Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
May 13 2015 - 01:05PM
Edgar (US Regulatory)
Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration No. 333-197886
May 13, 2015
PRICING TERM SHEET
56,250,000 COMMON
SHARES
The information in this pricing term sheet relates
to the offering (the “Offering”) of 56,250,000 common shares of Star Bulk Carriers Corp. (the “Company”)
and should be read together with the preliminary prospectus supplement, dated May 12, 2015, relating to the Offering and the base
prospectus, dated February 5, 2015, including the documents incorporated by reference therein (collectively, the “Preliminary
Prospectus”), relating to the Company’s Registration Statement on Form F-3 (File No.333-197886) (the “Registration
Statement”). The total size of the Offering has been increased from $150 million shares to $180 million shares. As a result, corresponding changes will be made, where applicable, throughout the Preliminary Prospectus. Terms used but not defined herein have the meanings given to them in the Preliminary Prospectus.
Issuer |
Star Bulk Carriers Corp. |
|
|
Common shares offered |
56,250,000 |
To the Significant Shareholders |
21,562,500 |
To other investors |
34,687,500 |
|
|
Significant Shareholders’ percentage of
ownership of common shares of the Company after the Offering and assuming distribution of all 29,917,312 common shares comprising
the Excel Vessel Share Consideration by Excel to its equityholders
|
Oaktree |
52.5% |
Monarch |
5.2% |
Pappas Affiliates |
5.8% |
Total |
63.5% |
|
|
|
Trade date
|
May 13, 2015 |
|
|
Closing date |
May 18, 2015 (T+3) |
|
|
Public offering price |
$3.20 |
|
|
Gross proceeds to the Company |
$180,000,000 |
|
|
Net proceeds to the Company
(before expenses) (1) |
$176,559,760 |
|
|
Joint Book-Running Managers |
Clarksons Platou Securities Inc.
Clarksons Platou Securities AS
DVB Capital Markets LLC |
|
|
Co-Managers |
ABN AMRO Securities (USA) LLC
BNP Paribas Securities Corp.
Credit Agricole Securities (USA) Inc.
Skandinaviska Enskilda Banken AB (publ) |
(1) The placement agents will not receive any placement
fees on the sale of the common shares sold to the Significant Shareholders.
The Company has filed a registration statement (including
a prospectus) with the Securities and Exchange Commission for the offering to which this communication relates. Before you invest,
you should read the prospectus in that Registration Statement, the Preliminary Prospectus and other documents the Company has filed
with the SEC for more complete information about the Company and this offering. You may get these documents for free by visiting
EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Company, any placement agent or any dealer participating in the offering
will arrange to send you the prospectus if you request it by calling Clarkson Platou Securities at 1-855 864 2265 (toll free).
Any disclaimer or other notice that may appear below is not
applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of
this communication being sent by Bloomberg or another email system.
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