-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IBYG8mHmvpC8L4I5dveTiSRzeFRstu+xydjT1SkIqL1kByQsef3Cs7hF5KRXrelj lvVQy33yVjAyRFdh+YOhEA== 0000921895-07-002798.txt : 20071210 0000921895-07-002798.hdr.sgml : 20071210 20071210173020 ACCESSION NUMBER: 0000921895-07-002798 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20071210 DATE AS OF CHANGE: 20071210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Star Bulk Carriers Corp. CENTRAL INDEX KEY: 0001386716 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 000000000 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-83429 FILM NUMBER: 071296696 BUSINESS ADDRESS: STREET 1: 40 AG. KONSTANTINOU AVENUE STREET 2: AETHRION CENTER, SUITE B34, MAROUSSI 151 CITY: ATHENS STATE: J3 ZIP: 00000 BUSINESS PHONE: 011-30-210-638-7399 MAIL ADDRESS: STREET 1: 40 AG. KONSTANTINOU AVENUE STREET 2: AETHRION CENTER, SUITE B34, MAROUSSI 151 CITY: ATHENS STATE: J3 ZIP: 00000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RAMIUS CAPITAL GROUP LLC CENTRAL INDEX KEY: 0001050154 IRS NUMBER: 133937658 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2128457900 MAIL ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 sc13g06297stab_11302007.htm sc13g06297stab_11302007.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No.  )1
 

 Star Bulk Carriers Corp.
 (Name of Issuer)
 
Common Stock, par value $0.01 per share
 (Title of Class of Securities)
 
 Y8162K105
 (CUSIP Number)
 
 November 30, 2007
 (Date of Event Which Requires Filing of this Statement)
 
 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
 
o
Rule 13d-1(b)
 
 
x
Rule 13d-1(c)

 
o
Rule 13d-1(d)
 
 

_______________
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
 
      The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    RCG Carpathia Master Fund, Ltd.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
    SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    1,727,070 shares
6
SHARED VOTING POWER
 
    0 shares
7
SOLE DISPOSITIVE POWER
 
    1,727,070 shares
8
SHARED DISPOSITIVE POWER
 
    0 shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    1,727,070 shares
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    4.0%
12
TYPE OF REPORTING PERSON
 
       CO

2

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    RCG Crimson, LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    150,000 shares (1)
6
SHARED VOTING POWER
 
    0 shares
7
SOLE DISPOSITIVE POWER
 
    150,000 shares (1)
8
SHARED DISPOSITIVE POWER
 
    0 shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    150,000 shares (1)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    Less than 1%
12
TYPE OF REPORTING PERSON
 
      PN
 
(1)  Includes 110,000 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
3

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    RCG Baldwin, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    1,004,865 shares (1)
6
SHARED VOTING POWER
 
    0 shares
7
SOLE DISPOSITIVE POWER
 
    1,004,865 shares (1)
8
SHARED DISPOSITIVE POWER
 
    0 shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    1,004,865 shares (1)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    2.3%
12
TYPE OF REPORTING PERSON
 
       PN
 
(1) Includes 425,000 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
4

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    Ramius Advisors, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    1,004,865 shares (1)
6
SHARED VOTING POWER
 
    0 shares
7
SOLE DISPOSITIVE POWER
 
    1,004,865 shares (1)
8
SHARED DISPOSITIVE POWER
 
    0 shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    1,004,865 shares (1)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    2.3%
12
TYPE OF REPORTING PERSON
 
       OO
 
(1) Includes 425,000 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
5

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    Ramius Securities, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    2,167,565(1) shares
6
SHARED VOTING POWER
 
    0 shares
7
SOLE DISPOSITIVE POWER
 
    2,167,565(1) shares
8
SHARED DISPOSITIVE POWER
 
    0 shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    2,167,565(1) shares
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    4.8%
12
TYPE OF REPORTING PERSON
 
