SBLK 6-K
Star Bulk Carriers Corp. (SBLK)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2025
Commission
File Number
(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
Attached as Exhibit 99.1 to this Form 6-K is a Management’s Discussion and Analysis of Financial Condition and Results of Operations and the unaudited interim condensed consolidated financial statements of Star Bulk Carriers Corp. (the “Company”) as of June 30, 2025 and for the six months ended June 30, 2024 and 2025.
Attached as Exhibit 99.2 to this Form 6-K is a copy of the Company’s press release (the “Press Release”) announcing its unaudited financial and operating results for the Company's three and six months ended June 30, 2025, which was issued on August 6, 2025.
The information contained in Exhibit 99.1 of this Form 6-K is hereby incorporated by reference into the registrant’s Registration Statement on Form F-3 (File No. 333-286185) and Registration Statement on Form S-8 (File No. 333-176922), in each case to the extent not superseded by information subsequently filed or furnished (to the extent we expressly state that we incorporate such furnished information by reference) by the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, in each case as amended.
| i |
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING INFORMATION
This Form 6-K, and the documents to which the Company refers in this Form 6-K, as well as information included in oral statements or other written statements made or to be made by the Company, contain “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Exchange Act, with respect to our financial condition, results of operations and business and our expectations or beliefs concerning future events. Words such as, but not limited to, “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “targets,” “projects,” “likely,” “will,” “would,” “could,” “should,” “may,” “forecasts,” “potential,” “continue,” “possible” and similar expressions or phrases may identify forward-looking statements.
All forward-looking statements involve risks and uncertainties. The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within our control. Actual results may differ materially from expected results.
In addition, important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include:
| • | the possibility that the expected synergies and value creation from the Eagle Merger (as defined below) will not be realized, or will not be realized within the expected time period; |
| • | the possibility that additional unexpected costs or difficulties related to the integration of the Company and Eagle’s operations will be greater than expected; |
| • | general dry bulk shipping market conditions, including fluctuations in charter rates and vessel values; |
| • | the strength of world economies; |
| • | the stability of Europe and the Euro; |
| • | fluctuations in currencies, interest rates and foreign exchange rates; |
| • | business disruptions due to natural and other disasters or otherwise, such as the impact of any future epidemics; |
| • | the length and severity of epidemics and pandemics and their impact on the demand for seaborne transportation in the dry bulk sector; |
| • | changes in supply and demand in the dry bulk shipping industry, including the market for our vessels and the number of new buildings under construction; |
| • | the potential for technological innovation in the sector in which we operate and any corresponding reduction in the value of our vessels or the charter income derived therefrom; |
| • | changes in our expenses, including bunker prices, dry docking, crewing and insurance costs; |
| • | changes in governmental rules and regulations or actions taken by regulatory authorities; |
| • | the impact of current and potential additional trade tariffs on global trade and demand for dry bulk shipping; |
| • | potential liability from pending or future litigation and potential costs due to environmental damage and vessel collisions; |
| • | the impact of increasing scrutiny and changing expectations from investors, lenders, charterers and other market participants with respect to our Environmental, Social and Governance (“ESG”) practices; |
| • | our ability to carry out our ESG initiatives and thereby meet our ESG goals and targets; |
| • | new environmental regulations and restrictions, whether at a global level stipulated by the International Maritime Organization, and/or regional/national imposed by regional authorities such as the European Union or individual countries; |
| • | potential cyber-attacks which may disrupt our business operations; |
| • | general domestic and international political conditions or events, including “trade wars,” the ongoing conflict between Russia and Ukraine, the conflict between Israel and Hamas and related conflicts in the Middle East and the Houthi attacks in the Red Sea and the Gulf of Aden; |
| • | the impact on our common shares and reputation if our vessels were to call on ports located in countries that are subject to restrictions imposed by the U.S. or other governments; |
| • | our ability to successfully compete for, enter into and deliver our vessels under time charters or other employment arrangements for our existing vessels after our current charters expire and our ability to earn income in the spot market; |
| ii |
| • | potential physical disruption of shipping routes due to accidents, climate-related reasons (acute and chronic), political events, public health threats, international hostilities and instability, piracy or acts by terrorists; |
| • | the availability of financing and refinancing; |
| • | the failure of our contract counterparties to meet their obligations; |
| • | our ability to meet requirements for additional capital and financing to complete our newbuilding program and grow our business; |
| • | the impact of our indebtedness and the compliance with the covenants included in our debt agreements; |
| • | vessel breakdowns and instances of off-hire; |
| • | 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; |
| • | our ability to complete acquisition transactions as and when planned and upon the expected terms; |
| • | the impact of port or canal congestion or disruptions; and |
| • | the risk factors and other factors referred to in the Company's reports filed with or furnished to the U.S. Securities and Exchange Commission (“SEC”). |
Consequently, all of the forward-looking statements we make in this document are qualified by the information contained or referred to herein, including, but not limited to, (i) the information contained under this heading and (ii) the information disclosed in the Company’s annual report on Form 20-F for the fiscal year ended 2024, filed with the SEC on March 19, 2025.
You should carefully consider the cautionary statements contained or referred to in this section in connection with any subsequent written or oral forward-looking statements that may be issued by us or persons acting on our behalf. Except as required by law, the Company undertakes no obligation to update any of these forward-looking statements, whether as a result of new information, future events, a change in the Company’s views or expectations or otherwise, except as required by applicable law. New factors emerge from time to time, and it is not possible for the Company to predict all of these factors. Further, the Company cannot assess the impact of each such factor on its business or the extent to which any factor, or combination of factors, may cause actual results to be materially different from those contained in any forward-looking statement.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: August 7, 2025
| Star Bulk Carriers Corp. | ||||||
| By: | /s/ Simos Spyrou | |||||
| Name: Simos Spyrou | ||||||
| Title: Co-Chief Financial Officer | ||||||
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| v |
Exhibit 99.1
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following is a discussion of the financial condition and results of operations of Star Bulk Carriers Corp. (“Star Bulk”) for the six-month periods ended June 30, 2024 and 2025. Unless otherwise specified herein, references to the “Company,” “we,” “us” or “our” shall include Star Bulk and its subsidiaries. You should read the following discussion and analysis together with the unaudited interim condensed consolidated financial statements and related notes included elsewhere herein. For additional information relating to our management’s discussion and analysis of financial conditions and results of operations, please see our Annual Report on Form 20-F for the year ended December 31, 2024, which was filed with the U.S. Securities and Exchange Commission (the “Commission”) on March 19, 2025 (the “2024 Annual Report”). Unless otherwise defined herein, capitalized words and expressions used herein shall have the same meanings ascribed to them in the 2024 Annual Report. This discussion includes forward-looking statements which, although based on assumptions that we consider reasonable, are subject to risks and uncertainties which could cause actual events or conditions to differ materially from those currently anticipated and expressed or implied by such forward-looking statements.
Overview
We are a global shipping company providing worldwide seaborne transportation solutions in the dry bulk sector. Our vessels transport major bulks, which include iron ore, coal and grain, and minor bulks which include bauxite, fertilizers and steel products. We were incorporated in the Marshall Islands on December 13, 2006 and, on December 3, 2007, we commenced operations when we took delivery of our first vessel. We maintain offices in Athens, New York, Connecticut (Stamford) and Singapore. Our common shares trade on the Nasdaq Global Select Market under the symbol “SBLK.”
Eagle Merger
On April 9, 2024, we completed the merger with Eagle Bulk Shipping Inc. (“Eagle”) in an all-stock transaction (the “Eagle Merger”), which resulted in the issuance of 28,082,319 shares of our common stock. In addition, at the time of the Eagle Merger’s completion, 1,341,584 shares of our common stock were issued in exchange for the 511,840 loaned shares of Eagle common stock (the “Eagle loaned shares”) outstanding in connection with Eagle’s 5.00% Convertible Senior Notes due 2024 (the “Convertible Notes”). Upon the maturity date of the Convertible Notes on August 1, 2024, the issued 1,341,584 shares of our common stock were cancelled upon return and 5,971,284 shares of our common stock were issued for settlement of such Convertible Notes.
Our Fleet
During the first half of 2025, the previously announced sold vessels Star Omicron, Strange Attractor, Bittern, Puffin Bulker, Oriole and Star Canary were delivered to their new owners.
In addition, between January 1 and August 4, 2025, we agreed to sell the vessels Star Petrel, Star Georgia, Star Nighthawk, Star Runner, Star Danai, Star Goal, Star Sandpiper and Star Owl. The vessels Star Petrel, Star Georgia and Star Owl were delivered to their new owners in July 2025, while the remaining agreed to be sold vessels are expected to be delivered to their new owners by the end of 2025.
In connection with the vessel sales described above, during the third and fourth quarters of 2025, we expect to deliver eight vessels to their new owners (including three that were delivered in July 2025) and collect total gross proceeds of approximately $104.0 million. We also expect to make debt prepayments of approximately $18.9 million during the third quarter of 2025 in connection with these vessel sales.
On a fully delivered basis, taking into account the delivery of i) the vessels agreed to be sold (as further discussed above) and ii) our vessels under construction, as of August 4, 2025, our owned fleet consists of 142 operating vessels with an aggregate carrying capacity of approximately 14.2 million dwt, 97% of which are fitted with Exhaust Gas Cleaning Systems (“scrubbers”) consisting of Newcastlemax, Capesize, Mini Capesize, Post Panamax, Kamsarmax, Panamax, Ultramax and Supramax vessels.
