Star Bulk Carriers Corp. Announces New Equity Incentive Programme
January 21 2019 - 12:15PM
Star Bulk Carriers Corp. (the "Company" or "Star Bulk") (NASDAQ:
SBLK, OSE: SBLK R), following resolutions by its Board and
Compensation Committee, has established an incentive programme for
key employees, pursuant to which an aggregate of four million
(4,000,000) restricted share units (each, a “RSU”) have been
issued. Each RSU represents, upon vesting, a right for the relevant
beneficiary to receive one (1) SBLK share. The RSUs are subject to
achievement of certain performance conditions related to the
Company’s fleet outperforming relevant dry bulk charter rate
indices as reported by the Baltic Exchange (the “Indices”) during
2020 and 2021. The RSUs start to vest subject to an outperformance
by the Company relative to the Indices by at least $120,000,000,
and vest in increasing amounts if and to the extent the
outperformance relative to the Indices increases up to an aggregate
of $300,000,000.
The Company takes the view that the current
likelihood of vesting of these RSUs does not meet a “more likely
than not” standard under US GAAP, and as a result no charge will be
amortized through the Company’s income statement. Subject to the
vesting conditions being met on April 30, 2021 and April 30, 2022
(each, a “Vesting Date”) two million RSUs will vest on each Vesting
Date, and the relevant SBLK shares will be issued and distributed
to the relevant beneficiaries as per allocation by the Board. Any
non-vested RSUs at the applicable Vesting Date will be
cancelled.
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” and on the Oslo Stock Exchange under
the ticker “SBLK R”. On a fully delivered basis, Star Bulk will
have a fleet of 111 vessels, with an aggregate capacity of 12.67
million dwt, consisting of 17 Newcastlemax, 20 Capesize, 2 Mini
Capesize, 7 Post Panamax, 35 Kamsarmax, 2 Panamax, 17 Ultramax and
11 Supramax vessels with carrying capacities between 52,055 dwt and
209,537 dwt. The Company holds call options and has sold respective
put options on 4 Capesize vessels, with exercise dates in early
April 2019.
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.
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 general dry bulk shipping market
conditions, including fluctuations in charterhire rates and vessel
values; the strength of world economies; the stability of Europe
and the Euro; fluctuations in interest rates and foreign exchange
rates; changes in demand in the dry bulk shipping industry,
including the market for our vessels; changes in our operating
expenses, including bunker prices, dry docking and insurance costs;
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; the availability of financing and
refinancing; our ability to meet requirements for additional
capital and financing to complete our newbuilding program and grow
our business; the impact of the level of our indebtedness and the
restrictions in our debt agreements; vessel breakdowns and
instances of off‐hire; risks associated with vessel construction;
potential exposure or loss from investment in derivative
instruments; potential conflicts of interest involving our Chief
Executive Officer, his family and other members of our senior
management and our ability to complete acquisition transactions as
planned. 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.
Contacts
Company:Simos Spyrou, Christos
BeglerisCo ‐ Chief Financial Officers Star Bulk Carriers Corp.c/o
Star Bulk Management Inc.40 Ag. Konstantinou Av.Maroussi
15124Athens, GreeceEmail:
info@starbulk.com www.starbulk.com
Investor Relations / Financial
Media:Nicolas BornozisPresidentCapital Link, Inc.230 Park
Avenue, Suite 1536New York, NY 10169Tel. (212) 661‐7566E‐mail:
starbulk@capitallink.com www.capitallink.com
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