Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Attached as Exhibit 99.1 to this Form 6-K is a copy of the press
release (the “Press Release”) of Star Bulk Carriers Corp. (the “Company”) announcing its unaudited financial
and operating results for the three and six months ended June 30, 2026, which was issued on August 5, 2026.
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,” “would,” “will,” “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:
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 December 31, 2025, filed with the SEC on March 19, 2026.
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.
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.
Exhibit
99.1

STAR
BULK CARRIERS CORP. REPORTS ITS STRONGEST QUARTERLY RESULTS SINCE THE SECOND QUARTER OF 2022
NET
PROFIT OF $144.9 MILLION FOR THE SECOND QUARTER OF 2026
QUARTERLY
DIVIDEND OF $0.90 PER SHARE DECLARED
ATHENS,
GREECE, August 5, 2026 – Star Bulk Carriers Corp. (the “Company” or “Star Bulk”) (Nasdaq: SBLK), a
global shipping company focusing on the transportation of dry bulk cargoes, today announced its unaudited financial and operating results
for the second quarter of 2026. Unless otherwise indicated or unless the context requires otherwise, all references in this press release
to “we,” “us,” “our,” or similar references, mean Star Bulk Carriers Corp. and, where applicable,
its consolidated subsidiaries.
Financial
Highlights
(Expressed
in thousands of U.S. dollars,
except
for daily rates and per share data) |
Second
quarter
2026 |
Second
quarter
2025 |
Six
months ended
June
30, 2026 |
Six
months ended
June
30, 2025 |
| |
|
|
|
|
| Voyage
Revenues |
$357,412 |
$247,408 |
$638,564 |
$478,058 |
| Net
income |
$144,949 |
$39 |
$203,481 |
$501 |
| Adjusted
Net income (1) |
$134,751 |
$13,179 |
$197,783 |
$5,441 |
| Net
cash provided by operating activities |
$149,889 |
$54,493 |
$262,275 |
$103,001 |
| EBITDA
(2) |
$194,829 |
$55,857 |
$304,567 |
$113,849 |
| Adjusted
EBITDA (2) |
$184,219 |
$68,946 |
$298,558 |
$117,916 |
| Earnings
per share basic |
$1.30 |
$0.00 |
$1.83 |
$0.00 |
| Earnings
per share diluted |
$1.30 |
$0.00 |
$1.82 |
$0.00 |
| Adjusted
earnings per share basic (1) |
$1.21 |
$0.11 |
$1.78 |
$0.05 |
| Adjusted
earnings per share diluted (1) |
$1.21 |
$0.11 |
$1.77 |
$0.05 |
| Dividend
per share for the relevant period |
$0.90 |
$0.05 |
$1.40 |
$0.10 |
| Average
Number of Vessels |
134.3 |
147.6 |
134.8 |
149.2 |
| TCE
Revenues (3) |
$284,600 |
$176,086 |
$498,725 |
$335,364 |
| Daily
Time Charter Equivalent Rate “TCE”) (3) |
$24,486 |
$13,624 |
$21,495 |
$13,034 |
| Daily
OPEX per vessel (4) |
$5,265 |
$5,059 |
$5,168 |
$5,034 |
| Daily
OPEX per vessel (as adjusted) (4) |
$5,180 |
$4,928 |
$5,113 |
$4,913 |
| Daily
Net Cash G&A expenses per vessel (5) |
$1,362 |
$1,349 |
$1,368 |
$1,334 |
| (1) |
Adjusted Net income, Adjusted
earnings per share basic and diluted are non-GAAP measures. Please see EXHIBIT I at the end of this release for a reconciliation
to Net income and earnings per share basic and diluted, which are the most directly comparable financial measures calculated and
presented in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), as well as
for the definition of each measure. |
| (2) |
EBITDA and Adjusted EBITDA are non-GAAP
liquidity measures. Please see EXHIBIT I at the end of this release for a reconciliation of EBITDA and Adjusted EBITDA to Net Cash
Provided by / (Used in) Operating Activities, which is the most directly comparable financial measure calculated and presented in
accordance with U.S. GAAP, as well as for the definition of each measure. To derive Adjusted EBITDA from EBITDA, we exclude certain
non-cash gains / (losses). |
| (3) |
Daily Time Charter Equivalent (“TCE”)
Rate is a non-GAAP metric, and TCE Revenues is a non-GAAP measure. Please see EXHIBIT I at the end of this release for a reconciliation
to Voyage Revenues, which is the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP.
The definitions of TCE Rate and TCE Revenues are provided in footnote (7) to the Summary of Selected Data table below. |
| (4) |
Daily OPEX per vessel is calculated by
dividing vessel operating expenses by Ownership days (defined below). Daily OPEX per vessel (as adjusted) is calculated by dividing
vessel operating expenses excluding pre-delivery expenses for each vessel on acquisition or change of management, if any, by Ownership
days. In future periods, we may incur expenses that are the same as or similar to those previously excluded (as described above). |
| (5) |
Daily Net Cash G&A expenses per vessel
is calculated by (1) adding the Management fee expense to the General and Administrative expenses, net of share-based compensation
expense and other non-cash charges and (2) then dividing the result by the sum of Ownership days and Charter-in days (defined
below). Please see EXHIBIT I at the end of this release for a reconciliation to General and administrative expenses, which is the
most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. |
Petros
Pappas, Chief Executive Officer of Star Bulk, commented:
“The
dry bulk market continued to be strong during the second quarter of 2026, and Star Bulk again converted that strength into compelling
results. We generated Net Income of $144.9 million, EBITDA of $194.8 million, and a TCE of $24,486 per vessel per day – our most
profitable quarter since the second quarter of 2022 — underscoring the earnings power of our commercial and technical platform.