      BD
 
(1) Includes 1,661,770 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
6

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    Ramius Capital Group, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    5,049,500(1) shares
6
SHARED VOTING POWER
 
    0 shares
7
SOLE DISPOSITIVE POWER
 
    5,049,500(1) shares
8
SHARED DISPOSITIVE POWER
 
    0 shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    5,049,500(1) shares
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    11.1%
12
TYPE OF REPORTING PERSON
 
       IA, OO
 
(1) Includes 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
7

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    C4S & Co., L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    5,049,500(1) shares
6
SHARED VOTING POWER
 
    0 shares
7
SOLE DISPOSITIVE POWER
 
    5,049,500(1) shares
8
SHARED DISPOSITIVE POWER
 
    0 shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    5,049,500(1) shares
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    11.1%
12
TYPE OF REPORTING PERSON
 
       OO
 
(1) Includes 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
8

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    Peter A. Cohen
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    63,480 shares (1)
6
SHARED VOTING POWER
 
    5,049,500 shares (2)
7
SOLE DISPOSITIVE POWER
 
    63,480 shares (1)
8
SHARED DISPOSITIVE POWER
 
    5,049,500 shares (2)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    5,112,980 shares (3)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    11.1%
12
TYPE OF REPORTING PERSON
 
       IN
 
(1) Includes 30,700 shares of Common Stock currently issuable upon the exercise of certain warrants.

(2) Includes 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants.

(3) Includes 2,227,400 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
9

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    Morgan B. Stark
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    0 shares
6
SHARED VOTING POWER
 
    5,049,500(1) shares
7
SOLE DISPOSITIVE POWER
 
    0 shares
8
SHARED DISPOSITIVE POWER
 
    5,049,500(1) shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    5,049,500(1) shares
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    11.1%
12
TYPE OF REPORTING PERSON
 
       IN
 
(1) Includes 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
10

CUSIP NO. Y8162K105
 
1
NAME OF REPORTING PERSON
 
    Thomas W. Strauss
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    0 shares
6
SHARED VOTING POWER
 
    5,049,500(1) shares
7
SOLE DISPOSITIVE POWER
 
    0 shares
8
SHARED DISPOSITIVE POWER
 
    5,049,500(1) shares
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    5,049,500(1) shares
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    11.1%
12
TYPE OF REPORTING PERSON
 
       IN
 
(1) Includes 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
11

CUSIP NO. Y8162K105
 
 
1
NAME OF REPORTING PERSON
 
    Jeffrey M. Solomon
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) x
  (b) o
3
SEC USE ONLY
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
    6,000 shares(1)
6
SHARED VOTING POWER
 
    5,049,500 shares (2)
7
SOLE DISPOSITIVE POWER
 
    6,000 shares (1)
8
SHARED DISPOSITIVE POWER
 
    5,049,500 shares (2)
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    5,055,500 shares (3)
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
¨
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
    11.1%
12
TYPE OF REPORTING PERSON
 
       IN
 
(1) Includes 6,000 shares of Common Stock currently issuable upon the exercise of certain warrants.

(2) Includes 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants.

(3) Includes 2,202,700 shares of Common Stock currently issuable upon the exercise of certain warrants.
 
12

CUSIP NO. Y8162K105
 
Item 1(a).
Name of Issuer:

Star Bulk Carriers Corp., a Marshall Islands corporation (the “Company”)

Item 1(b).
Address of Issuer's Principal Executive Offices:

Aethrion Center, Suite B-34
40 Ag. Konstantinou
Maroussi 15124
Athens, Greece
 
Item 2(a).
Name of Person Filing
Item 2(b).
Address of Principal Business Office or, if None, Residence
Item 2(c).
Citizenship
 
Ramius Capital Group, L.L.C. (“Ramius Capital”)
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: Delaware
 
RCG Carpathia Master Fund, Ltd. (“Carpathia”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: Cayman Islands
 
RCG Crimson, LP (“Crimson”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: Delaware
 
