced earlier today that it has entered into definitive
agreements with entities affiliated with Oaktree Capital
Management, L.P. (the "Oaktree Investors") and Star
Bulk's Non-Executive Chairman, Mr. Petros Pappas, and certain of
his immediate family members, including Milena Maria Pappas, one of
Star Bulk's directors (the "Pappas Investors"), pursuant to
which Oceanbulk Shipping LLC and Oceanbulk Carriers LLC (the
"Oceanbulk
Companies") and entities controlled by the Pappas Investors
are expected to become indirect wholly-owned subsidiaries of Star
Bulk in consideration for the issuance to the Oaktree Investors and
the Pappas Investors of 54.104 million shares of common stock of
Star Bulk (the "Transaction"). Star Bulk
invites you to a conference call and webcast to discuss the
Transaction.
Conference
Call
Our management team will host a conference call to discuss the
Transaction on Monday, June 16, 2014 at 5 p.m. Eastern Time
(ET).
Participants should dial into the call 10 minutes before the
scheduled time using the following numbers: 1(866) 819-7111 (from
the US),
0(800) 953-0329 (from the UK) or
+ (44) (0) 1452 542 301 (from outside the US).
Please quote "Star Bulk."
A replay of the conference call will be available until June 23,
2014. The United States replay number is 1(866) 247-4222; from the
UK 0(800) 953-1533; the standard international replay number is
(+44) (0) 1452 550 000 and the access code required for the replay
is: 3128607#.
Slides and audio
webcast:
There will also be a simultaneous live webcast over the
Internet, through the Star Bulk website (www.starbulk.com).
Participants to the live webcast should register on the website
approximately 10 minutes prior to the start of the webcast.
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, coal
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,
Greece. Its common stock trades on the Nasdaq Global Select Market
under the symbol "SBLK". Star Bulk has an operating fleet of
seventeen dry bulk carriers, consisting of five Capesize, two Post
Panamax, two Ultramax and eight Supramax dry bulk vessels with a
combined cargo carrying capacity of 1,610,935 deadweight tons and
an average age of approximately 9.0 years. In addition, Star Bulk
provides vessel management services to fourteen third party dry
bulk vessels, including five Capesize, two Post Panamax, two
Kamsarmax, two Panamax and three Supramax vessels with a combined
cargo carrying capacity of 1,569,255 deadweight tons. We have also
entered into agreements for the construction of eleven fuel
efficient dry bulk vessels, consisting of five Newcastlemax
vessels, two Capesize vessels and four Ultramax vessels, with a
combined cargo carrying capacity of 1,643,000 deadweight tons. All
of the newbuilding vessels are expected to be delivered during 2015
and early 2016.
Star Bulk's common stock is listed for trading on the NASDAQ
Global Select Market under the symbol "SBLK."
About Oceanbulk
Companies
The Oceanbulk Companies are international shipping companies
that own and operate a fleet of dry bulk carrier vessels. On a
fully delivered basis, the Oceanbulk Companies will have a fleet of
37 vessels consisting primarily of Capesize as well as Kamsarmax
and Ultramax vessels with a carrying capacity between 55,000 dwt
and 209,000 dwt. The Oceanbulk Companies' fleet includes 12 vessels
in the water (five Capesize vessels, two post-Panamax vessel, three
Kamsarmax vessels and two Supramax vessels), with aggregate cargo
carrying capacity of approximately 1.5 million deadweight tons and
25 fuel-efficient "Eco-type" vessels currently under construction
at leading shipyards in Japan and China for delivery in 2014 and
2015, with an aggregate cargo carrying capacity of 3.5 million
deadweight tons. Oceanbulk Companies' vessels transport a broad
range of major and minor bulk commodities, including ores, coal,
grains and fertilizers, along worldwide shipping routes. In
the Transaction, (i) Star Bulk will acquire the Oceanbulk Companies
through a merger of their immediate parent companies with two Star
Bulk subsidiaries, and (ii) Star Bulk has agreed to acquire, upon
successful future delivery, two 2006 built Tsuneishi (Japan)
Kamsarmax vessels to be distributed to Oceanbulk Shipping LLC from
its Heron Ventures Ltd. joint venture. The shares for this
acquisition are included in the 54.104 million shares being issued
in total for the Transaction.
About Pappas
Investors
Entities controlled by the Pappas Investors, which will be
acquired by Star Bulk in the Transaction, currently own a 2014
built Kamsarmax dry bulk carrier and a contract for the
construction of a newbuilding Capesize dry bulk carrier scheduled
to be delivered in 2014.
