Star Bulk Carriers, Eagle Bulk Shipping to combine in all-stock merger

Star Bulk Carriers (SBLK) and Eagle Bulk Shipping (EGLE) announced that the companies have entered into a definitive agreement to combine in an all-stock merger on a net asset value to net asset value, or NAV, basis with a pro forma market capitalization of approximately $2.1B. Under the terms of the agreement, which was unanimously approved by the boards of directors of both companies, Eagle shareholders will receive 2.6211 shares of Star Bulk common stock for each share of Eagle common stock owned. This represents a total consideration of approximately $52.60 per share, a 17% premium based on Eagle’s closing share price of $44.85 on December 8. Upon the close of the transaction, Star Bulk and Eagle shareholders will own approximately 71% and 29% of the combined company on a fully diluted basis, respectively. The combined company will be led by the current management team of Star Bulk and will be joined by certain senior executives of Eagle. Upon close, Petros Pappas will serve as CEO of the combined company and Spyros Capralos, current chairman of Star Bulk, will serve as chairman of the combined company’s board. One member of the Eagle Board will join the Star Bulk Board at closing. The combined company will operate as Star Bulk Carriers Corp. and will be headquartered in Athens, Greece, while maintaining offices in Stamford, Connecticut; Singapore; Copenhagen; and Limassol. The transaction is expected to close in the first half of 2024, subject to approval by Eagle shareholders, receipt of applicable regulatory approvals and satisfaction of other customary closing conditions.