RCG Baldwin, L.P. (“Baldwin”)
c/o Ramius Capital Group, L.L.C
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: Delaware
 
Ramius Advisors, LLC (“Ramius Advisors”)
c/o Ramius Capital Group, L.L.C
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: Delaware
 
13

CUSIP NO. Y8162K105
 
 
Ramius Securities, L.L.C. (“Ramius Securities”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: Delaware
 
C4S & Co., L.L.C. (“C4S”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: Delaware
 
Peter A. Cohen (“Mr. Cohen”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: United States
 
Morgan B. Stark (“Mr. Stark”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: United States
 
Thomas W. Strauss (“Mr. Strauss”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: United States
 
Jeffrey M. Solomon (“Mr. Solomon”)
c/o Ramius Capital Group, L.L.C.
666 Third Avenue, 26th Floor
New York, New York 10017
Citizenship: United States

Item 2(d).
Title of Class of Securities:

Common Stock, par value $0.01 per share (the “Common Stock”)

Item 2(e).
CUSIP Number:

Y8162K105
 
14

CUSIP NO. Y8162K105
 
Item 3.
If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
 
 
 
/ X/
Not Applicable.
 
 
(a)
/ /
Broker or dealer registered under Section 15 of the Exchange Act.

 
(b)
/ /
Bank as defined in Section 3(a)(6) of the Exchange Act.

 
(c)
/ /
Insurance company as defined in Section 3(a)(19) of the Exchange Act.

 
(d)
/ /
Investment company registered under Section 8 of the Investment Company Act.

 
(e)
/ /
An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).

 
(f)
/ /
An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).

 
(g)
/ /
A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).

 
(h)
/ /
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.

 
(i)
/ /
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.

 
(j)
/ /
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.
Ownership
 
 
(a)
Amount beneficially owned:
     
   
As of the date hereof, (i) Carpathia beneficially owns 1,727,070 shares of Common Stock, (ii) Crimson beneficially owns 40,000 shares of Common Stock and 110,000 shares of Common Stock currently issuable upon the exercise of certain warrants, (iii) Baldwin beneficially owns 579,865 shares of Common Stock and 425,000 shares of Common Stock currently issuable upon the exercise of certain warrants and (iv) Ramius Securities beneficially owns 505,865 shares of Common Stock and 1,661,700 shares of Common Stock currently issuable upon the exercise of certain warrants.
     
   
Ramius Advisors, as the general partner of Baldwin with voting control and investment discretion over securities held by Baldwin, may be deemed to beneficially own the 579,865 shares of Common Stock and the 425,000 shares of Common Stock currently issuable upon the exercise of certain warrants owned by Baldwin.  Ramius Advisors disclaims beneficial ownership of the securities held by Baldwin.
     
   
Ramius Capital as the investment advisor of Carpathia, the general partner of Crimson and the sole member of each of Ramius Securities and Ramius Advisors with the power to direct some of the affairs of each of Carpathia, Crimson, Ramius Securities and Ramius Advisors, including decisions respecting the disposition of the proceeds from the sale of shares of the Common Stock, may be deemed to beneficially own the 2,852,800 shares of Common Stock owned in the aggregate by Carpathia, Crimson, Baldwin and Ramius Securities and may be deemed to beneficially own the 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants owned in the aggregate by Crimson, Baldwin and Ramius Securities.
 
15

CUSIP NO. Y8162K105
 
     
   
C4S, as the managing member of Ramius Capital, may be deemed to beneficially own the 2,852,800 shares of Common Stock owned in the aggregate by Carpathia, Crimson, Baldwin and Ramius Securities and the 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants owned in the aggregate by Crimson, Baldwin and Ramius Securities.
     
   
Messrs. Cohen, Stark, Strauss and Solomon, as the sole managing members of C4S, may be deemed to beneficially own the 2,852,800 shares of Common Stock owned in the aggregate by Carpathia, Crimson, Baldwin and Ramius Securities and the 2,196,700 shares of Common Stock currently issuable upon the exercise of certain warrants owned in the aggregate by Crimson, Baldwin and Ramius Securities.
     