Our
cost efficiency and capital return policy remain at the center of how we create value. With a full dividend payout policy in place, the
Board has approved a dividend of $0.90 per share, distributing our entire operating cash flow after capex and debt service and marking
our 22nd consecutive dividend payment since 2021. Combined with one of the lowest cost structures in the sector — daily OPEX of
$5,265 and net cash G&A of $1,362 per vessel in Q2 — we aim for every dollar of rate improvement to flow through to our shareholders.
Since 2021, we will have returned over $2.15 billion through dividends and buybacks.
During
Q2, we took delivery of three previously ordered high-spec Kamsarmax newbuildings with another five scheduled through H2 2026, and sold
three older vessels, capitalizing on present firm asset values. We have also fitted 88% of our vessels with Energy Saving Devices, and
optimized hull performance through use of silicone paints and hull-cleaning robots. These fleet renewals and efficiency improvements
reduce our fleet’s fuel consumption, lower our emissions and strengthen our competitiveness.
The
outlook remains constructive. The supply-and-demand balance that drove first-half performance is still intact, and we are optimistic
about the balance of the year. With significant operating leverage across a diverse fleet of 138 vessels on a fully delivered basis,
a full payout capital allocation policy, and one of the strongest balance sheets in the industry, Star Bulk remains well positioned to
continue creating value for its shareholders.”
Recent
Developments
Declaration
of Dividend
On
August 5, 2026, our Board of Directors declared a quarterly cash dividend of $0.90 per share, payable on or about September 3, 2026 to
all shareholders of record as of August 21, 2026.
Fleet
Update
Vessels’
S&P
As
previously announced, the sales of the vessels Star Scarlett and Star Mariella, were completed on April 21 and May 13,
2026, respectively. During the second quarter of 2026, we agreed to sell the vessels Star Eva, Star Moira and Pendulum.
Star Moira and Pendulum were delivered to their new owners in June and July 2026, respectively while Star Eva is
expected to be delivered during the third quarter of 2026.
In
connection with the sales mentioned above, in the second quarter of 2026 we collected sales proceeds of approximately $60.2 million,
net of commissions and we made debt prepayments of approximately $9.9 million, while in the third quarter, we expect to collect sale
proceeds of approximately $31.5 million, net of commissions.
Overall,
we expect to collect a total amount of approximately $70.3 million, net of commissions and debt prepayments from the aforementioned vessel
sales.
Newbuilding
Vessel Program Update
Within
the second quarter of 2026, we took delivery of three out of the eight newbuilding vessels. The Star Evelina and the Star Emma
were delivered in May 2026 and the Star Ellie was delivered in June 2026. As of June 30, 2026, we have paid a total amount of
approximately $164.9 million in pre-delivery and delivery installments related to the eight newbuilding vessels and have a total amount
of approximately $122.0 million payable for capital expenditures related to the remaining five newbuilding vessels. Based on the current
delivery schedule of the vessels, we expect to take delivery of two vessels in the third quarter of 2026 and three vessels in the fourth
quarter of 2026.
Financing
In
May 2026, the previously announced extension of the ABN Revolving Facility was executed and the availability period extended until May
2027.
On
May 28, 2026, following the deliveries of the vessels Star Emma and Star Evelina, as discussed above, we drew an amount
of $52.0 million under the ESUN $130.0 million Facility in order to finance the delivery installments. The ESUN $130.0 million Facility
matures seven years after the drawdown and is secured by first-priority mortgages on the two vessels.
In
June 2026, we signed the Fubon $80.0 million Facility, as previously announced, and an amount of $80.0 million was drawn on June 10,
2026. The Fubon $80.0 million Facility matures seven years after the drawdown and is secured by first-priority mortgages on two vessels.
In
June 2026, we also received a credit approval from BNP Paribas for a Japanese Operating Lease with Call Option (“JOLCO”)
for the newbuilding Star Kyra for an amount up to $35.2 million. The execution of the JOLCO transaction is subject to customary
definitive documentation for similar transactions of this nature.
Upon
the completion of the aforementioned refinancings and prepayments, we will have 29 unencumbered vessels.
Vessel
Employment Overview
Our TCE
rate per day1 per main vessel category was as follows:
| |
Second
quarter
2026 | |
Six
months ended
June
30, 2026 |
| |
| |
|
| Capesize
/ Newcastlemax Vessels: |
$ 36,759 | |
$ 31,739 |
| Post
Panamax / Kamsarmax Vessels: |
$ 20,400 | |
$ 18,088 |
| Ultramax
/ Supramax Vessels: |
$ 20,270 | |
$ 18,184 |
Amounts
shown throughout the press release and variations in period–over–period comparisons are derived from the actual unaudited
numbers in our books and records. Reference to per share figures below are based on 111,585,370 and 116,086,335 weighted average diluted
shares for the second quarter of 2026 and 2025, respectively.