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The following tables present summary information relating to our fleet as of August 4, 2025:
Operating Fleet:
| Date | |||||
| Wholly Owned Subsidiaries | Vessel Name | DWT | Delivered to Star Bulk | Year Built | |
| 1 | Sea Diamond Shipping LLC | Goliath | 209,537 | July 15, 2015 | 2015 |
| 2 | Pearl Shiptrade LLC | Gargantua | 209,529 | April 2, 2015 | 2015 |
| 3 | Star Ennea LLC | Star Gina 2GR | 209,475 | February 26, 2016 | 2016 |
| 4 | Coral Cape Shipping LLC | Maharaj | 209,472 | July 15, 2015 | 2015 |
| 5 | Star Castle II LLC | Star Leo | 207,939 | May 14, 2018 | 2018 |
| 6 | ABY Eleven LLC | Star Laetitia | 207,896 | August 3, 2018 | 2017 |
| 7 | Domus Shipping LLC | Star Ariadne | 207,812 | March 28, 2017 | 2017 |
| 8 | Star Breezer LLC | Star Virgo | 207,810 | March 1, 2017 | 2017 |
| 9 | Star Seeker LLC | Star Libra | 207,765 | June 6, 2016 | 2016 |
| 10 | ABY Nine LLC | Star Sienna | 207,721 | August 3, 2018 | 2017 |
| 11 | Clearwater Shipping LLC | Star Marisa | 207,709 | March 11 2016 | 2016 |
| 12 | ABY Ten LLC | Star Karlie | 207,566 | August 3, 2018 | 2016 |
| 13 | Star Castle I LLC | Star Eleni | 207,555 | January 3, 2018 | 2018 |
| 14 | Festive Shipping LLC | Star Magnanimus | 207,526 | March 26, 2018 | 2018 |
| 15 | New Era II Shipping LLC | Debbie H | 206,861 | May 28, 2019 | 2019 |
| 16 | New Era III Shipping LLC | Star Ayesha | 206,852 | July 15, 2019 | 2019 |
| 17 | New Era I Shipping LLC | Katie K | 206,839 | April 16, 2019 | 2019 |
| 18 | Cape Ocean Maritime LLC | Leviathan | 182,511 | September 19, 2014 | 2014 |
| 19 | Cape Horizon Shipping LLC | Peloreus | 182,496 | July 22, 2014 | 2014 |
| 20 | Star Nor I LLC | Star Claudine | 181,258 | July 6, 2018 | 2011 |
| 21 | Star Nor II LLC | Star Ophelia | 180,716 | July 6, 2018 | 2010 |
| 22 | Sandra Shipco LLC | Star Pauline | 180,274 | December 29, 2014 | 2008 |
| 23 | Christine Shipco LLC | Star Martha | 180,274 | October 31, 2014 | 2010 |
| 24 | Star Nor III LLC | Star Lyra | 179,147 | July 6, 2018 | 2009 |
| 25 | Star Regg V LLC | Star Borneo | 178,978 | January 26, 2021 | 2010 |
| 26 | Star Regg VI LLC | Star Bueno | 178,978 | January 26, 2021 | 2010 |
| 27 | Star Regg IV LLC | Star Marilena | 178,978 | January 26, 2021 | 2010 |
| 28 | Star Regg II LLC | Star Janni | 178,978 | January 7, 2019 | 2010 |
| 29 | Star Regg I LLC | Star Marianne | 178,906 | January 14, 2019 | 2010 |
| 30 | Star Trident V LLC | Star Angie | 177,931 | October 29, 2014 | 2007 |
| 31 | Global Cape Shipping LLC | Kymopolia | 176,990 | July 11, 2014 | 2006 |
| 32 | ABY Fourteen LLC | Star Scarlett | 175,649 | August 3, 2018 | 2014 |
| 33 | ABM One LLC | Star Eva | 106,659 | August 3, 2018 | 2012 |
| 34 | Nautical Shipping LLC | Amami | 98,681 | July 11, 2014 | 2011 |
| 35 | Majestic Shipping LLC | Madredeus | 98,681 | July 11, 2014 | 2011 |
| 36 | Star Sirius LLC | Star Sirius | 98,681 | March 7, 2014 | 2011 |
| 37 | Star Vega LLC | Star Vega | 98,681 | February 13, 2014 | 2011 |
| 38 | ABY II LLC | Star Aphrodite | 92,006 | August 3, 2018 | 2011 |
| 39 | Augustea Bulk Carrier LLC | Star Piera | 91,951 | August 3, 2018 | 2010 |
| 40 | Augustea Bulk Carrier LLC | Star Despoina | 91,951 | August 3, 2018 | 2010 |
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Operating Fleet - Continued:
| Date | |||||
| Wholly Owned Subsidiaries | Vessel Name | DWT | Delivered to Star Bulk | Year Built | |
| 41 | Star Nor IV LLC | Star Electra | 83,494 | July 6, 2018 | 2011 |
| 42 | Star Alta I LLC | Star Angelina | 82,981 | December 5, 2014 | 2006 |
| 43 | Star Alta II LLC | Star Gwyneth | 82,790 | December 5, 2014 | 2006 |
| 44 | Star Trident I LLC | Star Kamila | 82,769 | September 3, 2014 | 2005 |
| 45 | Star Nor VI LLC | Star Luna | 82,687 | July 6, 2018 | 2008 |
| 46 | Star Nor V LLC | Star Bianca | 82,672 | July 6, 2018 | 2008 |
| 47 | Grain Shipping LLC | Pendulum | 82,619 | July 11, 2014 | 2006 |
| 48 | Star Trident XIX LLC | Star Maria | 82,598 | November 5, 2014 | 2007 |
| 49 | Star Trident XII LLC | Star Markella | 82,594 | September 29, 2014 | 2007 |
| 50 | Star Trident IX LLC | Star Danai (2) | 82,574 | October 21, 2014 | 2006 |
| 51 | ABY Seven LLC | Star Jeannette | 82,566 | August 3, 2018 | 2014 |
| 52 | Star Sun I LLC | Star Elizabeth | 82,403 | May 25, 2021 | 2021 |
| 53 | Star Trident VIII LLC | Star Sophia | 82,269 | October 31, 2014 | 2007 |
| 54 | Star Trident XVI LLC | Star Mariella | 82,266 | September 19, 2014 | 2006 |
| 55 | Star Trident XIV LLC | Star Moira | 82,257 | November 19, 2014 | 2006 |
| 56 | Star Trident XVIII LLC | Star Nina | 82,224 | January 5, 2015 | 2006 |
| 57 | Star Trident X LLC | Star Renee | 82,221 | December 18, 2014 | 2006 |
| 58 | Star Trident II LLC | Star Nasia | 82,220 | August 29, 2014 | 2006 |
| 59 | Star Trident XIII LLC | Star Laura | 82,209 | December 8, 2014 | 2006 |
| 60 | Star Nor VIII LLC | Star Mona | 82,188 | July 6, 2018 | 2012 |
| 61 | Star Trident XVII LLC | Star Helena | 82,187 | December 29, 2014 | 2006 |
| 62 | Star Nor VII LLC | Star Astrid | 82,158 | July 6, 2018 | 2012 |
| 63 | Waterfront Two LLC | Star Alessia | 81,944 | August 3, 2018 | 2017 |
| 64 | Star Nor IX LLC | Star Calypso | 81,918 | July 6, 2018 | 2014 |
| 65 | Star Elpis LLC | Star Suzanna | 81,711 | May 15, 2017 | 2013 |
| 66 | Star Gaia LLC | Star Charis | 81,711 | March 22, 2017 | 2013 |
| 67 | Mineral Shipping LLC | Mercurial Virgo | 81,545 | July 11, 2014 | 2013 |
| 68 | Star Nor X LLC | Stardust | 81,502 | July 6, 2018 | 2011 |
| 69 | Star Nor XI LLC | Star Sky | 81,466 | July 6, 2018 | 2010 |
| 70 | Star Zeus VI LLC | Star Lambada | 81,272 | March 16, 2021 | 2016 |
| 71 | Star Zeus II LLC | Star Carioca | 81,262 | March 16, 2021 | 2015 |
| 72 | Star Zeus I LLC | Star Capoeira | 81,253 | March 16, 2021 | 2015 |
| 73 | Star Zeus VII LLC | Star Macarena | 81,198 | March 6, 2021 | 2016 |
| 74 | ABY III LLC | Star Lydia | 81,187 | August 3, 2018 | 2013 |
| 75 | ABY IV LLC | Star Nicole | 81,120 | August 3, 2018 | 2013 |
| 76 | ABY Three LLC | Star Virginia | 81,061 | August 3, 2018 | 2015 |
| 77 | Star Nor XII LLC | Star Genesis | 80,705 | July 6, 2018 | 2010 |
| 78 | Star Nor XIII LLC | Star Flame | 80,448 | July 6, 2018 | 2011 |
| 79 | Star Trident XX LLC | Star Emily | 76,417 | September 16, 2014 | 2004 |
| 80 | Cape Town Eagle LLC | Cape Town Eagle | 63,707 | April 9, 2024 | 2015 |
| 3 |
Operating Fleet - Continued:
| Date | |||||
| Wholly Owned Subsidiaries | Vessel Name | DWT | Delivered to Star Bulk | Year Built | |
| 81 | Vancouver Eagle LLC | Star Vancouver | 63,670 | April 9, 2024 | 2020 |
| 82 | Oslo Eagle LLC | Star Oslo | 63,655 | April 9, 2024 | 2015 |
| 83 | Rotterdam Eagle LLC | Star Rotterdam | 63,629 | April 9, 2024 | 2017 |
| 84 | Halifax Eagle LLC | Star Halifax | 63,618 | April 9, 2024 | 2020 |
| 85 | Helsinki Eagle LLC | Star Helsinki | 63,605 | April 9, 2024 | 2015 |
| 86 | Gibraltar Eagle LLC | Star Gibraltar | 63,576 | April 9, 2024 | 2015 |
| 87 | Valencia Eagle LLC | Star Valencia | 63,556 | April 9, 2024 | 2015 |
| 88 | Dublin Eagle LLC | Star Dublin | 63,550 | April 9, 2024 | 2015 |
| 89 | Santos Eagle LLC | Santos Eagle | 63,536 | April 9, 2024 | 2015 |
| 90 | Antwerp Eagle LLC | Star Antwerp | 63,530 | April 9, 2024 | 2015 |
| 91 | Sydney Eagle LLC | Star Sydney | 63,523 | April 9, 2024 | 2015 |
| 92 | Copenhagen Eagle LLC | Star Copenhagen | 63,495 | April 9, 2024 | 2015 |
| 93 | Hong Kong Eagle LLC | Star Hong Kong | 63,472 | April 9, 2024 | 2016 |
| 94 | Orion Maritime LLC | Idee Fixe | 63,458 | March 25, 2015 | 2015 |
| 95 | Shanghai Eagle LLC | Shanghai Eagle | 63,438 | April 9, 2024 | 2016 |
| 96 | Primavera Shipping LLC | Roberta | 63,426 | March 31, 2015 | 2015 |
| 97 | Success Maritime LLC | Laura | 63,399 | April 7, 2015 | 2015 |
| 98 | Singapore Eagle LLC | Star Singapore | 63,386 | April 9, 2024 | 2017 |
| 99 | Westport Eagle LLC | Star Westport | 63,344 | April 9, 2024 | 2015 |
| 100 | Hamburg Eagle LLC | Star Hamburg | 63,334 | April 9, 2024 | 2014 |
| 101 | Fairfield Eagle LLC | Star Fairfield | 63,301 | April 9, 2024 | 2013 |
| 102 | Greenwich Eagle LLC | Star Greenwich | 63,301 | April 9, 2024 | 2013 |
| 103 | Groton Eagle LLC | Star Groton | 63,301 | April 9, 2024 | 2013 |
| 104 | Madison Eagle LLC | Madison Eagle | 63,301 | April 9, 2024 | 2013 |
| 105 | Mystic Eagle LLC | Star Mystic | 63,301 | April 9, 2024 | 2013 |
| 106 | Rowayton Eagle LLC | Star Rowayton | 63,301 | April 9, 2024 | 2013 |
| 107 | Southport Eagle LLC | Star Southport | 63,301 | April 9, 2024 | 2013 |
| 108 | Stonington Eagle LLC | Star Stonington | 63,301 | April 9, 2024 | 2012 |
| 109 | Ultra Shipping LLC | Kaley | 63,283 | June 26, 2015 | 2015 |
| 110 | Stockholm Eagle LLC | Star Stockholm | 63,275 | April 9, 2024 | 2016 |
| 111 | Blooming Navigation LLC | Kennadi | 63,262 | January 8, 2016 | 2016 |
| 112 | Jasmine Shipping LLC | Mackenzie | 63,226 | March 2, 2016 | 2016 |
| 113 | New London Eagle LLC | Star New London | 63,140 | April 9, 2024 | 2015 |
| 114 | Star Lida I Shipping LLC | Star Apus | 63,123 | July 16, 2019 | 2014 |
| 115 | Star Zeus IV LLC | Star Subaru | 61,571 | March 16, 2021 | 2015 |
| 116 | Stamford Eagle LLC | Stamford Eagle | 61,530 | April 9, 2024 | 2016 |
| 117 | Star Nor XV LLC | Star Wave | 61,491 | July 6, 2018 | 2017 |
| 118 | Star Challenger I LLC | Star Challenger (1) | 61,462 | December 12, 2013 | 2012 |
| 119 | Star Challenger II LLC | Star Fighter (1) | 61,455 | December 30, 2013 | 2013 |
| 120 | Star Axe II LLC | Star Lutas | 61,347 | January 6, 2016 | 2016 |
| 4 |
Operating Fleet - Continued:
| Date | ||||||
| Wholly Owned Subsidiaries | Vessel Name | DWT | Delivered to Star Bulk | Year Built | ||
| 121 | Aurelia Shipping LLC | Honey Badger | 61,320 | February 27, 2015 | 2015 | |
| 122 | Rainbow Maritime LLC | Wolverine | 61,292 | February 27, 2015 | 2015 | |
| 123 | Star Axe I LLC | Star Antares | 61,258 | October 9, 2015 | 2015 | |
| 124 | Tokyo Eagle LLC | Star Tokyo | 61,225 | April 9, 2024 | 2015 | |
| 125 | ABY Five LLC | Star Monica | 60,935 | August 3, 2018 | 2015 | |
| 126 | Star Asia I LLC | Star Aquarius | 60,916 | July 22, 2015 | 2015 | |
| 127 | Star Asia II LLC | Star Pisces | 60,916 | August 7, 2015 | 2015 | |
| 128 | Nighthawk Shipping LLC | Star Nighthawk (2) | 57,809 | April 9, 2024 | 2011 | |
| 129 | Roadrunner Shipping LLC | Star Runner (2) | 57,809 | April 9, 2024 | 2011 | |
| 130 | Sandpiper Shipping LLC | Star Sandpiper(2) | 57,809 | April 9, 2024 | 2011 | |
| 131 | Crane Shipping LLC | Crane | 57,809 | April 9, 2024 | 2010 | |
| 132 | Egret Shipping LLC | Egret Bulker | 57,809 | April 9, 2024 | 2010 | |
| 133 | Gannet Shipping LLC | Gannet Bulker | 57,809 | April 9, 2024 | 2010 | |
| 134 | Grebe Shipping LLC | Grebe Bulker | 57,809 | April 9, 2024 | 2010 | |
| 135 | Ibis Shipping LLC | Ibis Bulker | 57,809 | April 9, 2024 | 2010 | |
| 136 | Jay Shipping LLC | Jay | 57,809 | April 9, 2024 | 2010 | |
| 137 | Kingfisher Shipping LLC | Kingfisher | 57,809 | April 9, 2024 | 2010 | |
| 138 | Martin Shipping LLC | Martin | 57,809 | April 9, 2024 | 2010 | |
| 139 | Star Lida IX Shipping LLC | Star Cleo | 56,582 | July 15, 2019 | 2013 | |
| 140 | Star Lida X Shipping LLC | Star Pegasus | 56,540 | July 15, 2019 | 2013 | |
| 141 | Golden Eagle Shipping LLC | Star Goal (2) | 55,989 | April 9, 2024 | 2010 | |
| 142 | Star Regg III LLC | Star Bright | 55,569 | October 10, 2018 | 2010 | |
| Total dwt | 14,074,806 | |||||
| (1) | Subject to a sale and leaseback financing transaction as further described in Note 7 to our consolidated financial statements included in the 2024 Annual Report. | |
| (2) | Vessels agreed to be sold, and expected to be delivered to their new owners as described in the section “Our Fleet” above. |
Vessels Under Construction:
In 2023, we entered into firm shipbuilding contracts for the construction of five 82,000 dwt Kamsarmax newbuilding vessels with expected deliveries between January 2026 and September 2026.
