Star Bulk Announces the Acquisition of 16 Vessels from Augustea Atlantica & York Capital Management
April 20 2018 - 8:45AM
Star Bulk Carriers Corp. (the “Company” or “Star Bulk”)
(Nasdaq:SBLK), today announced that it has agreed to acquire 16
vessels from entities affiliated with Augustea Atlantica SpA and
York Capital Management in an all-share transaction (the “Vessel
Acquisition”). As consideration for the Vessel Acquisition, Star
Bulk has agreed to issue approximately 10.5 million common shares
to the sellers of the 16 vessels, equal to approximately 14.1% of
Star Bulk’s common shares after the closing of the Vessel
Acquisition. Under the terms of the agreement with the sellers, the
consideration will be determined based on the average vessel
valuations by independent vessel appraisers and is subject to
adjustments for cash, debt and capex on the closing date. As part
of the transaction, the Company will assume debt of $310.0 million.
The Vessel Acquisition, which is expected to be consummated in the
second quarter of 2018, remains subject to the execution of
definitive finance agreements and customary closing conditions. An
entity affiliated with family members of our CEO, Mr. Petros
Pappas, is a passive minority investor in 3 of the 16 acquired
vessels. The technical management of the 16 vessels will
remain with an entity affiliated with Augustea Atlantica SpA, while
commercial management will be taken over by Star Bulk.
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The Acquired Vessels: |
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Vessel |
YoB |
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Yard |
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DWT |
ABOY Sienna(1) |
2017 |
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SWS |
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208,000 |
ABOY Laetitia(1) |
2017 |
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SWS |
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208,000 |
ABOY Karlie(1) |
2016 |
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SWS |
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208,000 |
ABY Scarlett |
2014 |
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Jinhai |
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178,000 |
ABYO Audrey |
2011 |
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New
Times |
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175,125 |
Paola |
2011 |
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NTS |
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115,259 |
ABML Eva |
2011 |
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STX
Dalian |
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106,659 |
Piera |
2010 |
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Sungdong |
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91,951 |
Maria Laura Prima |
2010 |
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Sungdong |
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91,945 |
Aphrodite |
2011 |
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Sungdong |
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91,827 |
ABY Jeannette |
2014 |
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STX |
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83,000 |
ABY Asia(1) |
2017 |
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Sanoyas |
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82,000 |
Lydia Cafiero |
2013 |
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JMU |
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81,187 |
Nicole |
2013 |
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JMU |
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81,120 |
ABY Virginia |
2015 |
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JMU |
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81,000 |
ABY Monica |
2015 |
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JMU |
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60,000 |
Total |
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1,943,073 |
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(1) |
Subject to a bareboat charter accounted as a capital lease |
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Petros Pappas, Chief Executive Officer
of Star Bulk, commented: “I am very pleased that Star Bulk
is acquiring a high quality, modern fleet in an all-share
transaction. Combined with attractive bank financing, we believe
that the transaction will be accretive to our shareholders. Star
Bulk will continue to be a consolidator in the dry bulk industry.
As part of the Vessel Acquisition, Star Bulk will acquire a fleet
of 5 Newcastlemaxes / Capesize vessels, 2 Mini Capesize vessels, 8
Post Panamax / Kamsarmax vessels and 1 Ultramax vessel of 4.5 years
of average age, built mainly in Japan and Korea which will provide
Star Bulk with synergies and economies of scale. The vessels
will be acquired by a non-recourse fully-owned subsidiary of Star
Bulk. Upon completion of the Transaction, it is expected that Mr.
Raffaele Zagari will join the Board of Directors of Star Bulk. I am
confident that Raffaele with his 25 years of shipping experience,
will be a valuable asset in the development of our Company.”
Citi is acting as financial advisor to the Company in connection
with the Vessel Acquisition.
About Star BulkStar 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”.
On a fully delivered basis, Star Bulk will have a fleet of 90
vessels, with an aggregate capacity of 10.2 million dwt, consisting
of 14 Newcastlemax, 15 Capesize, 2 Mini Capesize, 7 Post Panamax,
25 Kamsarmax, 2 Panamax, 15 Ultramax and 10 Supramax vessels with
carrying capacities between 52,055 dwt and 209,537 dwt.
Forward‐Looking
StatementsMatters 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 the Company’s vessels; changes in the
Company’s 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; the Company’s ability to
meet requirements for additional capital and financing to complete
the Company’s newbuilding program and grow the Company’s business;
the impact of the level of the Company’s indebtedness and the
restrictions in the Company’s 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
the Company’s Chief Executive Officer, his family and other members
of the Company’s senior management and the Company’s ability to
complete acquisition transactions as planned. Please see the
Company’s 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.
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Contacts: |
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Company: |
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Investor
Relations / Financial Media: |
Simos Spyrou, Christos
Begleris |
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Nicolas Bornozis |
Co ‐ Chief Financial
Officers |
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President |
Star Bulk Carriers
Corp. |
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Capital Link, Inc. |
c/o Star Bulk
Management Inc. |
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230 Park Avenue, Suite
1536 |
40 Ag. Konstantinou
Av. |
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New York, NY 10169 |
Maroussi 15124 |
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Tel. (212)
661‐7566 |
Athens, Greece |
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E‐mail:
starbulk@capitallink.com |
Email:
info@starbulk.com |
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www.capitallink.com |
www.starbulk.com |
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