Second
Quarter 2026 and 2025 Results
For
the second quarter of 2026, we had net income of $144.9 million, or $1.30 earnings per share, compared to net income for the second quarter
of 2025 of $0.04 million, or $0.00 earnings per share. Adjusted Net income, which excludes certain non-cash items, was $134.8 million,
or $1.21 earnings per share, for the second quarter of 2026, compared to an Adjusted Net income of $13.2 million, or $0.11 earnings per
share for the second quarter of 2025.
Net
cash provided by operating activities for the second quarter of 2026 was $149.9 million, compared to $54.5 million for the second quarter
of 2025.
Adjusted
EBITDA, which excludes certain non-cash items, was $184.2 million for the second quarter of 2026, compared to $68.9 million for the second
quarter of 2025.
Voyage
revenues increased to $357.4 million for the second quarter of 2026, from $247.4 million for the second quarter of 2025, despite the
decrease in the average number of vessels in our fleet to 134.3 from 147.6, primarily due to the higher charter rates prevailing during
the recent period, as also reflected in the increase in the TCE rate1 to $24,486 for
the second quarter of 2026, compared to $13,624 for the second quarter of 2025.
TCE
revenues1 for the second quarters of 2026 and 2025 were $284.6 million and $176.1 million, respectively. In addition to the
higher charter rates mentioned above, the TCE Revenues for the second quarter of 2026 were significantly positively impacted by a gain
of approximately $21.0 million resulting from the sale of bunkers upon the delivery/redelivery of our vessels to charterers. The gain
reflects the significant increase in bunker prices during the quarter, following the escalation of the geopolitical conflicts in the
Middle East.
Charter-in
hire expenses for the second quarter of 2026 decreased to $12.6 million, compared with $17.3 million in the second quarter of 2025. This
decrease was primarily attributable to a decrease in charter-in days to 726 in the second quarter of 2026 from 957 in the corresponding
period in 2025.
Vessel
operating expenses for the second quarters of 2026 and 2025 amounted to $64.3 million and $68.0 million, respectively. The decrease in
our operating expenses was primarily driven by the decrease in the average number of vessels in our fleet. Daily operating expenses per
vessel, excluding pre-delivery expenses due to change of management and delivery of our newbuilding vessels, amounted to $5,180 for the
second quarter of 2026 compared to $4,928 for the corresponding period of 2025.
Dry
docking expenses for the second quarter of 2026 were $19.6 million, compared to $21.0 million for the corresponding period in 2025. During
the second quarter of 2026, 10 vessels completed their scheduled periodic dry docking surveys, including 3 dry dockings that commenced
in the first quarter of 2026. During the second quarter of 2025, 11 vessels completed their scheduled periodic dry docking surveys. The
decrease in dry docking expenses, apart from the lower number of vessels that underwent and completed dry docking surveys in the recent
quarter, reflects the timing differences in the commencement and completion of dry dockings across quarters.
General
and administrative expenses for the second quarters of 2026 and 2025 were $16.1 million and $18.2 million, respectively, which included
share-based compensation of $4.0 million and $4.8 million, respectively. Vessel management fees in the second quarter of 2026 amounted
to $5.6 million compared to $5.9 million for the corresponding period in 2025. Our daily net cash general and administrative expenses
per vessel (including management fees and excluding share-based compensation and other non-cash charges) for the second quarter of 2026
and 2025 remained at similar levels of $1,362 and $1,349, respectively.
Depreciation
expense decreased to $39.8 million for the second quarter of 2026 compared to $42.6 million for the corresponding period in 2025. The
decrease is driven by the decrease in the average number of vessels in our fleet, as discussed above.
1Please
see the table at the end of this release for the calculation of the Daily TCE Rate and TCE Revenues and the reconciliation to Voyage
Revenues.
During
the second quarter of 2026, we recognized a net loss on forward freight agreements (“FFAs”) and bunker swaps of $0.9 million,
consisting of an unrealized gain of $1.7 million and a realized loss of $2.6 million. During the second quarter of 2025, we recognized
a gain on FFAs and bunker swaps of $1.4 million, consisting of an unrealized loss of $0.4 million and a realized gain of $1.8 million.
Other
operational gain for the second quarter of 2026 amounted to $2.5 million and primarily relates to insurance proceeds from loss of hire
of $1.5 million and write-off of previously recorded accruals and liabilities that were no longer expected to require settlement equal
to $0.8 million. Other operational gain for the second quarter of 2025 of $1.7 million, mainly related to settlement of various insurance
claims.
During
the second quarter of 2026, we recognized a gain on sale of vessels of $12.4 million in connection with the delivery of the Star Scarlett,
Star Mariella and Star Moira to their new owners. During the second quarter of 2025, we recognized a loss on sale of vessels
of $8.0 million in connection with the completion of the sales of certain vessels.
Interest
and finance costs for the second quarters of 2026 and 2025 were $12.4 million and $18.9 million, respectively. The decrease was primarily
driven by a reduction in loan interest expense resulting from significantly lower weighted average outstanding indebtedness and reduced
weighted average interest rates during the second quarter of 2026.