|
Wholly Owned Subsidiaries |
Vessel Name | DWT | Delivery Date | ||
| 1 | Star Thundera LLC | Hull No 15 | 82,000 | Qingdao Shipyard Co. Ltd. | January 2026 |
| 2 | Star Caldera LLC | Hull No 16 | 82,000 | Qingdao Shipyard Co. Ltd. | January 2026 |
| 3 | Star Affinity LLC | Hull No 23 | 82,000 | Qingdao Shipyard Co. Ltd. | July 2026 |
| 4 | Star Terra LLC | Hull No 17 | 82,000 | Qingdao Shipyard Co. Ltd. | July 2026 |
| 5 | Star Nova LLC | Hull No 18 | 82,000 | Qingdao Shipyard Co. Ltd. | September 2026 |
| Total dwt | 410,000 |
| 5 |
Long-Term Time Charter-In Vessels:
In addition, we have entered into long-term charter-in arrangements, the details of which are described in the below table.
| # | Name | DWT | Built | Yard | Country | Delivery Date | Minimum Period |
| 1 | Star Shibumi (1) | 180,000 | 2021 | JMU | Japan | November 30, 2021 | November 2028 |
| 2 | Star Voyager (1) | 82,000 | 2024 | Tsuneishi, Zhousan | China | January 11, 2024 | January 2031 |
| 3 | Stargazer (1) | 66,000 | 2024 | Tsuneishi, Cebu | Philippines | January 16, 2024 | January 2031 |
| 4 | Star Explorer (1) | 82,000 | 2024 | JMU | Japan | March 8, 2024 | March 2031 |
| 5 | Star Earendel (1) | 82,000 | 2024 | JMU | Japan | June 28, 2024 | June 2031 |
| 6 | Star Illusion (1) | 82,000 | 2024 | Tsuneishi, Zhousan | China | October 11, 2024 | October 2031 |
| 7 | Star Thetis (1) | 66,000 | 2024 | Tsuneishi, Cebu | Philippines | November 12, 2024 | November 2031 |
| 8 | Tai Stride (2) | 64,600 | 2022 | Oshima | Japan | April 9, 2024 | March 2026 |
| Total dwt | 704,600 |
| (1) | Recognized as right-of-use assets and corresponding lease liabilities as further described in Note 6 to our consolidated financial statements included in the 2024 Annual Report. | |
| (2) | Time charter-in agreement acquired as part of the Eagle Merger with a remaining duration of less than twelve months as of April 9, 2024. The Company subsequently exercised an extension option on the agreement; however, this agreement does not meet the criteria under ASC 842 to be recognized as a right-of-use asset. |
Liquidity and Capital Resources
Our principal sources of funds have been cash flow from operations, equity offerings, borrowings under secured credit facilities, debt securities or bareboat lease financings and proceeds from vessel sales. Our principal uses of funds have been capital expenditures to establish and grow our fleet, maintain the quality of our dry bulk carriers and comply with international shipping standards, environmental laws and regulations, fund working capital requirements, make principal and interest payments on outstanding indebtedness, make dividend payments when approved by the Board of Directors and fund share repurchases when our share price is trading at a significant discount to the estimated net liquidation value of our vessels.
Our short-term liquidity requirements include paying operating costs, funding working capital requirements and the short-term equity portion of the cost of vessel acquisitions, if any, our newbuilding program and vessel upgrades, interest and principal payments on short-term outstanding indebtedness and maintaining cash reserves to strengthen our position against adverse fluctuations in operating cash flows. Our primary source of short-term liquidity is cash generated from operating activities, available cash balances and portions from new debt and refinancings as well as equity financings.
Our medium- and long-term liquidity requirements are funding the equity portion of our newbuilding vessel installments and secondhand vessel acquisitions, if any, funding required payments under our vessel financing and other financing agreements and paying cash dividends when declared and funding share repurchases, when our share price is trading at a significant discount to the estimated net liquidation value of our vessels. Sources of funding for our medium- and long-term liquidity requirements include cash flows from operations, new debt and refinancings or lease financings, equity issuances and vessel sales. Please also refer to Note 12 to our unaudited interim condensed consolidated financial statements included elsewhere herein for further discussion on our contractual commitments as of June 30, 2025.
| 6 |
As of August 4, 2025, we had total cash and marketable securities of $408.2 million and outstanding borrowings (including lease financing agreements) of $1,120.9 million.
In July 2025, we early terminated the two existing interest rate swap agreements with ING Bank N.V., London Branch, which were originally set to mature in March 2026 and July 2026, and we received an amount of $0.8 million in aggregate, representing the valuation of the interest rate swaps on the termination date. Following their termination, no other outstanding interest rate swap agreements currently exist. Our cumulative net realized gain from all previously existing interest rate swaps entered into since 2020 amounted to $41.0 million.
Our debt agreements contain financial covenants and undertakings requiring us to maintain various ratios. A summary of these terms is included in Note 8 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
We believe that our current cash balance along with the net proceeds from the sale of vessels, described under the section “Our Fleet” above, and our operating cash flows to be generated over the short-term period will be sufficient to meet our known short-term and long-term liquidity requirements. These requirements include funding the operations of our fleet, capital expenditure requirements, including our commitments for the installation of Energy Saving Devices (“ESD”), telemetry equipment and other upgrades on our vessels, as well as the remaining contractual commitments for the five vessels under construction. Furthermore, in April 2025, we entered into an agreement with E.SUN Commercial Bank Ltd. for a loan facility of up to $130.0 million for the post-delivery financing of our vessels under construction. In addition, as of August 4, 2025, we have an aggregate amount of $115.0 million available for drawing under two revolving credit facilities entered into in May 2025 and June 2025 with ABN AMRO Bank N.V. and National Bank of Greece S.A., respectively, as described in Note 8 of our unaudited interim condensed consolidated financial statements included elsewhere herein.
We may seek additional indebtedness to finance future vessel acquisitions and our newbuilding program in order to maintain our cash position or to refinance our existing debt in more favorable terms. Our practice has been to fund the cash portion of the acquisition or construction cost of dry bulk carriers using a combination of funds from operations and bank debt or lease financing secured by mortgages or title of ownership on our dry bulk carriers held by the relevant lenders, respectively. We may also use the proceeds from potential equity or debt offerings to finance future vessel acquisitions. Our business is capital-intensive and its future success will depend on our ability to maintain a high-quality fleet through the acquisition and construction of newer dry bulk carriers and the selective sale of older dry bulk carriers. These acquisitions and newbuilding contracts will be principally subject to management’s expectation of future market conditions as well as our ability to acquire dry bulk carriers on favorable terms. However, our ability to obtain bank or lease financing, to refinance our existing debt or to access the capital markets for offerings in the future may be limited by our financial condition at the time of any such financing or offering, including the market value of our fleet, as well as by adverse market conditions resulting from, among other things, general economic conditions, prevailing interest rates, weakness in the financial and equity markets and contingencies and uncertainties that are beyond our control. Our liquidity is also impacted by our dividend policy, as discussed below.
Dividend Policy
Our dividend policy is described in Item 8. Financial Information-A. Consolidated statements and other financial information—Dividend Policy of our 2024 Annual Report.
On May 14, 2025, our Board of Directors decided to amend our previously approved dividend policy. Under the amended dividend policy, Star Bulk will pay a minimum quarterly dividend of $0.05 per share even if the quarterly “Cash Flow” (as defined in the dividend policy) would result in less or no dividend. The policy otherwise remains unchanged, including with respect to the Cash Flow definition and the limitations set out below.
On August 6, 2025, pursuant to our amended dividend policy, our Board of Directors declared a quarterly cash dividend of $0.05 per share, payable on or about September 10, 2025 to all shareholders of record as of August 28, 2025.
| 7 |
Since Star Bulk is a holding company with no material assets other than the shares of its subsidiaries through which it conducts its operations, Star Bulk’s ability to pay dividends in the future will depend on its subsidiaries’ ability to distribute funds to it. Any future dividends declared will be at the discretion and remain subject to approval of our Board of Directors each quarter after its review of our financial condition and other factors, including but not limited to our earnings, the prevailing charter market conditions, capital requirements, limitations under our debt agreements and applicable provisions of Marshall Islands law, which generally prohibits the payment of dividends other than from operating surplus or while a company is insolvent or would be rendered insolvent upon the payment of such dividend. Star Bulk’s dividend policy and declaration and payment of dividends may be changed at any time and are subject to available funds and our Board of Directors’ determination that each declaration and payment is at the time in the best interests of Star Bulk and its shareholders after its review of our financial performance. There can be no assurance that our Board of Directors will continue to declare or pay any dividend in the future.
Other Recent Developments
Please refer to Note 16 to our unaudited interim condensed consolidated financial statements included elsewhere herein for developments that took place after June 30, 2025.
