Star Bulk Carriers Corp. Announces Proposed $75.0 Million Backstopped Equity
ATHENS, GREECE -- (Marketwired) -- 05/02/13 -- Star Bulk Carriers
Corp. (the "Company" or "Star Bulk") (NASDAQ: SBLK), today announced
that its Board of Directors (the "Board") has approved a backstopped
equity rights offering, which will allow the Company to raise equity
capital through the sale of its common shares. The proceeds are
expected to be primarily used for orders for fuel-efficient dry bulk
vessels with some of the proceeds being reserved for working capital
and general corporate purposes.
The Company plans to raise gross proceeds of $75.0 million through a
backstopped equity offering of 14,018,692 common shares (the "Offered
Shares") only to holders of record of its common shares (the "Record
Date Holders") as of the close of business on May 15, 2013 (the
"Record Date"). In connection with this offering, the Company will
distribute, at no charge, to the Record Date Holders one
non-transferable subscription right to purchase the Offered Shares
for each common share owned on the Record Date.
For each subscription right, a Record Date Holder will be entitled to
purchase 2.5957 common shares at a subscription price of $5.35 per
share, which we refer to as the subscription privilege. The per share
subscription price was determined by our Board.
The offering is backstopped by investment funds managed by Oaktree
Capital Management L.P. or its affiliates ("Oaktree"), a Los Angeles
based investment firm with approximately $77.1 billion of assets
under management as of December 31, 2012, investment funds managed by
Monarch Alternative Capital LP ("Monarch"), a New York based
investment firm with approximately $5.5 billion of assets under
management, Blue Shore Global Equity Fund L.P., Far View Partners
L.P. and other third party investors and existing shareholders,
including certain of our directors including Ms. Milena Pappas, and
our executive officers, including our Chief Executive Officer, Chief
Financial Officer and Chief Operating Officer (collectively, the
"Backstop Investors"). Subject to certain conditions, Oaktree and
Monarch will each have the right to nominate, subject to the approval
of the Company's nominating committee, one director for our Board.
In consideration for providing its backstop commitment, the Company
has agreed to issue to each Backstop Investor that is not an
affiliate of the Company immediately prior to the completion of the
rights offering a number of additional common shares equal to 3% of
its backstop commitment. In addition, the Company has guaranteed
certain Backstop Investors minimum participation amounts which,
depending on the participation level of the Record Date Holders,
could cause the amount of shares to be issued and the gross proceeds
raised to exceed $75.0 million.
Evercore Partners is acting as financial advisor to the Company, and
Seward & Kissel LLP is acting as the Company's legal advisor. Paul,
Weiss, Rifkind, Wharton & Garrison LLP is acting as Oaktree's legal
advisor, and Willkie Farr & Gallagher LLP is acting as Monarch's
The Company has filed a registration statement with the U.S.
Securities and Exchange Commission (the "SEC") with respect to this
rights offering. Subject to review of the registration statement by
the SEC, the Company intends to commence the rights offering during
the second quarter of 2013. The subscription rights will expire
worthless twenty (20) business days after the commencement of the
rights offering, unless the Company extends the rights offering
period or the rights offering is terminated.
A copy of the prospectus, the registration statement and additional
materials related to the rights offering are expected to be mailed
following the effectiveness of the registration statement to holders
of the Company's common shares as of the Record Date. Before you
invest, you should read the prospectus and the registration
statement, including all of the documents incorporated by reference
therein and other documents the Company has filed with the SEC for
more complete information about the Company and this offering. You
may obtain these documents for free by visiting EDGAR on the SEC Web
site at www.sec.gov. Alternatively, the Company will arrange to send
you the registration statement, including the prospectus if you
request it by calling the information agent for the offering,
Advantage Proxy Inc., toll-free at 877-478-5038 or if you are a bank
of broker, 206-870-8565. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy common shares
nor shall there be any sale of these securities in any state in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
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 shares trade on the Nasdaq Global Select
Market under the symbol "SBLK." Currently, Star Bulk's fleet consists
of 13 dry bulk carriers, consisting of five Capesize vessels and
eight Supramax vessels and a combined cargo carrying capacity of
1,290,602 deadweight tons and an average age of approximately 10.3
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
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
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.
Star Bulk Carriers Corp.
c/o Star Bulk Management Inc.
40 Ag. Konstantinou Av.
Investor Relations / Financial Media:
Capital Link, Inc.
230 Park Avenue, Suite 1536
New York, NY 10169
Tel. (212) 661-7566
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