Interest
income and other income/(loss) for the second quarters of 2026 and 2025 amounted to a gain of $3.0 million and $5.4 million, respectively.
The decrease primarily reflects a foreign exchange loss of $0.7 million incurred during the recent quarter, compared to a foreign exchange
gain of $1.4 million incurred during the second quarter of 2025.
Unaudited
Consolidated Income Statements
| (Expressed
in thousands of U.S. dollars except for share and per share data) | |
Second
quarter
2026 | |
Second
quarter
2025 | |
Six
months ended
June
30, 2026 | |
Six
months ended
June
30, 2025 |
| | |
| |
| |
| |
|
| | |
| |
| |
| |
|
| Revenues: | |
| |
| |
| |
|
| Voyage
revenues | |
$ 357,412 | |
$ 247,408 | |
$ 638,564 | |
$ 478,058 |
| Total
revenues | |
357,412 | |
247,408 | |
638,564 | |
478,058 |
| | |
| |
| |
| |
|
| Expenses: | |
| |
| |
| |
|
| Voyage
expenses | |
(57,611) | |
(55,846) | |
(110,373) | |
(112,164) |
| Charter-in
hire expenses | |
(12,624) | |
(17,310) | |
(27,103) | |
(33,210) |
| Vessel
operating expenses | |
(64,326) | |
(67,955) | |
(126,112) | |
(135,897) |
| Dry
docking expenses | |
(19,553) | |
(21,026) | |
(39,146) | |
(45,703) |
| Depreciation | |
(39,783) | |
(42,608) | |
(79,361) | |
(85,562) |
| Management
fees | |
(5,633) | |
(5,894) | |
(11,084) | |
(11,494) |
| Loss
on bad debt | |
(98) | |
— | |
(98) | |
— |
| General
and administrative expenses | |
(16,065) | |
(18,236) | |
(30,546) | |
(33,497) |
| Gain/(Loss)
on FFAs and bunker swaps, net | |
(943) | |
1,405 | |
(3,834) | |
4,335 |
| Other
operational loss | |
(548) | |
(434) | |
(1,421) | |
(1,590) |
| Other
operational gain | |
2,450 | |
1,690 | |
3,161 | |
13,727 |
| Gain/(Loss)
on sale of vessels | |
12,354 | |
(7,958) | |
12,526 | |
(8,698) |
| Operating
income | |
155,032 | |
13,236 | |
225,173 | |
28,305 |
| | |
| |
| |
| |
|
| Interest
and finance costs | |
(12,446) | |
(18,858) | |
(25,339) | |
(38,133) |
| Interest
income and other income/(loss) | |
3,035 | |
5,375 | |
4,223 | |
10,087 |
| Gain/(Loss)
on derivative financial instruments, net | |
28 | |
394 | |
212 | |
446 |
| Loss
on debt extinguishment, net | |
(714) | |
(121) | |
(821) | |
(186) |
| Total
other expenses, net | |
(10,097) | |
(13,210) | |
(21,725) | |
(27,786) |
| | |
| |
| |
| |
|
| Income
before equity in income/(loss) of investee | |
$ 144,935 | |
$ 26 | |
203,448 | |
519 |
| | |
| |
| |
| |
|
| Equity
in income/(loss) of investee | |
14 | |
13 | |
33 | |
(18) |
| | |
| |
| |
| |
|
| Net
income | |
$ 144,949 | |
$ 39 | |
$ 203,481 | |
$ 501 |
| | |
| |
| |
| |
|
| Earnings
per share, basic | |
$ 1.30 | |
$ 0.00 | |
$ 1.83 | |
$ 0.00 |
| Earnings
per share, diluted | |
$ 1.30 | |
$ 0.00 | |
$ 1.82 | |
$ 0.00 |
| Weighted
average number of shares outstanding, basic | |
111,285,544 | |
115,963,843 | |
111,297,374 | |
116,583,497 |
| Weighted
average number of shares outstanding, diluted | |
111,585,370 | |
116,086,335 | |
111,697,798 | |
116,755,442 |
Unaudited
Consolidated Condensed Balance Sheet Data
| (Expressed in thousands of U.S.