Operating Results
Factors Affecting Our Results of Operations
We deploy our vessels on a mix of short to medium time charters or voyage charters, contracts of affreightment or in dry bulk carrier pools, according to our assessment of market conditions. We adjust the mix of these charters to take advantage of the relatively stable cash flow and high utilization rates associated with medium to long-term time charters, or to profit from attractive spot charter rates during periods of strong charter market conditions, or to maintain employment flexibility that the spot market offers during periods of weak charter market conditions. The following table reflects certain operating data of our fleet, including our ownership days and TCE rates, which we believe are important measures for analyzing trends in our results of operations, for the periods indicated:
| Six-month period ended June 30, | |||||
| (TCE rates expressed in U.S. Dollars) | 2024 | 2025 | |||
| Average number of vessels (1) | 134.2 | 149.2 | |||
| Number of vessels (2) | 156 | 145 | |||
| Average age of operational fleet (in years) (3) | 11.7 | 12.4 | |||
| Ownership days (4) | 24,420 | 26,998 | |||
| Available days (5) | 23,575 | 25,730 | |||
| Charter-in days (6) | 922 | 2,029 | |||
| Time Charter Equivalent Rate (TCE rate) (7) | $ | 19,420 | $ | 13,034 | |
____________________
| (1) | Average number of vessels is the number of vessels that constituted our owned fleet for the relevant period, as measured by the sum of the number of days each operating vessel was a part of our owned fleet during the period divided by the number of calendar days in that period. |
| (2) | As of the last day of each period reported. |
| (3) | Average age of our operational fleet is calculated as of the end of each period. |
| (4) | Ownership days are the total calendar days each vessel in the fleet was owned by us for the relevant period, including vessels subject to sale and leaseback transactions and finance leases. |
| (5) | Available days for the fleet are the Ownership days after subtracting off-hire days for major repairs, dry docking or special or intermediate surveys, change of management and vessels’ improvements and upgrades. Our method of computing Available Days may not necessarily be comparable to Available Days of other companies due to differences in methods of calculation. |
| (6) | Charter-in days are the total days that we charter-in third party vessels. |
| (7) | Time charter equivalent (“TCE”) rate represents the weighted average daily TCE rates of our operating fleet (including owned fleet and charter-in vessels). TCE rate is a measure of the average daily net revenue performance of our operating fleet. Our method of calculating TCE rate is determined by dividing (a) TCE revenues (“TCE Revenues”), which consists of voyage revenues (net of voyage expenses, charter-in hire expense, amortization of fair value of above/below market acquired time charter agreements, if any, as well as adjusted for the impact of realized gain/(loss) on forward freight agreements (“FFAs”) and bunker swaps) by (b) Available days for the relevant time period. Available days do not include the Charter-in days as per the relevant definitions provided above. In the calculation of TCE Revenues, we also include the realized gain/(loss) on FFAs and bunker swaps as we believe that this method better reflects the chartering result of our fleet and is more comparable to the method used by our peers. TCE Revenues and TCE rate, which are non-GAAP measures, provide additional meaningful information in conjunction with voyage revenues, the most directly comparable GAAP measure, because they assist our management in making decisions regarding the deployment and use of our vessels and because we believe that they provide useful information to investors regarding our financial performance. TCE rate is a standard shipping industry performance measure used primarily to compare period-to-period changes in a shipping company’s performance despite changes in the mix of charter types (i.e., voyage charters, time charters, bareboat charters and pool arrangements) under which its vessels may be employed between the periods. TCE Revenues and TCE rate, as presented below, may not necessarily be comparable to those of other companies due to differences in methods of calculation. |
| 8 |
The following table reflects the calculation of our TCE rates as discussed in footnote (7) above. The table presents reconciliation of TCE Revenues to voyage revenues as reflected in the unaudited interim condensed consolidated financial statements included elsewhere herein.
| Six-month period ended June 30, | |||||
| 2024 | 2025 | ||||
| (In thousands of U.S. Dollars, except as otherwise stated) | |||||
| Voyage revenues | $ | 612,265 | $ | 478,058 | |
| Less: | |||||
| Voyage expenses | (129,428) | (112,164) | |||
| Charter-in hire expenses | (16,993) | (33,210) | |||
| Realized gain/(loss) on FFAs/bunker swaps | (8,016) | 2,680 | |||
| Time charter equivalent revenues (“TCE Revenues”) | $ | 457,828 | $ | 335,364 | |
| Available days | 23,575 | 25,730 | |||
| Daily time charter equivalent rate (“TCE rate”) | $ | 19,420 | $ | 13,034 | |
Voyage Revenues
Voyage revenues are driven primarily by the number of vessels in our operating fleet, the duration of our charters, the number of charter-in days, the amount of daily charter hire or freight rates that our vessels earn under time and voyage charters, respectively, which, in turn, are affected by a number of factors, including our decisions relating to vessel acquisitions and disposals, the number of vessels chartered-in, the amount of time that we spend positioning our vessels, the amount of time that our vessels spend in dry dock undergoing repairs, maintenance and upgrade work, the age, condition and specifications of our vessels and levels of supply and demand in the seaborne transportation market.
Vessels operating on time charters for a certain period of time provide more predictable cash flows over that period of time, but can yield lower profit margins than vessels operating in the spot charter market during periods characterized by favorable market conditions. Vessels operating in the spot charter market generate revenues that are less predictable, but may enable us to capture increased profit margins during periods of improvements in charter rates, although we would be exposed to the risk of declining vessel rates, which may have a materially adverse impact on our financial performance. If we employ vessels on period time charters, future spot market rates may be higher or lower than the rates at which we have employed our vessels on period time charters.
Voyage Expenses
Voyage expenses may include port and canal charges, agency fees, fuel (bunker) expenses and brokerage commissions payable to related and third parties. Bunker expenses, port and canal charges primarily increase in periods during which vessels are employed on voyage charters because these expenses are paid by the owners.
Charter-in Hire Expenses
Charter-in hire expenses represent hire expenses for chartering-in third party vessels, either under time charters or voyage charters.
Vessel Operating Expenses
Vessel operating expenses include crew wages and related costs, the cost of insurance and vessel registry, expenses relating to repairs and maintenance, the cost of spares and consumable stores, tonnage taxes, regulatory fees, maintenance expenses, lubricants and other miscellaneous expenses. Other factors beyond our control, some of which may affect the shipping industry in general, including for instance, developments relating to market prices for crew wages, lubricants and insurance, may also cause these expenses to increase.
| 9 |
Dry Docking Expenses
Dry docking expenses relate to regularly scheduled intermediate survey or special survey dry docking necessary to preserve the quality of our vessels as well as to comply with international shipping standards and environmental laws and regulations. Dry docking expenses can vary according to the age of the vessel and its condition, the location where the dry docking takes place, shipyard availability and the number of days the vessel is under dry dock. We utilize the direct expense method, under which we expense all dry docking costs as incurred.
Depreciation
We depreciate our vessels on a straight-line basis over their estimated useful lives, which is determined to be 25 years from the date of their initial delivery from the shipyard. Depreciation is calculated based on a vessel’s cost less the estimated residual value. We estimate the salvage value of each vessel to be $400 per light weight ton.
Management Fees
Management fees include fees paid to third parties as well as related parties providing certain procurement services to our fleet.
General and Administrative Expenses
We incur general and administrative expenses, including our onshore personnel related expenses, directors’ and executives’ compensation, share based compensation, legal, consulting, audit and accounting expenses.
(Gain)/Loss on Forward Freight Agreements and Bunker Swaps, net
When deemed appropriate from a risk management perspective, we take positions in freight derivatives, including FFAs and freight options with an objective to utilize those instruments as economic hedges to reduce the risk on specific vessels trading in the spot market and to take advantage of short-term fluctuations in the market prices. Upon the settlement, if the contracted charter rate is less than the average of the rates for the specified route and time period, as reported by an identified index, the seller of the FFA is required to pay the buyer the settlement sum. The settlement amount is an amount equal to the difference between the contracted rate and the settlement rate, multiplied by the number of days in the specified period covered by the FFA. Conversely, if the contracted rate is greater than the settlement rate, the buyer is required to pay the seller the settlement sum. Our FFAs are settled mainly through reputable exchanges such as European Energy Exchange (“EEX”) or Singapore Exchange (“SGX”) so as to limit our exposure in over-the-counter transactions. Customary requirements for trading in FFAs include the maintenance of initial and variation margins based on expected volatility, open position and mark to market of the contracts. The fair value of the FFAs or freight options is treated as an asset or liability until they are settled with the change in their fair value being reflected in earnings. Any such settlements by us or settlements to us under FFAs or freight options, if any, are recorded under (Gain)/Loss on forward freight agreements and bunker swaps, net.
Also, when deemed appropriate from a risk management perspective, we enter into bunker swap contracts to manage our exposure to fluctuations of bunker prices associated with the consumption of bunkers by our vessels. Bunker swaps are agreements between two parties to exchange cash flows at a fixed price on bunkers, where volume, time period and price are agreed in advance. Our bunker swaps are settled mainly through reputable exchanges such as Intercontinental Exchange (“ICE”) so as to limit our counterparty exposure in over-the-counter transactions. Bunker price differentials paid or received under the swap agreements as well as changes in their fair value are recognized under (Gain)/Loss on forward freight agreements and bunker swaps, net.
The fair value of freight derivatives and bunker swaps is determined through Level 1 inputs of the fair value hierarchy (quoted prices from the applicable exchanges such as EEX, SGX or ICE). Our FFAs and bunker swaps do not qualify for hedge accounting and therefore unrealized gains or losses are recognized under (Gain)/Loss on forward freight agreements and bunker swaps, net.
Other Operational Gain
Other operational gain includes gain from all other operating activities which are not related to the principal activities of the Company, such as gain from insurance claims.
| 10 |
(Gain)/Loss on Sale of Vessels
(Gain)/Loss on sale of vessels represents net (gains)/losses from the sale of our vessels concluded during the period.
Interest and Finance Costs
We incur interest expense and financing costs in connection with our outstanding indebtedness under our existing loan facilities (including sale and leaseback financing transactions). We also incur financing costs in connection with establishing those facilities, which are presented as a direct deduction from the carrying amount of the relevant debt liability, and amortize them to interest and financing costs over the term of the underlying obligation using the effective interest method.
Interest Income
We earn interest income on our cash deposits with our lenders and other financial institutions.
Gain/(Loss) on Derivative Financial Instruments, net
We enter into interest rate
swap transactions to manage interest costs and risks associated with changing interest rates with respect to our variable interest loans
and credit facilities. Interest rate swaps are recorded in the balance sheet as either assets or liabilities, measured at their fair value
(Level 2), with changes in such fair value recognized in earnings under Gain/(Loss) on derivative financial instruments, net, unless specific
hedge accounting criteria are met. When interest rate swaps are designated and qualify as cash flow hedges, the effective portion of the
unrealized gains/losses from those swaps is recorded in Other Comprehensive Income/(Loss) while any ineffective portion is recorded under
“Gain/(loss) on derivative financial instruments, net”.
| 11 |
Results of Operations
The six-month period ended June 30, 2025 compared to the six-month period ended June 30, 2024
Voyage revenues net of Voyage expenses: Voyage revenues for the six months ended June 30, 2025 decreased to $478.1 million from $612.3 million in the corresponding period in 2024. TCE Revenues (as defined above) for the six months ended June 30, 2025 decreased to $335.4 million compared to $457.8 million for the corresponding period in 2024. The decrease in both Voyage revenues and TCE Revenues, despite the increase in the average number of vessels in our fleet to 149.2 from 134.2 during the relevant periods, is attributable to the significant decrease in charter rates. As a result, the TCE rate for the first half of 2025 was $13,034 compared to $19,420 for the corresponding period in 2024, which is indicative of the weaker market conditions prevailing during the recent period. Please refer to the table above for the calculation of the TCE Revenues and TCE rate and their reconciliation with Voyage Revenues, which is the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP.