Forward-Looking
Statements Matters discussed in this press release may
constitute forward-looking statements. The Private Securities
Litigation Reform Act of 1995 provides safe harbor protections for
forward-looking statements in order to encourage companies to
provide prospective information about their business.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance, and
underlying assumptions and other statements, which are other than
statements of historical facts.
The Company desires to take advantage of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995
and is including this cautionary statement in connection with this
safe harbor legislation. The words "believe," "anticipate,"
"intends," "estimate," "forecast," "project," "plan," "potential,"
"may," "should," "expect," "pending" and similar expressions
identify forward-looking statements.
Forward-looking statements include, without limitation,
statements regarding:
- The effectuation of Star Bulk's subsidiary merger
transaction;
- The delivery to and operation of assets by Star Bulk;
- Star Bulk's future operating or financial results;
- Future, pending or recent acquisitions, business strategy,
areas of possible expansion, and expected capital spending or
operating expenses; and
- Dry bulk market trends, including charter rates and factors
affecting vessel supply and demand.
The forward-looking statements in this press release are based
upon various assumptions, many of which are based, in turn, upon
further assumptions, including without limitation, examination by
the Company's management of historical operating trends, data
contained in its records and other data available from third
parties. Although the Company believes that these assumptions were
reasonable when made, because these assumptions are inherently
subject to significant uncertainties and contingencies which are
difficult or impossible to predict and are beyond the Company's
control, the Company cannot assure you that it will achieve or
accomplish these expectations, beliefs or projections.
In addition to these important factors, other important factors
that, in the Company's view, could cause actual results to differ
materially from those discussed in the forward-looking statements
include the strength of world economies and currencies, general
market conditions, including fluctuations in charter rates and
vessel values, changes in demand for dry bulk shipping capacity,
changes in the Company's operating expenses, including bunker
prices, drydocking and insurance costs, the market for the
Company's vessels, availability of financing and refinancing,
changes in governmental rules and regulations or actions taken by
regulatory authorities, potential liability from pending or future
litigation, general domestic and international political
conditions, potential disruption of shipping routes due to
accidents or political events, vessels breakdowns and instances of
off-hires and other factors. Please see our filings with the
Securities and Exchange Commission for a more complete discussion
of these and other risks and uncertainties. The information set
forth herein speaks only as of the date hereof, and the Company
disclaims any intention or obligation to update any forward-looking
statements as a result of developments occurring after the date of
this communication.
Additional
Information
Nothing contained in this press release constitutes a
solicitation of materials of any vote or approval in respect of the
proposed merger or the proposed transactions involving Star Bulk or
otherwise contemplated herein. In connection with the proposed
merger and the proposed transaction, a special stockholder meeting
is expected to be held on or about July 11, 2014, to obtain
stockholder approval. In connection with the merger and the
proposed transactions, Star Bulk intends to furnish relevant
materials, including a proxy statement, with the Securities and
Exchange Commission (the "SEC") on Form 6-K. Investors and security
holders of Star Bulk are urged to read the proxy statement and
other relevant materials when they become available because they
will contain important information about Star Bulk, Oceanbulk, the
Merger and the proposed transactions. The proxy statement and other
relevant materials (when they become available), and any other
documents filed by Star Bulk with the SEC, may be obtained free of
charge at the SEC's website at www.sec.gov, at Star Bulk's website
at www.starbulk.com, or by sending a written request to Star Bulk
at c/o Star Bulk Management Inc. 40, Agiou Konstantinou Str.,
Maroussi 15124, Athens, Greece, Attention: Investor Relations.
Star Bulk and its directors, executive officers, and certain
other members of management and employees may be deemed to be
participants in soliciting proxies from the stockholders of Star
Bulk in favor of the Merger. Information regarding the persons who
may be considered to be participants in the solicitation of Star
Bulk's stockholders in connection with the proposed transaction and
their ownership of Star Bulk's common stock will be set forth in
Star Bulk's proxy statement for its special meeting. Investors
can find more information about Star Bulk and its executive
officers and directors in its Annual Report on Form 20-F for the
fiscal year ended December 31, 2013 and in its proxy statement,
when available, that will be furnished to the SEC on Form 6-K.
Contacts: Company: Simos Spyrou CFO Star Bulk Carriers
Corp. c/o Star Bulk Management Inc. 40 Ag. Konstantinou Av.
Maroussi 15124 Athens, Greece www.starbulk.com Investor
Relations / Financial Media: Nicolas Bornozis President
Capital Link, Inc. 230 Park Avenue, Suite 1536 New York, NY 10169
Tel. (212) 661-7566 E-mail: starbulk@capitallink.com
www.capitallink.com
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