dollars) |
| |
| ASSETS |
June
30, 2026 | |
December
31, 2025 |
| Cash and cash equivalents and restricted
cash, current |
$ 563,667 | |
500,319 |
| Vessel held for sale |
10,950 | |
— |
| Other current assets (including
investment in debt security of $1,470 and $1,517, respectively) |
233,262 | |
183,026 |
| TOTAL
CURRENT ASSETS |
807,879 | |
683,345 |
| |
| |
|
| Advances for vessels under construction |
62,929 | |
87,277 |
| Vessels and other fixed assets, net |
2,838,550 | |
2,874,947 |
| Restricted cash, non current |
1,615 | |
1,615 |
| Other non-current assets |
143,190 | |
158,201 |
| TOTAL
ASSETS |
$ 3,854,163 | |
$ 3,805,385 |
| |
| |
|
| Current portion of long-term bank loans, revolving
facilities and lease financing |
233,581 | |
228,868 |
| Other current liabilities |
188,397 | |
154,809 |
| TOTAL
CURRENT LIABILITIES |
421,978 | |
383,677 |
| |
| |
|
| Long-term bank loans, revolving facilities and
lease financing non-current (net of unamortized deferred finance fees of $4,717 and $5,321, respectively) |
802,997 | |
843,360 |
| Other non-current liabilities |
114,708 | |
129,085 |
| TOTAL
LIABILITIES |
$ 1,339,683 | |
$ 1,356,122 |
| |
| |
|
| SHAREHOLDERS’ EQUITY |
2,514,480 | |
2,449,263 |
| |
| |
|
| TOTAL
LIABILITIES AND SHAREHOLDERS’ EQUITY |
$ 3,854,163 | |
$ 3,805,385 |
Unaudited
Consolidated Condensed Cash Flow Data
| (Expressed
in thousands of U.S. dollars) |
|
Six
months ended
June
30, 2026 |
|
Six
months ended
June
30, 2025 |
| |
|
|
|
|
|
| Net
cash provided by / (used in) operating activities |
|
$ 262,275 |
|
$ 103,001 |
| |
|
|
|
|
|
| |
Acquisition of other fixed assets |
|
(1,805) |
|
(163) |
| |
Capital expenditures for acquisitions/vessel
modifications/upgrades and advances for vessels under construction |
|
(97,467) |
|
(14,930) |
| |
Cash proceeds from
vessel sales |
|
80,137 |
|
65,672 |
| |
Investment in debt
security |
|
-
|
|
(914) |
| |
Proceeds from sale
of equity on investee |
|
600 |
|
-
|
| |
Hull and machinery
insurance proceeds |
|
1,218 |
|
10,088 |
| Net
cash provided by / (used in) investing activities |
|
(17,317) |
|
59,753 |
| |
|
|
|
|
|
| |
Proceeds from new debt |
|
272,000 |
|
248,000 |
| |
Scheduled debt repayment |
|
(92,473) |
|
(105,906) |
| |
Debt prepayment due to refinancing and vessel
sales |
|
(215,798) |
|
(229,176) |
| |
Financing and debt
extinguishment fees paid |
|
(1,433) |
|
(816) |
| |
Repurchase of common
shares |
|
(46,326) |
|
(68,889) |
| |
Dividends paid |
|
(97,580) |
|
(16,081) |
| Net
cash provided by / (used in) financing activities |
|
(181,610) |
|
(172,868) |
Summary
of Selected Data
| |
Second
quarter
2026 |
|
Second
quarter
2025 |
|
Six
months ended
June
30, 2026 |
|
Six
months ended
June
30, 2025 |
| Average number of vessels (1) |
134.3 |
|
147.6 |
|
134.8 |
|
149.2 |
| Number of vessels (2) |
135 |
|
145 |
|
135 |
|
145 |
| Average age of operational fleet (in years)
(3) |
12.8 |
|
12.4 |
|
12.8 |
|
12.4 |
| Ownership days (4) |
12,218 |
|
13,433 |
|
24,401 |
|
26,998 |
| Available days (5) |
11,623 |
|
12,925 |
|
23,202 |
|
25,730 |
| Charter-in days (6) |
726 |
|
957 |
|
1,673 |
|
2,029 |
| Daily Time Charter Equivalent Rate (7) |
$24,486 |
|
$13,624 |
|
$21,495 |
|
$13,034 |
| Daily OPEX per vessel (8) |
$5,265 |
|
$5,059 |
|
$5,168 |
|
$5,034 |
| Daily OPEX per vessel (as adjusted) (8) |
$5,180 |
|
$4,928 |
|
$5,113 |
|
$4,913 |
| Daily Net Cash G&A expenses per vessel
(9) |
$1,362 |
|
$1,349 |
|
$1,368 |
|
$1,334 |
(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.
(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 metric of the average daily net revenue performance of our operating fleet. Our method of
calculating TCE rate is determined by dividing (a) TCE Revenues, which consists of Voyage Revenues net of voyage expenses, charter-in
hire expenses, 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 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. Voyage expenses primarily consist of port, canal and fuel costs that
are unique to a particular voyage, which would otherwise be paid by the charterer under a time charter contract, as well as commissions.
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 some of our peers. TCE Revenues which
is a non-GAAP measure and TCE rate, which is a non-GAAP metric, 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 metric 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, and pool arrangements) under which its
vessels may be employed between the periods. Our method of computing TCE Revenues and TCE rate may not necessarily be comparable
to those of other companies. For a detailed calculation, please see EXHIBIT I at the end of this release with the reconciliation of Voyage
Revenues to TCE rate.
(8)
We exclude certain expenses that may occur occasionally from our Daily OPEX per vessel, as these are not expected to arise as part of
our normal operations on a regular basis. We believe that Daily OPEX per vessel (as adjusted) is a useful metric for our management and
investors for period-to-period comparison of our operating cost performance, as it eliminates the impact of expenses, which may vary
from period to period, are not part of our daily business and are unrelated to overall operating performance. In future periods, we may
incur expenses that are the same as or similar to those previously excluded. Vessel operating expenses for the second quarter of 2026
included pre-delivery expenses due to change of management and delivery of the newbuilding vessels of $1.0 million, compared to $1.8
million of pre-delivery expenses incurred in the second quarter of 2025 due to change of management. Vessel operating expenses for the
six months ended June 30, 2026, included pre-delivery expenses due to change of management and delivery of the newbuilding vessels of
$1.4 million, compared to $3.3 million of pre-delivery expenses incurred in the six months ended June 30, 2025 due to change of management.