Charter-in hire expenses: Charter-in hire expenses for the six months ended June 30, 2025 and 2024 were $33.2 million and $17.0 million, respectively. This increase is mainly attributable to the increase in charter-in days to 2,029 in the six months ended June 30, 2025 from 922 in the corresponding period in 2024.
Vessel operating expenses: For the six months ended June 30, 2025 and 2024, vessel operating expenses were $135.9 million and $126.7 million, respectively. The increase in our operating expenses was primarily due to the increase in the average number of vessels in our fleet to 149.2 from 134.2, as a result of the Eagle Merger.
Dry docking expenses: Dry docking expenses for the six months ended June 30, 2025 and 2024 were $45.7 million and $22.4 million, respectively. During the first half of 2025, 25 vessels completed their periodic dry-docking surveys, while during the corresponding period in 2024, 15 vessels completed their periodic dry docking surveys. In addition, $4.6 million in dry docking expenses were incurred during the six-month period ended June 30, 2025 relating to dry dockings scheduled for the third and fourth quarters of 2025, resulting in an overall increase in dry docking expenses.
Depreciation: Depreciation expense increased to $85.6 million for the six-month period ended June 30, 2025 compared to $75.5 million for the corresponding period in 2024. The increase is driven by the increase in the average number of vessels in our fleet to 149.2 from 134.2.
General and administrative expenses and Management fees: General and administrative expenses for the six-month periods ended June 30, 2025 and 2024 were $33.5 million and $30.2 million, respectively, which included the share-based compensation expense of $6.4 million for the first half of 2025 and $5.7 million for the corresponding period in 2024. Vessel management fees for the six-month period ended June 30, 2025 increased to $11.5 million compared to $8.7 million for the corresponding period in 2024. The increase in both general and administrative expenses and management fees is mainly attributable to the increase in the average number of vessels in our fleet, as described above.
(Gain)/Loss on forward freight agreements and bunker swaps, net: For the six-month period ended June 30, 2025, we incurred a net gain on FFAs and bunker swaps of $4.3 million, consisting of an unrealized gain of $1.6 million and a realized gain of $2.7 million. For the six-month period ended June 30, 2024, we incurred a net loss on FFAs and bunker swaps of $4.3 million, consisting of an unrealized gain of $3.7 million and a realized loss of $8.0 million.
Other operational gain: Other operational gain for the six-month period ended June 30, 2025, amounted to $13.7 million, mainly consisting of $2.3 million insurance proceeds pursuant to war risk insurance policy in connection with the prolonged detainment of one of our vessels in Ukraine in 2022, $9.2 million related to the write-off of previously recorded accruals and liabilities that the Company no longer expects to require settlement and $2.2 million derived from various insurance claims. Other operational gain for the six-month period ended June 30, 2024 amounted to $1.7 million and primarily derived from various insurance claims.
| 12 |
(Gain)/Loss on sale of vessels: Our results for the six-month period ended June 30, 2025, include an aggregate net loss of $8.7 million which resulted from the sale of vessels during the period, as discussed under the section “Our Fleet” above. For the six-month period ended June 30, 2024, a net gain of $22.9 million resulted from the completion of the sale of certain vessels.
Interest and finance costs net of interest income and other income/(loss): Interest and finance costs net of interest income and other income/(loss) for the six months ended June 30, 2025 and 2024 were $28.0 million and $38.8 million, respectively. The driving factor for this decrease was the significant decrease in our weighted average outstanding indebtedness, along with a lower weighted average interest rate in the six months ended June 30, 2025 compared to the six months ended June 30, 2024, which was partially offset by a $2.9 million decrease in swap interest income due to the fact that during the second quarter of 2025 none of our interest swaps were designated as cash flow hedges.
Cash Flows
Net cash provided by operating activities for the six months ended June 30, 2025 and 2024 was $103.0 million and $256.9 million, respectively. The decrease was primarily driven by increased expenses resulting from the increase in the average number of vessels in our fleet to 149.2 from 134.2, partially offset by lower interest and finance costs during the six months ended June 30, 2025 compared to the corresponding period in 2024, as well as lower TCE Revenues recognized during the six months ended June 30, 2025 due to lower charter rates resulting from weaker market conditions prevailing compared to the corresponding period in 2024.
Net cash provided by investing activities for the six months ended June 30, 2025 and 2024 was $59.8 million $292.5 million, respectively. The decrease was mainly attributable to lower vessel sale proceeds of $65.7 million in the first half of 2025 compared to $221.3 million in the first half of 2024 and to $104.3 million of cash acquired in connection with the Eagle Merger during the six-month period ended June 30, 2024. This was partially offset by $18.4 million less cash paid in the first half of 2025 for advances for vessels under construction and vessel upgrades, as well as by a $7.7 million increase in hull and machinery insurance proceeds received during the six months ended June 30, 2025 compared to the corresponding period in 2024.
Net cash used in financing activities for the six months ended June 30, 2025 and 2024 was $172.9 million and $325.6 million, respectively. The decrease was primarily driven by lower net debt outflows of $87.1 million in the first half of 2025 compared to $199.0 million in the corresponding period of 2024 and the lower dividends paid of $16.1 million in the first half of 2025 compared to $122.8 million in the corresponding period of 2024.
Significant Accounting Policies and Critical Accounting Estimates
For a description of all our significant accounting policies and our critical accounting estimates, see Note 2 to our audited financial statements and “Item 5. Operating and Financial Review and Prospects,” included in our 2024 Annual Report, as supplemented by Note 2 of the unaudited interim condensed consolidated financial statements included elsewhere herein. There have been no material changes from the “Critical Accounting Estimates” previously disclosed in our 2024 Annual Report.
| 13 |
STAR BULK CARRIERS
CORP.
INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
| F-1 |
STAR BULK CARRIERS CORP. (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
| December 31, 2024 | June 30, 2025 | ||||
| ASSETS | |||||
| CURRENT ASSETS | |||||
| Cash and cash equivalents | $ | |
$ | |
|
| Restricted cash, current (Notes 8 and 13) | |
|
|||
| Trade accounts receivable, net | |
|
|||
| Inventories (Note 4) | |
|
|||
| Due from managers | |
|
|||
| Due from (Note 3) | |
|
|||
| Prepaid expenses and other receivables | |
|
|||
| Derivatives, current asset portion (Note 13) | |
|
|||
| Accrued income | |
|
|||
| Other current assets (including nil and $ |
|
|
|||
| Vessel held for sale (Note 5) | |
|
|||
| Total Current Assets | |
|
|||
| FIXED ASSETS | |||||
| Advances for vessels under construction (Note 5) | |
|
|||
| Vessels and other fixed assets, net (Note 5) | |
|
|||
| Total Fixed Assets | |
|
|||
| OTHER NON-CURRENT ASSETS | |||||
| Long term investment (Note 3) | |
|
|||
| Restricted cash, non-current (Note 8) | |
|
|||
| Operating leases, right-of-use assets (Note 6) | |
|
|||
| Derivatives, non-current asset portion (Note 13) | |
|
|||
| Other non-current assets | |
|
|||
| TOTAL ASSETS | $ | |
$ | |
|
| LIABILITIES & SHAREHOLDERS' EQUITY | |||||
| CURRENT LIABILITIES | |||||
| Current portion of long-term bank loans & revolving facilities (Note 8) | $ | |
$ | |
|
| Lease financing short term (Note 7) | |
|
|||
| Accounts payable | |
|
|||
| Due to managers | |
|
|||
| Due to (Note 3) | |
|
|||
| Accrued liabilities | |
|
|||
| Operating lease liabilities, current (Note 6) | |
|
|||
| Derivatives, current liability portion (Note 13) | |
|
|||
| Deferred revenue | |
|
|||
| Other current liabilities | |
|
|||
| Total Current Liabilities | |
|
|||
| NON-CURRENT LIABILITIES | |||||
| Long-term bank loans &
revolving facilities, net of current portion and unamortized loan issuance costs of $ |
|
|
|||
| Lease financing long term,
net of unamortized lease issuance costs of $ |
|
|
|||
| Operating lease liabilities, non-current (Note 6) | |
|
|||
| Other non-current liabilities | |
|
|||
| TOTAL LIABILITIES | |
|
|||
| COMMITMENTS & CONTINGENCIES (Note 12) | |||||
| SHAREHOLDERS' EQUITY | |||||
Preferred Shares; $par value, authorized shares; issued or outstanding at December 31, 2024 and June 30, 2025, respectively (Note 9) |
|
|
|||
| Common Shares, $ par value, shares authorized; shares issued and outstanding as of December 31, 2024; issued and shares (net of treasury shares) outstanding as of June 30, 2025 (Note 9) | |
|
|||
| Additional paid in capital | |
|
|||
| Treasury shares (nil shares at December 31, 2024 and shares as of June 30, 2025) (Note 9) | ( | ||||
| Accumulated other comprehensive income/(loss) | |
|
|||
Accumulated deficit |
( |
( |
|||
| Total Shareholders' Equity | |
|
|||
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ | $ |
The accompanying
notes are an integral part of these unaudited interim condensed consolidated financial statements.
