UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 29, 2017 (March 27, 2017)
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Eagle Bulk Shipping Inc. | ||
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(Exact name of registrant as specified in its charter)
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Republic of the Marshall Islands |
001-33831 |
98-0453513 |
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(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS employer identification no.) |
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300 First Stamford Place 5th Floor Stamford, CT 06902 (Address of principal executive offices, including zip code) | ||
(Registrant's telephone number, including area code): (203) 276-8100
(Former Name or Former Address, if Changed Since Last Report): None
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 8.01 |
Other Events. |
As previously disclosed on the Current Report on Form 8-K filed on March 1, 2017, Eagle Bulk Ultraco LLC, a wholly owned subsidiary of Eagle Bulk Shipping Inc. (the “Company”), entered into a framework agreement with Greenship Bulk Manager Pte. Ltd., as Trustee-Manager of Greenship Bulk Trust, a Norwegian OTC-listed entity (the “Sellers”), for the purchase of nine modern sister vessels built between 2012 and 2015 (each a “Vessel,” and collectively, the “Vessels”). Of the nine Vessels, three Vessels were subject to certain customary conditions as well as the approval of the requisite majority of the unitholders of the Sellers (the “Contingent Vessels”), which approval was obtained on March 27, 2017. The aggregate purchase price for the nine Vessels is $153.0 million.
On March 27, 2017, the Company issued a press release announcing that the required approvals for the Company to acquire the Contingent Vessels had been obtained. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number |
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Description |
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99.1 |
Press release, issued by Eagle Bulk Shipping Inc., dated March 27, 2017. |
SIGNATURES
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 hereunto duly authorized.
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EAGLE BULK SHIPPING INC. | |
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(registrant) | |
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Dated: March 29, 2017 |
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/s/ Frank De Costanzo |
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Name: |
Frank De Costanzo |
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Title: |
Chief Financial Officer |
EXHIBIT INDEX
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Exhibit Number |
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Description |
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99.1 |
Press release, issued by Eagle Bulk Shipping Inc., dated March 27, 2017. |
Exhibit 99.1
Eagle Bulk Shipping COMPLETES ACQUISITION OF 9 Ultramax Vessels
STAMFORD, CT, March 27, 2017 - Eagle Bulk Shipping Inc. (Nasdaq: EGLE) today announced the successful acquisition of three contingent vessels from Greenship Bulk. As originally announced on February 28, 2017, the Company reached a definitive agreement to purchase a minimum of 6 and up to 9 Crown-63 Ultramax dry bulk sister vessels for an aggregate price of $153M. Based on the approval earlier today from Greenship Bulk Trust, all nine vessels have now been confirmed.
Gary Vogel, Eagle Bulk's CEO, commented, “We are pleased to have been able to secure this fleet acquisition of 9 quality Ultramax vessels, and look forward to having them join Eagle’s fleet over the coming months.”
Eagle Bulk is naming all 9 vessels after Connecticut coastal towns, the home of Eagle’s headquarters:
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New Eagle Vessel Names |
Year Built |
Current Names under Greenship Ownership | |
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1 |
M/V WESTPORT EAGLE |
2015 |
JS Potomac |
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2 |
M/V FAIRFIELD EAGLE |
2013 |
JS Missouri |
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3 |
M/V GREENWICH EAGLE |
2013 |
JS Yukon |
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4 |
M/V MADISON EAGLE |
2013 |
JS Yangtse |
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5 |
M/V MYSTIC EAGLE |
2013 |
JS Tamise |
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6 |
M/V ROWAYTON EAGLE |
2013 |
JS Mekong |
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7 |
M/V SOUTHPORT EAGLE |
2013 |
JS Mississippi |
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8 |
M/V GROTON EAGLE |
2013 |
JS Narmada |
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9 |
M/V STONINGTON EAGLE |
2012 |
JS Garonne |
With the addition of these nine vessels, the Eagle Bulk fleet will consist of 50 owned vessels.
As previously announced, Eagle Bulk will report its financial results for the fourth quarter and full year ended December 31, 2016, after the close of stock market trading on Thursday, March 30th. Members of Eagle Bulk's senior management team will host a teleconference and webcast at 8:30 a.m. ET on Friday, March 31st to discuss the results.
About Eagle Bulk Shipping
Eagle Bulk Shipping Inc. is a Marshall Islands corporation headquartered in Stamford, Connecticut. Eagle Bulk owns one of the largest fleets of Supramax/Ultramax dry bulk vessels in the world. Supramax/ Ultramax vessels, which are constructed with on-board cranes, range in size from approximately 50,000 to 65,000 dwt. The Company transports a broad range of major and minor bulk cargoes, including but not limited to coal, grain, ore, pet coke, cement and fertilizer, along worldwide shipping routes.
Forward-Looking Statements
Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect management's current expectations and observations with respect to future events and financial performance. Where the Company expresses an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, the Company's forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by those forward-looking statements. The Company's actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including changes in the Company’s financial resources and operational capabilities and as a result of certain other factors listed from time to time in the Company's filings with the U.S. Securities and Exchange Commission. The Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Company Contact
Frank De Costanzo
Chief Financial Officer
Eagle Bulk Shipping Inc.
Tel. +1 203-276-8100
Media and Investor Contact
Jonathan Morgan or Alex Hinson
Perry Street Communications
212-741-0014
eagle@perryst.com
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