(9)
Please see EXHIBIT I at the end of this release for the reconciliation to General and administrative expenses, the most directly comparable
GAAP measure. We believe that Daily Net Cash G&A expenses per vessel is a useful metric for our management and investors for period-to-period
comparison of our financial performance, as such metric eliminates the effects of non-cash items which may vary from period to period,
are not part of our daily business and are unrelated to overall operating performance. In future periods, we may incur expenses that
are the same as or similar to those previously excluded.
EXHIBIT
I: Non-GAAP Financial Measures and metrics
EBITDA
and Adjusted EBITDA Reconciliation
We
include EBITDA (earnings before interest, taxes, depreciation and amortization) herein since it is a basis upon which we assess our liquidity
position, and we believe that it presents useful information to investors regarding our ability to service and/or incur indebtedness.
To
derive Adjusted EBITDA from EBITDA, we exclude non-cash gains/(losses) such as those related to sale of assets, share-based compensation,
impairment loss, loss from bad debt, unrealized gain/(loss) on FFAs and bunker swaps, net, equity in income/(loss) of investee, write-off
of accruals and current liabilities and other non-cash charges, if any, as such items do not reflect the operational cash inflows and
outflows of our fleet and may vary between periods and across companies.
EBITDA
and Adjusted EBITDA do not represent and should not be considered as alternatives to cash flow from operating activities or Net income,
as determined by United States generally accepted accounting principles, or U.S. GAAP. Our method of computing EBITDA and Adjusted EBITDA
may not necessarily be comparable to similarly titled measures used by other companies.
The
following table reconciles Net cash provided by/(used in) operating activities to EBITDA and Adjusted EBITDA:
| (Expressed
in thousands of U.S. dollars) |
|
|
Second
quarter
2026 |
|
Second
quarter
2025 |
|
Six
months ended June 30, 2026 |
|
Six
months ended June 30, 2025 |
| Net cash provided by/(used
in) operating activities |
|
|
$ 149,889 |
|
$ 54,493 |
|
$ 262,275 |
|
$ 103,001 |
| Net increase/(decrease)
in operating assets |
|
|
46,684 |
|
(11,003) |
|
51,630 |
|
(18,192) |
| Net (increase)/decrease
in operating liabilities, excluding operating lease liabilities and including other non-cash charges |
|
|
(21,163) |
|
13,223 |
|
(35,401) |
|
7,076 |
| Loss on debt extinguishment,
net |
|
|
(714) |
|
(121) |
|
(821) |
|
(186) |
| Share – based
compensation |
|
|
(4,032) |
|
(4,812) |
|
(5,902) |
|
(6,431) |
| Amortization of debt
(loans & leases) issuance costs |
|
|
(652) |
|
(809) |
|
(1,381) |
|
(1,633) |
| Unrealized gain/(loss) on FFAs and bunker swaps, net |
|
|
1,634 |
|
(429) |
|
(1,471) |
|
1,655 |
| Unrealized gain/(loss)
on derivative financial instruments & Reclassification of OCI related to IRS |
|
|
28 |
|
46 |
|
212 |
|
46 |
| Total other expenses,
net |
|
|
10,097 |
|
13,210 |
|
21,725 |
|
27,786 |
| Write-off of accruals
and current liabilities |
|
|
776 |
|
- |
|
776 |
|
9,266 |
| Loss on bad debt |
|
|
(98) |
|
- |
|
(98) |
|
- |
| Gain/(Loss) on sale
of vessels |
|
|
12,354 |
|
(7,958) |
|
12,526 |
|
(8,698) |
| Gain from Hull &
Machinery claim |
|
|
12 |
|
4 |
|
270 |
|
177 |
| (Gain)/Loss on sale of equity in investee |
|
|
- |
|
- |
|
194 |
|
- |
| Equity in income/(loss)
of investee |
|
|
14 |
|
13 |
|
33 |
|
(18) |
| EBITDA |
|
|
$ 194,829 |
|
$ 55,857 |
|
$ 304,567 |
|
$ 113,849 |
| |
|
|
|
|
|
|
|
|
|
| Equity in (income)/loss
of investee |
|
|
(14) |
|
(13) |
|
(33) |
|
18 |
| Unrealized (gain)/loss on FFAs and bunker swaps, net |
|
|
(1,634) |
|
429 |
|
1,471 |
|
(1,655) |
| (Gain)/Loss on sale
of vessels |
|
|
(12,354) |
|
7,958 |
|
(12,526) |
|
8,698 |
| Gain/(Loss) on sale of equity in investee |
|
|
- |
|
- |
|
(194) |
|
- |
| Write-off of accruals
and current liabilities |
|
|
(776) |
|
- |
|
(776) |
|
(9,266) |
| Share-based compensation |
|
|
4,032 |
|
4,812 |
|
5,902 |
|
6,431 |
| Loss on bad debt |
|
|
98 |
|
- |
|
98 |
|
- |
| Other non-cash charges |
|
|
38 |
|
(97) |
|
49 |
|
(159) |
| Adjusted
EBITDA |
|
|
$ 184,219 |
|
$ 68,946 |
|
$ 298,558 |
|
$ 117,916 |
Net
Income and Adjusted Net Income Reconciliation and Calculation of Adjusted Earnings Per Share
To
derive Adjusted Net income and Adjusted earnings per share from Net income, we exclude non-cash items, as provided in the table below.