| F-2 |
| Table of Contents STAR BULK CARRIERS CORP. (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
| Six months ended June 30, | |||||
| 2024 | 2025 | ||||
| Revenues: | |||||
| Voyage revenues (Note 15) | $ | |
$ | | |
| Expenses/(Income) | |||||
| Voyage expenses (Note 3) | |
| |||
| Charter-in hire expenses (Note 6) | |
| |||
| Vessel operating expenses | |
| |||
| Dry docking expenses | |
| |||
| Depreciation (Note 5) | |
| |||
| Management fees (Note 3) | |
| |||
| General and administrative expenses (Note 3) | |
| |||
| Other operational loss | |
| |||
| Other operational gain (Note 14) | ( |
( | |||
| (Gain)/Loss on forward freight agreements and bunker swaps, net (Note 13) | |
( | |||
| (Gain)/Loss on sale of vessels (Note 5) | ( |
| |||
| Total operating expenses, net | |
| |||
| Operating income | |
| |||
| Other Income/ (Expenses): | |||||
| Interest and finance costs (Note 8) | ( |
( | |||
| Interest income and other income/(loss) | |
| |||
| Gain/(Loss) on derivative financial instruments, net (Note 13) | ( |
| |||
| Gain/(Loss) on debt extinguishment, net (Note 8 and 13) | ( |
( | |||
| Total other expenses, net | ( |
( | |||
| Income before taxes and equity in income/(loss) of investee | $ | |
$ | | |
| Income tax (expense)/refund | |
| |||
| Income before equity in income/(loss) of investee | |
| |||
| Equity in income/(loss) of investee (Note 3) | |
( | |||
| Net income | |
| |||
| Earnings per share, basic | $ | |
$ | | |
| Earnings per share, diluted | |
| |||
| Weighted average number of shares outstanding, basic (Note 10) | |
| |||
| Weighted average number of shares outstanding, diluted (Note 10) | |
| |||
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
| F-3 |
| Table of Contents STAR BULK CARRIERS CORP. (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
| Six months ended June 30, | |||||
| 2024 | 2025 | ||||
| Net income | $ | |
$ | | |
| Other comprehensive income / (loss): | |||||
| Unrealized gains / losses from cash flow hedges: | |||||
| Unrealized gain / (loss) from hedging interest rate swaps recognized in Other comprehensive income/(loss) before reclassifications | |
( | |||
| Unrealized gain / (loss) from hedging foreign currency forward contracts recognized in Other comprehensive income/(loss) before reclassifications | ( |
||||
| Unrealized gain / (loss) from investment in debt security recognized in Other comprehensive income/(loss) before reclassifications | |||||
| Less: | |||||
| Reclassification adjustments of interest rate swap gain/(loss) | ( |
( | |||
| Other comprehensive income / (loss) | ( |
( | |||
| Total comprehensive income / (loss) | $ | |
$ | ( | |
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
| F-4 |
| Table of Contents STAR BULK CARRIERS CORP. (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
| Common Stock | ||||||||||||||
| # of Shares | Par Value | Additional Paid-in Capital | Accumulated Other Comprehensive income/(loss) | Accumulated deficit |
Treasury Stock |
Total Shareholders' Equity | ||||||||
| BALANCE, January 1, 2024 | $ | $ | $ | $ | ( |
$ | $ | |||||||
| Net income | — | |
|
|
|
|
| |||||||
| Other comprehensive income / (loss) | — | |
( |
|
|
( | ||||||||
| Issuance of vested and non-vested shares and amortization of stock-based compensation | |
|
|
|
|
| ||||||||
| Dividends declared ($ per share) | — | |
|
|
( |
|
( | |||||||
| Offering Expenses | — | ( |
( | |||||||||||
| Issuance of common stock for Eagle Merger (Note 1) | |
|
|
|||||||||||
| Excess fair value of Convertible Notes (Note 1) | — | |||||||||||||
| BALANCE, June 30, 2024 | $ | |
$ | |
$ | $ | ( |
$ | |
$ | | |||
| BALANCE, January 1, 2025 | $ | $ | $ | $ | ( |
$ | $ | |||||||
| Net income | — | |
|
|
|
| ||||||||
| Other comprehensive income / (loss) | — | |
( |
|
( | |||||||||
| Issuance of vested and non-vested shares and amortization of share-based compensation (Note 9) | |
|
|
|
| |||||||||
| Dividends declared ($ per share) (Note 9) | — | |
|
|
( |
( | ||||||||
| Repurchase and cancellation of common shares, net (Note 9) | ( |
( |
( |
( | ||||||||||
| Repurchase of treasury stock | — | |
|
( |
( | |||||||||
| Sale of subsidiaries Cyprus & Germany | — | ( |
( |
|||||||||||
| BALANCE, June 30, 2025 | $ | |
$ | |
$ | $ | ( |
$ | ( |
$ | | |||
The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
| F-5 |
| Table of Contents STAR BULK CARRIERS CORP. (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
| Six months ended June 30, | |||||
| 2024 | 2025 | ||||
| Cash Flows from Operating Activities: | |||||
| Net income | $ | |
$ | | |
| Adjustments to reconcile net income to net cash provided by/(used in) operating activities: | |||||
| Depreciation | |
| |||
| Amortization of debt (loans & leases) issuance costs | |
| |||
| Noncash lease expense | |
| |||
| Gain/(Loss) on debt extinguishment, net | |
| |||
| (Gain)/Loss on sale of vessels | ( |
| |||
| Share-based compensation | |
| |||
| Change in fair value of derivatives | ( |
( | |||
| Other non-cash charges | ( |
( | |||
| Write-off of accruals and current liabilities | ( | ||||
| Gain on hull and machinery claims | ( |
( | |||
| Equity in income/(loss) of investee | ( |
| |||
| Changes in operating assets and liabilities: | |||||
| (Increase)/Decrease in: | |||||
| Trade accounts receivable | |
| |||
| Inventories | |
| |||
| Prepaid expenses and other receivables | ( |
| |||
| Derivatives asset | |
| |||
| Accrued income | |||||
| Due from related parties | |
| |||
| Due from managers | |
| |||
| Other non-current assets | ( |
||||
| Increase/(Decrease) in: | |||||
| Accounts payable | ( |
( | |||
| Operating lease liability | ( |
( | |||
| Due to related parties | ( |
( | |||
| Accrued liabilities | ( |
( | |||
| Due to managers | |
| |||
| Deferred revenue | |
( | |||
| Other current liabilities | |
| |||
| Net cash provided by / (used in) Operating Activities | |
| |||
| Cash Flows from Investing Activities: | |||||
| Advances for vessels acquisitions, vessels under construction & vessel upgrades and other fixed assets | ( |
( | |||
| Cash proceeds from vessel sales | |
| |||
| Investment in debt security | ( | ||||
| Cash acquired related to the Eagle Merger | |
| |||
| Hull and machinery insurance proceeds | |
| |||
| Net cash provided by / (used in) Investing Activities | |
| |||
| Cash Flows from Financing Activities: | |||||
| Proceeds from bank loans | |
| |||
| Loan and lease prepayments and repayments | ( |
( | |||
| Financing and debt extinguishment fees paid | ( |
( | |||
| Dividends paid | ( |
( | |||
| Offering expenses paid | ( |
| |||
| Repurchase of common shares & treasury stock | |
( | |||
| Net cash provided by / (used in) Financing Activities | ( |
( | |||
| Net increase/(decrease) in cash and cash equivalents and restricted cash | |
( | |||
| Cash and cash equivalents and restricted cash at beginning of period | |
| |||
| Cash and cash equivalents and restricted cash at end of period | $ | |
$ | | |
| SUPPLEMENTAL CASH FLOW INFORMATION: | |||||
| Cash paid during the period for: | |||||
| Interest, net of amount capitalized | $ | $ | |||
| Non-cash investing and financing activities: | |||||
| Shares issued in connection with Eagle Merger | |||||
| Vessel upgrades | |
| |||
| Assumed bank loans and Convertible notes debt related to Eagle Merger | |||||
| Right-of-use assets and lease obligations for charter-in contracts | |||||
| Unpaid costs of sale of vessels | |||||
| Reconciliation of (a) cash and cash equivalents, and restricted cash reported within the consolidated balance sheets to (b) the total amount of such items reported in the statements of cash flows: | |||||
| Cash and cash equivalents | $ | $ | |||
| Restricted cash, current | |||||
| Restricted cash, non-current | |||||
| Cash and cash equivalents and restricted cash at end of period shown in the statement of cash flows | $ | $ | |||
The accompanying notes
are an integral part of these unaudited interim condensed consolidated financial statements.
| F-6 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
1. Basis of Presentation and General Information:
Star Bulk Carriers
Corp. (“Star Bulk”) is a global shipping company providing worldwide seaborne transportation solutions in the dry bulk sector.
Star Bulk was incorporated in the Marshall Islands on
The unaudited interim condensed consolidated financial statements include the accounts of Star Bulk and its wholly owned subsidiaries (collectively, the “Company”) and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial information. Accordingly, they do not include all the information and notes required by U.S. GAAP for annual financial statements.
These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements for the year ended December 31, 2024 and, in the opinion of management, reflect all normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. Operating results for the six-month period ended June 30, 2025 are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2025.
The unaudited interim condensed consolidated financial statements presented in this report should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2024 included in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024 (the “2024 Annual Report”). The balance sheet as of December 31, 2024 has been derived from the audited consolidated financial statements as of that date, but, pursuant to the requirements for interim financial information, does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.
Unless otherwise defined herein, capitalized words and expressions used herein shall have the same meanings ascribed to them in the 2024 Annual Report.
As of June 30, 2025, the Company owned a
modern fleet of
| F-7 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
1. Basis of Presentation and General Information - continued:
Eagle Merger
On
At the Effective Time, each share of Eagle common stock issued and outstanding immediately prior to the Effective Time was cancelled in exchange for the right to receive shares of Star Bulk common stock, which resulted in the issuance of shares of Star Bulk common stock. In addition, at the time of the Eagle Merger’s completion, shares of Star Bulk common stock were issued in exchange for the loaned shares of Eagle common stock (the “Eagle loaned shares”) outstanding in connection with Eagle’s 5.00% Convertible Senior Notes due 2024 (the “Convertible Notes”). Upon the maturity date of the Convertible Notes on August 1, 2024, the issued shares of Star Bulk common stock were cancelled upon return and shares of Star Bulk common stock were issued for settlement of such Convertible Notes.
The results of operations of Eagle have been reflected in the Company’s consolidated income statement since the Effective Time. As a result, financial information of Eagle since April 9, 2024 is included in the unaudited interim condensed consolidated income statement for the six months ended June 30, 2024.
The following unaudited supplemental pro forma consolidated financial information reflects the results of operations for the six-month period ended June 30, 2024, as if the Eagle Merger had been consummated on January 1, 2023. These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of what operating results would have been had the Eagle Merger actually taken place on January 1, 2023. In addition, these results are not intended to be a projection of future results and do not reflect any synergies that might be achieved from the combined operations:
| Six-month period ended | ||
| June 30, 2024 | ||
| Pro forma voyage revenues | $ | |
| Pro forma operating income | ||
| Pro forma net income | ||
| Pro forma income per share, basic | ||
| Pro forma income per share, diluted | $ |
| F-8 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
2. Significant accounting policies and recent accounting pronouncements:
A summary of the Company’s significant accounting policies and recent accounting pronouncements is included in Note 2 to the Company’s consolidated financial statements included in the 2024 Annual Report. During the six months ended June 30, 2025, except for the accounting policy described below, there were no other significant changes to the Company’s significant accounting policies or recent accounting pronouncements issued that the Company expects to have a potential impact on its consolidated financial statements.
Available-for-Sale Debt Securities
In accordance with ASC 320, Investments—Debt Securities, debt securities that the Company does not intend to hold to maturity and that are not classified as trading are classified as available-for-sale (“AFS”). AFS securities are measured at fair value, with unrealized gains and losses recognized in Other Comprehensive Income/(Loss) and realized gains and losses reclassified in earnings when the securities are sold, mature, or are deemed impaired.
The Company evaluates its AFS debt securities for credit losses at least quarterly. The Company holds bonds issued by Attica Bank. As of June 30, 2025, no allowance for credit losses has been recorded on the AFS debt security, consistent with the Company’s assessment that the security is investment-grade and shows no indication of credit impairment. Interest income is accrued using the effective interest method and reported under Interest income and other income/(loss).
AFS securities are presented in the balance sheet as either current or non-current assets based on management’s intended use. AFS securities are classified as current assets when management intends to use the portfolio to fund current operations, regardless of whether disposal is planned within the next 12 months. Otherwise, they are classified as non-current assets.
3. Transactions with related parties:
Details of the Company’s transactions with related parties did not change in the six-month period ended June 30, 2025 and are discussed in Note 3 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
Transactions and balances with related parties are analyzed as follows:
Balance Sheets
| December 31, 2024 | June 30, 2025 | ||||
| Long term investment | |||||
| Interchart | $ | $ | |||
| Starocean | |||||
| CCL Pool | |||||
| Long term investment | $ | $ | |||
| Due from related parties | |||||
| Oceanbulk Maritime S.A. and its affiliates | |
| |||
| Starocean | |
| |||
| Due from related parties | $ | $ | |||
| Due to related parties | |||||
| Management and Directors Fees | | ||||
| Oceanbulk Maritime S.A. and its affiliates | |||||
| Iblea Ship Management Limited and its affiliates | | ||||
| Due to related parties | $ | $ |
| F-9 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
3. Transactions with related parties - continued:
Income statements
| Six months ended June 30, | |||||
| 2024 | 2025 | ||||
| Voyage expenses: | |||||
| Voyage expenses-Interchart | $ | ( |
$ | ( | |
| General and administrative expenses: | |||||
| Consultancy fees | $ | ( |
$ | ( | |
| Directors compensation | ( |
( | |||
| Office rent - Combine Marine Ltd. & Alma Properties | ( |
( | |||
| General and administrative expenses - Oceanbulk Maritime S.A. and its affiliates | ( |
||||
| Management fees: | |||||
| Management fees- Iblea Ship Management Limited | ( |
( | |||
| Equity in income/(loss) of investee | |||||
| Interchart | $ | $ | ( | ||
| Starocean | ( |
||||
4. Inventories:
The amounts shown in the consolidated balance sheets are analyzed as follows:
| December 31, 2024 | June 30, 2025 | ||||
| Lubricants | $ | |
$ | | |
| Bunkers | |
| |||
| Total | $ | |
$ | |
| F-10 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
5. Vessels and other fixed assets, net, Vessel held for sale and Advances for vessels under construction:
The amounts in the consolidated balance sheets are analyzed as follows:
| Cost | Accumulated depreciation | Net Book Value | ||||
| Balance, December 31, 2024 | $ | $ | ( |
$ | ||
| - Acquisition of vessels, vessel upgrades and other vessel costs | ||||||
| - Other fixed assets | ||||||
| - Vessel sales | ( |
( | ||||
| - Vessel transferred to held for sale | ( |
( | ||||
| - Depreciation for the period | ( |
( | ||||
| Balance, June 30, 2025 | $ | $ | ( |
$ |
During the six-month
period ended June 30, 2025, the Company decided to opportunistically sell certain vessels and renew its fleet. Specifically, Bittern
(which was actively marketed as of December 31, 2024), Star Omicron, Strange Attractor, Puffin Bulker, Star Canary, and Oriole
were agreed to be sold and delivered to their new owners
From the above-mentioned vessels agreed to be sold, only one vessel met the “held for sale” classification criteria as of June 30, 2025 and was reclassified under “Vessel held for sale” in the unaudited consolidated balance sheet. The vessel’s agreed sale price less costs to sell exceeded the vessel’s carrying amount on the date of its classification as held for sale; therefore, no impairment loss was recognized.
