Star Bulk Carriers Corp. Files March 2024 6-K Report
Ticker: SBLK · Form: 6-K · Filed: Mar 15, 2024 · CIK: 1386716
Sentiment: neutral
Topics: 6-K, corporate-update, shipping
Related Tickers: SBLK
TL;DR
Star Bulk Carriers Corp. (SBLK) filed its March 6-K, referencing a Dec 2023 announcement. Standard update.
AI Summary
Star Bulk Carriers Corp. filed a Form 6-K on March 15, 2024, reporting information for the month of March 2024. The filing references a previous announcement on December 11, 2023, concerning Star Bulk and Star Infinity Corp. The company is incorporated in the Republic of the Marshall Islands and its principal executive offices are located in Athens, Greece.
Why It Matters
This filing provides routine updates for Star Bulk Carriers Corp., a significant player in the dry bulk shipping industry, offering transparency to investors regarding its ongoing operations and corporate actions.
Risk Assessment
Risk Level: low — This is a routine 6-K filing providing standard corporate information and referencing past announcements, with no immediate new material risks disclosed.
Key Players & Entities
- Star Bulk Carriers Corp. (company) — Registrant
- Star Infinity Corp. (company) — Related entity mentioned in filing
- March 15, 2024 (date) — Filing date
- December 11, 2023 (date) — Date of previous announcement referenced
FAQ
What is the primary purpose of this Form 6-K filing?
This Form 6-K is a Report of Foreign Private Issuer filed by Star Bulk Carriers Corp. pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934, for the month of March 2024.
When was the company previously mentioned in a related announcement?
The filing references a previous announcement made on December 11, 2023.
Where are Star Bulk Carriers Corp.'s principal executive offices located?
The principal executive offices are located at 40 Agiou Konstantinou Street, 15124 Maroussi, Athens, Greece.
Under which form does the registrant typically file annual reports?
The registrant indicates it files annual reports under cover of Form 20-F.
What is the company's Central Index Key (CIK)?
The company's Central Index Key is 0001386716.
Filing Stats: 2,624 words · 10 min read · ~9 pages · Grade level 18.9 · Accepted 2024-03-15 16:14:08
Filing Documents
- form6-k.htm (6-K) — 46KB
- ex23-1.htm (EX-23.1) — 2KB
- ex99-2.htm (EX-99.2) — 434KB
- 0000950157-24-000422.txt ( ) — 483KB
From the Filing
OF FOREIGN PRIVATE ISSUER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of March 2024 Commission File Number: 001-33869 STAR BULK CARRIERS CORP. (Translation of registrant's name into English) Star Bulk Carriers Corp. c/o Star Bulk Management Inc. 40 Agiou Konstantinou Street, 15124 Maroussi, Athens, Greece (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F Form 40-F INFORMATION CONTAINED IN THIS FORM 6-K REPORT As previously announced, on December 11, 2023, Star Bulk Carriers Corp., a Republic of the Marshall Islands corporation ("Star Bulk" or the "Company"), Star Infinity Corp., a Republic of the Marshall Islands corporation and wholly-owned subsidiary of Star Bulk ("Merger Sub"), and Eagle Bulk Shipping Inc., a Republic of the Marshall Islands corporation ("Eagle"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which Star Bulk and Eagle have agreed, subject to the terms and conditions of the Merger Agreement, to effect a stock-for-stock merger whereby Merger Sub will merge with and into Eagle, resulting in Eagle surviving the merger as a wholly owned subsidiary of Star Bulk (the "Eagle Merger"). The completion of the Eagle Merger is subject to the satisfaction or waiver of a number of conditions as set forth in the Merger Agreement. These include, among others, the approval and authorization of the Merger Agreement and the Eagle Merger at the Eagle shareholders special meeting scheduled for April 5, 2024. The Eagle Merger is expected to close in the first half of 2024, subject to the satisfaction or waiver of the closing conditions. This report on Form 6-K includes the following financial statements that are related to the Eagle Merger: (i) in exhibit 99.1, the audited consolidated balance sheets of Eagle as of December 31, 2023 and 2022 and the related audited consolidated statements of operations, statements of comprehensive income, statements of changes in stockholders' equity and statements of cash flows for the years ended December 31, 2023, 2022 and 2021, together with the notes thereto and the report of independent registered public accounting firm thereon. (ii) in exhibit 99.2, (i) the unaudited pro forma condensed combined balance sheet of the Company as of December 31, 2023, which gives effect to the Eagle Merger as if it had been consummated on December 31, 2023 (the "pro forma condensed combined balance sheet"), and (ii) the unaudited pro forma condensed combined income statement of the Company for the year ended December 31, 2023, which gives effect to the Eagle Merger as if it had been consummated on January 1, 2023 (the "pro forma condensed combined income statement" and, together with the pro forma condensed combined balance sheet, the "pro forma condensed combined financial information"). The unaudited pro forma condensed combined financial information is presented to illustrate the proposed merger of Star Bulk and Eagle. The pro forma condensed combined financial information is based upon, derived from, and should be read in conjunction with the following: (i) the historical audited consolidated financial statements of Star Bulk, which are available in Star Bulk's Annual Report on Form 20F for the fiscal year ended December 31, 2023, as filed with the U.S. Securities and Exchange Commission ("SEC") on March 13, 2024, and (ii) the historical audited consolidated financial statements of Eagle, which are available in Eagle's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the SEC on March 4, 2024. The unaudited pro forma condensed combined financial information has been prepared for illustrative purposes only and is not necessarily indicative of what the financial position or results of operations of Star Bulk, following the closing of the Eagle Merger (the "combined company"), actually would have been had the Eagle Merger occurred as of the dates indicated. In addition, the unaudited pro forma condensed combined financial information does not purport to project the future financial position or operating results of the combined company. Future results may vary significantly from the results reflected because of various factors. INCORPORATION BY REFERENCE The exhibits to this Form 6-K are hereby incorporated by reference into the registrant's Registration Statement on Form F-4 (File No. 333-276621), Registration Statements on Form F-3 (File Nos. 333-264226, 333-232765, 333-234125 and 333-252808) and Registration Statement on Form S-8 (File No. 333-176922), in each case to the extent not superseded by information subsequently filed or furnished (to the extent we expressly state that we incorporate such furnished in