We believe that Adjusted Net income and Adjusted earnings per share assist our management and investors by increasing the comparability
of our performance from period to period since each such measure eliminates the effects of non-cash items, such as share-based compensation,
gain/(loss) on sale of assets and debt extinguishment, unrealized gain/(loss) on derivatives, impairment loss, loss from bad debt, write-off
of accruals and current liabilities, equity in income / (loss) of investee and other non-cash charges, if any, which may vary from period
to period and are unrelated to overall operating performance. In addition, we believe that the presentation of these measures provides
investors with supplemental data relating to our results of operations, and therefore, with a more complete understanding of the factors
affecting our business than with GAAP measures alone. Our method of computing Adjusted Net income and Adjusted earnings per share may
not necessarily be comparable to similarly titled measures used by other companies. In future periods, we may incur expenses that are
the same as or similar to those previously excluded, as described above.
| |
|
|
Second
quarter
2026 |
|
Second
quarter
2025 |
|
Six
months ended June 30, 2026 |
|
Six
months ended June 30, 2025 |
| Net income |
|
|
$ 144,949 |
|
$ 39 |
|
$ 203,481 |
|
$ 501 |
| Loss on bad debt |
|
|
98 |
|
- |
|
98 |
|
- |
| Share – based compensation |
|
|
4,032 |
|
4,812 |
|
5,902 |
|
6,431 |
| Other non-cash charges |
|
|
38 |
|
(97) |
|
49 |
|
(159) |
| Unrealized (gain)/loss on FFAs and bunker swaps, net |
|
|
(1,634) |
|
429 |
|
1,471 |
|
(1,655) |
| (Gain)/Loss on sale of equity in investee |
|
|
- |
|
- |
|
(194) |
|
- |
| Unrealized (Gain)/Loss on derivative financial instruments
& Reclassification of OCI related to IRS |
|
|
(28) |
|
(46) |
|
(212) |
|
(46) |
| (Gain)/Loss on sale of vessels |
|
|
(12,354) |
|
7,958 |
|
(12,526) |
|
8,698 |
| Write-off of accruals and current liabilities |
|
|
(776) |
|
- |
|
(776) |
|
(9,266) |
| Loss on debt extinguishment, net (non-cash) |
|
|
440 |
|
97 |
|
523 |
|
919 |
| Equity in (income)/loss of
investee |
|
|
(14) |
|
(13) |
|
(33) |
|
18 |
| Adjusted Net income |
|
|
$ 134,751 |
|
$ 13,179 |
|
$ 197,783 |
|
$ 5,441 |
| Weighted average number of
shares outstanding, basic |
|
|
111,285,544 |
|
115,963,843 |
|
111,297,374 |
|
116,583,497 |
| Weighted average number of
shares outstanding, diluted |
|
|
111,585,370 |
|
116,086,335 |
|
111,697,798 |
|
116,755,442 |
| Adjusted earnings per share
basic |
|
|
$ 1.21 |
|
$ 0.11 |
|
$ 1.78 |
|
$ 0.05 |
| Adjusted
earnings per share diluted |
|
|
$ 1.21 |
|
$ 0.11 |
|
$ 1.77 |
|
$ 0.05 |
Voyage
Revenues to Daily TCE Reconciliation
| (In thousands
of U.S. Dollars, except for TCE rates) |
|
|
Second
quarter
2026 |
|
Second
quarter
2025 |
|
Six
months ended June 30, 2026 |
|
Six
months ended June 30, 2025 |
| Voyage revenues |
|
|
$ 357,412 |
|
$ 247,408 |
|
$ 638,564 |
|
$ 478,058 |
| Less: |
|
|
|
|
|
|
|
|
|
| Voyage expenses |
|
|
(57,611) |
|
(55,846) |
|
(110,373) |
|
(112,164) |
| Charter-in hire expenses |
|
|
(12,624) |
|
(17,310) |
|
(27,103) |
|
(33,210) |
| Realized gain/(loss)
on FFAs/bunker swaps, net |
|
|
(2,577) |
|
1,834 |
|
(2,363) |
|
2,680 |
| TCE
Revenues |
|
|
$ 284,600 |
|
$ 176,086 |
|
$ 498,725 |
|
$ 335,364 |
| |
|
|
|
|
|
|
|
|
|
| Available days |
|
|
11,623 |
|
12,925 |
|
23,202 |
|
25,730 |
| Daily
TCE Rate |
|
|
$ 24,486 |
|
$ 13,624 |
|
$ 21,495 |
|
$ 13,034 |
Daily
Net Cash G&A expenses per vessel Reconciliation
| (In thousands
of U.S. Dollars, except for daily rates) |
|
|
Second
quarter
2026 |
|
Second
quarter
2025 |
|
Six
months ended June 30, 2026 |
|
Six
months ended June 30, 2025 |
| General and administrative
expenses |
|
|
$ 16,065 |
|
$ 18,236 |
|
$ 30,546 |
|
$ 33,497 |
| Plus: |
|
|
|
|
|
|
|
|
|
| Management fees |
|
|
5,633 |
|
5,894 |
|
11,084 |
|
11,494 |
| Less: |
|
|
|
|
|
|
|
|
|
| Share – based
compensation |
|
|
(4,032) |
|
(4,812) |
|
(5,902) |
|
(6,431) |
| Other non-cash charges |
|
|
(38) |
|
97 |
|
(49) |
|
159 |
| Net
Cash G&A expenses |
|
|
$ 17,628 |
|
$ 19,415 |
|
$ 35,679 |
|
$ 38,719 |
| |
|
|
|
|
|
|
|
|
|
| Ownership days |
|
|
12,218 |
|
13,433 |
|
24,401 |
|
26,998 |
| Charter-in days |
|
|
726 |
|
957 |
|
1,673 |
|
2,029 |
| Daily
Net Cash G&A expenses per vessel |
|
|
$ 1,362 |
|
$ 1,349 |
|
$ 1,368 |
|
$ 1,334 |
Conference
Call details:
Our
management team will host a conference call to discuss our financial results on Thursday, August 6, 2026, at 11:00 a.m. Eastern Time
(ET).