For the six-month period ended June 30, 2025, the Company recognized a net loss on sale of vessels
of $
As of June 30, 2025,
The amounts reported under “Acquisition of vessels, vessel upgrades and other vessel costs” in the table above, which were incurred during the six-month period ended June 30, 2025, mainly include costs related to the Company’s continued technical upgrades to its fleet, such as the installation of ballast water management systems (“BWTS”) and Energy Saving Devices (“ESD”).
| F-11 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
5. Vessels and other fixed assets, net, Vessel held for sale and Advances for vessels under construction - continued:
Advances for vessels under construction:
During
2023, the Company entered into five firm shipbuilding contracts with Qingdao Shipyard Co., Ltd. for the construction of five
The amounts shown in the consolidated balance sheets are analyzed as follows:
| Balance, December 31, 2024 | $ | |
| - Capitalized expenses | ||
| - Capitalized interest and finance costs | ||
| Balance, June 30, 2025 | $ |
As of June 30, 2025, the total aggregate remaining
contracted price, including scrubber installation costs, for the five vessels under construction was $
| F-12 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
6. Operating leases:
a) Time charter-in vessel agreements
The
carrying value of the assets and liabilities recognized on the balance sheet as of December
31, 2024 and June 30, 2025 in connection with the time charter-in vessel arrangements with an initial term exceeding 12 months
amounted to $
The time charter-in hire payments required to be made after June 30, 2025, for these outstanding operating lease liabilities are as follows:
| Twelve month periods ending | Amount | |
| June 30, 2026 | $ | |
| June 30, 2027 | | |
| June 30, 2028 | | |
| June 30, 2029 | | |
| June 30, 2030 | | |
| June 30, 2031 and thereafter | | |
| Total undiscounted lease payments | $ | |
| Discount based on incremental borrowing rate | ( | |
| Present value of lease liability | | |
| Operating lease liabilities, current | ||
| Operating lease liabilities, non-current |
The weighted average remaining lease term of these
charter-in vessel arrangements as of June 30, 2025 is
| F-13 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
6. Operating leases - continued:
b) Office rental arrangements
The carrying
value of the assets and liabilities recognized on the balance sheet as of December 31, 2024
and June 30, 2025 in connection with the office rental arrangements amounted to $
| Twelve month periods ending | Amount | |
| June 30, 2026 | $ | |
| June 30, 2027 | | |
| June 30, 2028 | | |
| June 30, 2029 | | |
| June 30, 2030 | | |
| June 30, 2031 and thereafter | | |
| Total undiscounted lease payments | $ | |
| Discount based on incremental borrowing rate | ( | |
| Present value of lease liability | $ | |
| Operating lease liabilities, current | ||
| Operating lease liabilities, non-current |
The weighted average remaining lease term of these
office rental arrangements as of June 30, 2025 is
| F-14 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
7. Lease financings:
Details of the Company’s lease financings are discussed in Note 7 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
The Company’s lease financings bear interest at Secured Overnight Finance Rate (“SOFR”) plus a margin. The corresponding interest expense of the Company’s bareboat lease financing activities is included within “Interest and finance costs” in the unaudited interim condensed consolidated income statements (Note 8).
The principal payments required to be made after June 30, 2025 for the Company’s outstanding finance lease obligations recognized on the balance sheet as of that date are as follows:
| Twelve month periods ending | Amount | |
| June 30, 2026 | $ | |
| June 30, 2027 | ||
| June 30, 2028 | ||
| June 30, 2029 | ||
| June 30, 2030 | ||
| June 30, 2031 and thereafter | ||
| Total bareboat lease minimum payments | $ | |
| Unamortized lease issuance costs | ( | |
| Total bareboat lease minimum payments, net | $ | |
| Lease financing short term | ||
| Lease financing long term, net of unamortized lease issuance costs |
8. Long-term bank loans & Revolving facilities:
Details of the Company’s credit facilities are discussed in Note 8 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report and supplemented by the new financing activities presented below.
New Financing activities during the six-month period ended June 30, 2025
i) ING $185,000 Facility:
On January 22, 2025, the Company entered
into a loan agreement with ING Bank N.V., London Branch (“ING”) for a loan amount of up to $
| F-15 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
8. Long-term bank loans & Revolving facilities - continued:
ii) Fubon $43,000 Facility:
On March 14,
2025, the Company entered into a loan agreement with Taipei Fubon Commercial Bank Co., Ltd. for a loan amount of up to $
iii) ESUN $130,000 Facility:
On April 10,
2025, the Company entered into a loan agreement with E.SUN Commercial Bank Ltd. for a loan amount of up to $
iv) ABN Revolving Facility:
On May 30, 2025,
the Company entered into an agreement with ABN AMRO Bank N.V. (“ABN AMRO”) for a senior secured revolving credit
facility in a principal amount of up to $
v) NBG Revolving Facility:
On June 25, 2025,
the Company entered into an agreement with National Bank of Greece S.A. (“NBG”) for a secured revolving credit facility in
a principal amount of up to $
| F-16 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
8. Long-term bank loans & Revolving facilities - continued:
Prepayments
In addition to the
scheduled repayments during the six-month period ended June 30, 2025 and in connection with the refinancing described above and the sale
of vessels described in Note 5, the Company prepaid the following amounts: i) $
As of December 31, 2024 and June 30, 2025,
the Company was required to maintain minimum liquidity, not legally restricted, of $
All of the Company’s bank loans
bear interest at
The principal payments required to be made after June 30, 2025 for the outstanding bank debt as of that date are as follows:
| Twelve month periods ending | Amount | |
| June 30, 2026 | $ | |
| June 30, 2027 | | |
| June 30, 2028 | | |
| June 30, 2029 | | |
| June 30, 2030 | | |
| June 30, 2031 and thereafter | | |
| Total Long-term bank loans & Revolving facilities | $ | |
| Unamortized loan issuance costs | ( | |
| Total Long-term bank loans & Revolving facilities, net | $ | |
| Current portion of long-term bank loans & Revolving facilities | | |
| Long-term bank loans & Revolving facilities, net of current portion and unamortized loan issuance costs | |
| F-17 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
8. Long-term bank loans & Revolving facilities - continued:
The amounts of “Interest and finance costs” included in the unaudited interim condensed consolidated income statements are analyzed as follows:
| Six months ended June 30, | |||||
| 2024 | 2025 | ||||
| Interest on financing agreements | $ | |
$ | | |
| Less: Interest capitalized | ( |
( |
|||
| Reclassification adjustments of interest rate swap loss/(gain) transferred to Interest and finance costs from Other Comprehensive Loss | ( |
( | |||
| Amortization of debt (loan & lease) issuance costs | |
| |||
| Other bank and finance charges | |
| |||
| Interest and finance costs | $ | |
$ | | |
During the six-month period ended June 30, 2025, in
connection with the loan prepayments described above, the Company wrote off an amount of $
9. Preferred and Common Shares and Additional Paid-in Capital:
Details of the Company’s preferred shares and common shares are discussed in Note 9 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
During the six-month period ended June 30, 2025, the Company issued common shares to the Company’s directors and employees in connection with its equity incentive plans discussed below and in Note 11 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
During the six months ended June 30, 2025, under the Share Repurchase Program, as described in the 2024 Annual Report, the Company repurchased common shares in open market transactions at an average price of $ per share for an aggregate consideration of $, including commissions. All repurchased shares under the Share Repurchase Program were cancelled and removed from the Company’s share capital as of June 30, 2025, except for common shares purchased for an aggregate consideration of $, including commissions, which were later cancelled and removed from the Company’s share capital in July 2025, and are presented under “Treasury shares” in the unaudited consolidated balance sheet as of June 30, 2025.
Pursuant to its dividend
policy, during the six-month period ended June 30, 2025, the Company declared and paid cash dividends of $
| F-18 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
The computation of basic earnings per share is based on the weighted average number of common shares outstanding for the six-month periods ended June 30, 2024 and 2025. The calculation of basic earnings per share does not consider the non-vested shares as outstanding until the time-based vesting restriction has lapsed. Diluted earnings per share gives effect to stock awards and restricted stock units using the treasury stock method, unless the impact is anti-dilutive.
Additionally, the Convertible Notes were not considered participating securities and were therefore excluded from the computation of basic earnings per share for the six months ended June 30, 2024. The Company also determined that, with respect to the Convertible Notes, the presumption of share settlement is not overcome. Accordingly, the Company applied the if-converted method and included the potential shares issuable upon conversion of the Convertible Notes in the calculation of diluted earnings per share for the six months ended June 30, 2024, except where the impact of such shares was anti-dilutive.
The Company calculates basic and diluted earnings per share as follows:
| Six months ended June 30, | ||||
| 2024 | 2025 | |||
| Income : | ||||
| Net income | $ | |
$ | |
| Basic earnings per share: | ||||
| Weighted average common shares outstanding, basic | |
| ||
| Basic earnings per share | $ | |
$ | |
| Effect of dilutive securities: | ||||
| Convertible Notes | ||||
| Dilutive effect of non vested shares | |
| ||
| Dilutive potential common shares | ||||
| Weighted average common shares outstanding, diluted | |
| ||
| Diluted earnings per share | $ | |
$ | |
| F-19 |
| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
Details of the Company’s equity incentive plans and share awards granted through December 31, 2024 are discussed in Note 11 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
In May 2025, the Company's Board of Directors adopted the 2025 Equity Incentive Plan (the “2025 Plan”) and reserved for issuance common shares thereunder. On May 7, 2025, all of the restricted common shares were granted to certain directors, officers and employees, of which restricted common shares vest in November 2025, restricted common shares vest in May 2026 and the remaining common shares vest in May 2028. The fair value of each share was $ based on the closing price of the Company’s common shares on the grant date.
The share-based compensation cost for the six-month periods ended June 30, 2024 and 2025, which is included under “General and administrative expenses” in the unaudited interim condensed consolidated income statements, amounted to $ and $, respectively.
A summary of the status of the Company’s non-vested restricted shares as of June 30, 2025 and the movement during the six-month period ended June 30, 2025 is presented below.
| Number of shares | Weighted Average Grant Date Fair Value | ||
| Unvested as at January 1, 2025 | $ | ||
| Granted | |||
| Vested | ( |
||
| Unvested as at June 30, 2025 | $ |
As of June 30, 2025, the estimated compensation cost relating to non-vested restricted share awards not yet recognized is $ and is expected to be recognized over the weighted average period of years. During the six-month period ended June 30, 2025, the Company paid $ for dividends to shareholders of non-vested shares.
