eh1401216_8a12b.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-A
 
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
STAR BULK CARRIERS CORP.
(Exact name of registrant as specified in its charter)
 
Republic of The Marshall Islands
N/A
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
   
Star Bulk Carriers Corp.
c/o Star Bulk Management Inc.
40 Agiou Konstantinou Str. Maroussi 15124,
Athens, Greece
011-30-210-617-8400 (telephone number)
15124
(Address and telephone number of
Registrant’s principal executive offices)
(Zip Code)

 
Securities to be registered pursuant to Section 12(b) of the Act:
     
Title of each class
to be so registered
  
Name of each exchange on which
each class is to be registered
     
8.00% Senior Notes due 2019
  
The NASDAQ Stock Market LLC
 
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
 
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o
 
Securities Act registration statement file number to which this form relates (if applicable): 333-197886
 
Securities to be registered pursuant to Section 12(g) of the Act: None

 
 
 
 
 
 
INFORMATION REQUIRED IN REGISTRATION STATEMENT
 
 
Item 1.
Description of Registrant’s Securities to be Registered
 
A description of the 8.00% Senior Notes due 2019 of Star Bulk Carriers Corp. (the “Registrant”) is set forth under the caption “Description of Debt Securities” in the prospectus, dated September 5, 2014 (the “Base Prospectus”), as supplemented by the information set forth under the caption “Description of Notes” in the prospectus supplement, dated October 30, 2014 (together with the Base Prospectus, the “Prospectus”), filed with the Securities and Exchange Commission (the "SEC") on November 3, 2014 pursuant to Rule 424(b) under the Securities Act of 1933, as amended, which Prospectus constitutes a part of the Registrant's Registration Statement on Form F-3 (Registration No. 333-197886), filed with the SEC with effective date of September 25, 2014.  Such description is incorporated herein by reference.
 
Item 2.
Exhibits.
 
The following exhibits are filed as part of this registration statement:
 
No.
  
Exhibit
4.1
  
Senior Indenture, dated as of November 6, 2014, between the Registrant and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 6-K filed on November 6, 2014)
4.2
  
First Supplemental Indenture, dated as of November 6, 2014, between the Registrant and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 6-K filed on November 6, 2014)
4.3
  
Form of 8.00% Senior Note due 2019 (included as Exhibit A to the First Supplemental Indenture filed as Exhibit 4.2)
 
 
 
 

 
 
 
 
 
SIGNATURE
 
Pursuant to the requirements of Section 12 the Securities and Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
 
 
Date:  November 6, 2014
  
STAR BULK CARRIERS CORP.
(Registrant)
       
   
By:
 /s/ Simos Spyrou
     
Name:
Simos Spyrou
     
Title:
Co-Chief Financial Officer
 
 
 
 

 
 
 
 
 
 
EXHIBIT INDEX

Exhibit
Number
Description of Exhibit
4.1
Senior Indenture, dated as of November 6, 2014, between the Registrant and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 6-K filed on November 6, 2014)
4.2
First Supplemental Indenture, dated as of November 6, 2014, between the Registrant and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 6-K filed on November 6, 2014)
4.3
Form of 8.00% Senior Note due 2019 (included as Exhibit A to the First Supplemental Indenture filed as Exhibit 4.2)