Participants
should dial into the call 10 minutes before the scheduled time using the following numbers: +1 877 405 1226 (US Toll-Free Dial In) or
+1 201 689 7823 (US and Standard International Dial In), or +0 800 756 3429 (UK Toll Free Dial In). Please quote “Star Bulk Carriers”
to the operator and/or conference ID 13761537. Click here for additional participant International Toll-Free access numbers.
Alternatively,
participants can register for the call using the call me option for a faster connection to join the conference call. You can enter your
phone number and let the system call you right away. Click here for the call me option.
Slides
and audio webcast:
There
will also be a live, and then archived, webcast of the conference call and accompanying slides, available through the Company’s
website. To listen to the archived audio file, visit our website www.starbulk.com and click on Events & Presentations. Participants
to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.
About
Star Bulk
Star
Bulk is a global shipping company providing worldwide seaborne transportation solutions in the dry bulk sector. Star Bulk’s vessels
transport major bulks, which include iron ore, minerals and grain, and minor bulks, which include bauxite, fertilizers and steel products.
Star Bulk was incorporated in the Marshall Islands on December 13, 2006 and maintains executive offices in Athens, New York, Stamford
and Singapore. Its common stock trades on the Nasdaq Global Select Market under the symbol “SBLK”. As of the date of this
release on a fully delivered basis and as adjusted for the delivery of the five firm Kamsarmax vessels currently under construction and
the completion of the announced sale of one vessel, we own a fleet of 138 vessels, with an aggregate capacity of 13.8 million dwt consisting
of 17 Newcastlemax, 14 Capesize, 7 Post Panamax, 42 Kamsarmax, 47 Ultramax and 11 Supramax vessels with carrying capacities between 55,569
dwt and 209,537 dwt.
In
addition, in November 2021, we took delivery of the Capesize vessel Star Shibumi, under a seven-year charter-in arrangement and
in 2024, we took delivery of the vessels Star Voyager, Star Explorer, Stargazer, Star Earendel, Star Illusion
and Star Thetis, each subject to a seven-year charter-in arrangement.
Forward-Looking
Statements
Matters
discussed in this press release may constitute forward looking statements. The Private Securities Litigation Reform Act of 1995 provides
safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their
business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance,
shareholder return targets and underlying assumptions and other statements, which are other than statements of historical facts.
We
desire to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are including this
cautionary statement in connection with this safe harbor legislation. 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.
The
forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions,
including without limitation, examination by our management of historical operating trends, data contained in our records and other data
available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently
subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot
assure you that we will achieve or accomplish these expectations, beliefs or projections.
In
addition, other important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking
statements include 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 newbuildings 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; the risk that trade disputes between
U.S. and Chinese officials could result in the reimplementation of significant port fees that may impact our fleet; 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, among others, “trade
wars”, the ongoing conflict between Russia and Ukraine, the conflict between Israel and Hamas, the conflict between the United
States, Israel and Iran and the attacks in the Strait of Hormuz, 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; potential physical disruption
of shipping routes due to accidents, climate-related reasons (acute and chronic), political events, public health threats, international
hostilities and armed conflicts, 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 or secondhand vessel purchases as and when planned and upon the expected terms; and the impact of port or canal congestion
or disruptions. Please see our filings with the Securities and Exchange Commission for a more complete discussion of these and other
risks and uncertainties. The information set forth herein speaks only as of the date hereof, and the Company disclaims any intention
or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.
Contacts
| Company: |
Investor
Relations / Financial Media: |
| Simos
Spyrou, Christos Begleris |
Nicolas
Bornozis |
| Co
- Chief Financial Officers |
President |
| Star
Bulk Carriers Corp. |
Capital
Link, Inc. |
| c/o
Star Bulk Management Inc. |
230
Park Avenue, Suite 1540 |
| 40
Ag. Konstantinou Av. |
New
York, NY 10169 |
| Maroussi
15124 |
Tel.
(212) 661-7566 |
| Athens,
Greece |
E-mail:
starbulk@capitallink.com |
| Email:
info@starbulk.com |
www.capitallink.com |
| www.starbulk.com |
|