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
12. Commitments and Contingencies:
a) Commitments:
The following tables set forth inflows and outflows related to the Company’s charter party arrangements and other commitments, as of June 30, 2025.
Charter party arrangements:
| Twelve month periods ending June 30, | |||||||||||||||||||||
| + inflows/ - outflows | Total | 2026 | 2027 | 2028 | 2029 | 2030 | 2031 and thereafter | ||||||||||||||
| Future, minimum, non-cancellable charter revenues (1) | $ | |
$ | |
$ | |
$ | |
$ | |
$ | |
$ | | |||||||
| Total | $ | |
$ | |
$ | |
$ | |
$ | |
$ | |
$ | | |||||||
___________________
| (1) |
Other commitments:
| Twelve month periods ending June 30, | |||||||||||||||||||||
| + inflows/ - outflows | Total | 2026 | 2027 | 2028 | 2029 | 2030 | 2031 and thereafter | ||||||||||||||
| Future minimum charter-in hire payments (1) | ( |
( |
|||||||||||||||||||
| Vessel BWTS upgrades and ESD (2) | ( |
( |
|
|
|
| |||||||||||||||
| Total | $ | ( |
$ | ( |
$ | |
$ | |
$ | |
$ | |
$ | | |||||||
_________________
| (1) |
| (2) |
The Company has outstanding commitments under vessel construction contracts as of June 30, 2025, as described in Note 5 “Vessels and other fixed assets, net, Vessel held for sale and Advances for vessels under construction”.
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
12. Commitments and Contingencies - continued:
b) Legal proceedings
Various claims, suits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, agents, insurance and other claims with suppliers relating to the operations of the Company’s vessels. The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure.
The Company is involved in non-material legal proceedings and may become involved in other legal matters arising in the ordinary course of its business, principally personal injury and property casualty claims. Generally, we expect that such claims would be covered by insurance, subject to customary deductibles.
Certain routine non-material commercial claims have been asserted against the Company, or by the Company against charterers, that relate to contractual disputes with certain of our charterers. The nature of these disputes involves disagreements over losses claimed by charterers, or by the Company, during or as a result of the performance of certain charters, including, but not limited to, delays in the performance of the charters and off-hire during the charters. The related legal proceedings are at various stages of resolution.
As part of the Eagle
Merger, the Company acquired a subsidiary involved in a legal case concerning environmental compliance. As previously disclosed, that
subsidiary has now pleaded guilty to one count alleging failure to maintain an accurate oil record book on board a vessel
in violation of The Act to Prevent Pollution from Ships (“APPS”), accepted to enter into the relevant plea agreement
(the “Agreement”), pay a fine of $
Currently, other than as disclosed above, management is not aware of, and has not accrued for, any such claims or contingent liabilities requiring disclosure in the unaudited interim condensed consolidated financial statements. In accordance with U.S. GAAP, the Company accrues for a contingent liability when it is probable that such a liability has been incurred and the amount of loss can be reasonably estimated.
The Company evaluates its outstanding legal proceedings to assess its contingent liabilities and adjusts such liabilities, as appropriate, based on management’s best judgment after consultation with counsel. There is no assurance that the Company’s contingent liabilities will not need to be adjusted in the future.
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
13. Fair value measurements and Hedging:
Fair value on a recurring basis:
Interest rate swaps
Details of the Company’s interest rate swaps are discussed in Note 18 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.
The following table summarizes the interest rate swaps in place as of June 30, 2025:
| Counterparty | Trading Date | Inception | Expiry | Fixed Rate | Initial Notional | Current Notional |
| ING | $ |
$ | ||||
| ING | $ |
$ |
The above interest
rate swaps were designated and qualified as cash flow hedges while they were in effect until March 31, 2025 and the effective portion
of the unrealized gains/losses from the above swaps (designated as cash flow hedges) was recorded in “Other Comprehensive Income/(Loss)”
until March 31, 2025. On April 1, 2025, these interest rate swaps were de-designated from cash flow hedges since they no longer
meet the hedging relationship criteria and the gain from the de-designated interest rate swaps amounting to $
In addition,
following the prepayment of the then existing ING Facility and SEB $39,000 Facility (Note 8), the Company early terminated the
following interest rate swap agreements: i) in
Freight Derivatives and Bunker Swaps
The results of the Company’s freight derivatives and bunker swaps for the six-month periods ended June 30, 2024 and 2025 and the valuation of their open positions as of December 31, 2024 and June 30, 2025 are presented in the tables below.
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
13. Fair value measurements and Hedging - continued:
Fair value on a recurring basis - continued:
The amounts of Gain / (Loss) on interest rate swaps, freight derivatives, foreign currency forward contracts and bunker swaps recognized in the unaudited interim condensed consolidated income statements are analyzed as follows:
| Six months ended June 30, | ||||
| 2024 | 2025 | |||
| Consolidated Income Statement | ||||
| Gain/(loss) on derivative financial instruments, net | ||||
| Realized gain/(loss) of de-designated accounting hedging relationship of interest rate swaps | |
| ||
| Unrealized gain/(loss) of de-designated accounting hedging relationship of interest rate swaps | ( |
| ||
| Realized gain/(loss) of foreign currency forward contracts | ||||
| Total Gain/(loss) recognized | $ | ( |
$ | |
| Interest and finance costs | ||||
| Reclassification adjustments of interest rate swap loss/(gain) transferred to Interest and finance costs from Other comprehensive income/(loss) | |
| ||
| Total Gain/(loss) recognized | $ | |
$ | |
| Gain/(Loss) on FFAs and bunker swaps, net | ||||
| Realized gain/(loss) on FFAs | ( |
| ||
| Realized gain/(loss) on bunker swaps | ( |
| ||
| Unrealized gain/(loss) on FFAs | |
| ||
| Unrealized gain/(loss) on bunker swaps | |
| ||
| Total Gain/(loss) recognized | $ | ( |
$ | |
The following table summarizes the valuation of the Company’s financial instruments as of December 31, 2024 and June 30, 2025, based on Level 1 quoted market prices in active markets.
| Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) | |||||||||
| December 31, 2024 | June 30, 2025 | ||||||||
| Balance Sheet Location | (not designated as cash flow hedges) | (designated as cash flow hedges) | (not designated as cash flow hedges) | (designated as cash flow hedges) | |||||
| ASSETS | |||||||||
| FFAs - current | Derivatives, current asset portion | $ | $ | $ | $ | ||||
| Bunker swaps - current | Derivatives, current asset portion | ||||||||
| Total | $ | $ | $ | $ | |||||
| LIABILITIES | |||||||||
| FFAs - current | Derivatives, current liability portion | $ | |
$ | $ | $ | |||
| Total | $ | $ | $ | $ | |||||
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
13. Fair value measurements and Hedging - continued:
Fair value on a recurring basis - continued:
Certain
of the Company’s derivative financial instruments discussed above require the Company to periodically post additional collateral
depending on the level of any open position under such financial instruments, which as of December 31, 2024 and June 30, 2025 amounted
to $
The following table summarizes the valuation of the Company’s derivative financial instruments as of December 31, 2024 and June 30, 2025, based on Level 2 observable market based inputs or unobservable inputs that are corroborated by market data.
| Significant Other Observable Inputs (Level 2) | |||||||||
| December 31, 2024 | June 30, 2025 | ||||||||
| Balance Sheet Location | (not designated as cash flow hedges) | (designated as cash flow hedges) | (not designated as cash flow hedges) | (designated as cash flow hedges) | |||||
| ASSETS | |||||||||
| Interest rate swaps - current | Derivatives, current asset portion | $ | |
$ | |
$ | |
$ | |
| Interest rate swaps - non-current | Derivatives, non-current asset portion | |
|
|
| ||||
| Total | $ | |
$ | |
$ | |
$ | | |
The carrying values of temporary cash investments, restricted cash, accounts receivable and accounts payable approximate their fair value due to the short-term nature of these financial instruments. The fair value of long-term bank loans, revolving facilities and lease financings (Level 2), bearing interest at variable interest rates, approximates their recorded values as of June 30, 2025 due to the variable interest rate nature thereof.
Investment in debt security
In June 2025, the Company acquired a Tier 2
subordinated bond issued by Attica Bank with a principal amount of €
The bond is classified as an available-for-sale (“AFS”) debt security under U.S. GAAP in accordance with ASC 320. The investment is included under “Other current assets” in the consolidated balance sheet as of June 30, 2025 and the unrealized gain/loss of the AFS Debt security is recorded in “Other Comprehensive Income/(Loss)”.
The amortized cost and fair value of AFS debt security, based on its quoted price in active market (Level 1), as of June 30, 2025, are summarized as follows:
| June 30, 2025 | |||||||
| Balance Location | Amortized Cost | Unrealized gain/(loss) | Fair Value | ||||
| AFS Debt Security | Other current assets | $ | $ | $ | |||
| Total | $ | $ | $ | ||||
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
14. Other operational gain:
During the six-month period ended June 30, 2025,
the Company recorded a gain of $
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
15. Voyage revenues:
The following table shows the voyage revenues earned from time charters, voyage charters and pool agreements for the six-month periods ended June 30, 2024 and 2025, as presented in the unaudited interim condensed consolidated income statements:
| Six months ended June 30, | ||||
| 2024 | 2025 | |||
| Time charters | $ | $ | ||
| Voyage charters | ||||
| Pool revenues | ( |
|||
| $ | $ | |||
As of June
30, 2025, trade accounts receivable from voyage charter agreements decreased to $
Further, as of June
30, 2025, capitalized contract fulfilment costs which are recorded under “Other
current assets” decreased by $
Under ASC 606, unearned
voyage charter revenue represents the consideration received for undelivered performance obligations. The Company recorded $
The amount
invoiced to charterers in connection with the additional revenue for scrubber-fitted vessels under time-charter contracts (included
within “Time charters” in the above table) was $
Demurrage
income for the six-month periods ended June 30, 2024 and 2025 amounted to $
The adjustment to
Company’s revenues from the vessels operating in the CCL Pool, deriving from the allocated pool result for those vessels as determined
in accordance with the agreed-upon formula, for the six-month periods ended June 30, 2024 and 2025 was $(
As discussed in Note 1, during the six-month periods
ended June 30, 2024 and 2025, respectively, the Company chartered-in a number of third-party vessels
to increase its operating capacity in order to satisfy its clients’ needs. Revenues generated from those charter-in vessels
during the six-month periods ended June 30, 2024 and 2025 amounted to $
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| Table of Contents STAR BULK CARRIERS CORP. June 30, 2025 (Expressed in thousands of U.S. dollars except for share and per share data, unless otherwise stated) |
16. Subsequent Events:
| a) | On July 7, 2025, the Company agreed to sell the vessels Star Owl, which was delivered to its new
owners on |
| b) | On |
| c) | In July 2025, the Company early terminated
its existing interest rate swap agreements with ING (Note 13), and received a total amount
of $ |
| d) | Pursuant to the Share Repurchase Program in July 2025, the Company repurchased shares in open market transactions at an average price of $ per share for an aggregate consideration of $. |
| e) | On August 6, 2025, the Company’s Board of Directors
declared a quarterly cash dividend of $ per share, payable on or about |
| f) | On August 6, 2025, the Company’s Board of Directors cancelled the previous share repurchase program under which $ was still outstanding to be repurchased and authorized a new share repurchase program, with similar terms, of up to an aggregate of $ (together with the previous authorized share repurchase programs, the “Share Repurchase Program”). The timing and amount of any repurchases will be in the sole discretion of the Company’s management team, and will depend on legal requirements, market conditions, the share price, alternative uses of capital and other factors. The Company is not obligated under the terms of the Share Repurchase Program to repurchase any of its common shares. The Share Repurchase Program has no expiration date and may be suspended or terminated by the Company’s Board of Directors at any time without prior notice. Common shares purchased as part of this program will be cancelled by the Company. |
| F-28 |