   
Mr. Cohen may be deemed to beneficially own an additional 32,780 shares of Common Stock, 12,500 shares of which are owned by him individually and 20,280 shares of which are held in managed accounts over which he has voting and/or dispositive power.  Mr. Cohen may be deemed to beneficially own an additional 30,700 shares of Common Stock currently issuable upon the exercise of certain warrants, 10,000 of which are owned by him individually and 20,700 of which are held in managed accounts over which he has voting and/or dispositive power.
     
   
Mr. Solomon may be deemed to beneficially own an additional 6,000 shares of Common Stock currently issuable upon the exercise of certain warrants, 1,000 of which are owned by him individually and 5,000 of which are held in managed accounts over which he has voting and/or dispositive power.
     
   
The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person.  Each of Ramius Capital, C4S, Messrs. Cohen, Stark, Strauss and Solomon disclaims beneficial ownership of the Common Stock owned by Carpathia, Crimson, Baldwin and Ramius Securities and the filing of this statement shall not be construed as an admission that any such person is the beneficial owner of any such securities.
     
 
(b)
Percent of class:
     
   
11.1%
     
   
Based on 43,171,530 shares outstanding as of October 30, 2007, as reported in the Issuer’s Registration of Securities on Form F-4/A filed with the Securities and Exchange Commission on October 30, 2007.  As of the date hereof, (i) Carpathia may be deemed to beneficially own 4.0% of the outstanding shares of Common Stock, (ii) Crimson may be deemed to beneficially own less than 1% of the outstanding shares of Common Stock, (iii) Baldwin may be deemed to beneficially own 2.3% of the outstanding shares of Common Stock, (iv) Ramius Securities may be deemed to beneficially own 4.8% of the outstanding shares of Common Stock, (iv) Ramius Advisors may be deemed to beneficially own 2.3% of the outstanding shares of Common Stock, (v) Mr. Cohen may be deemed to beneficially own 11.3% of the outstanding shares of Common Stock and (vi) each of Ramius Capital, C4S, and Messrs. Stark, Strauss and Solomon may be deemed to beneficially own 11.1% of the outstanding shares of Common Stock.
 
16

CUSIP NO. Y8162K105
 
     
 
(c)
Number of shares as to which such person has:
     
 
(i)
Sole power to vote or to direct the vote
   
See Cover Pages Items 5-9.
     
 
(ii)
Shared power to vote or to direct the vote
     
   
See Cover Pages Items 5-9.
     
 
(iii)
Sole power to dispose or to direct the disposition of
     
   
See Cover Pages Items 5-9.
     
 
(iv)
Shared power to dispose or to direct the disposition of
     
   
See Cover Pages Items 5-9.
 
Item 5.
Ownership of Five Percent or Less of a Class.

 
Not applicable.

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.

 
Not applicable.

Item 7.
Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 
Not Applicable.

Item 8.
Identification and Classification of Members of the Group.

 
See Exhibit A.

Item 9.
Notice of Dissolution of Group.

 
Not Applicable.
 
17

CUSIP NO. Y8162K105
 
Item 10.
Certifications.

By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Exhibits:

Exhibit 99.1: Joint Filing Agreement, dated as of December 10, 2007, by and among Carpathia, Crimson, Baldwin, Ramius Securities, Ramius Advisors, Ramius Capital, C4S and Messrs. Cohen, Stark, Strauss and Solomon.

Exhibit 99.2: Power of Attorney for Messrs. Cohen, Stark, Strauss and Solomon dated August 16, 2007.
 
 
18

CUSIP NO. Y8162K105
 
SIGNATURE

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.


Dated: December 10, 2007
   
     
     
     
RCG CARPATHIA MASTER FUND, LTD.
 
RAMIUS SECURITIES, L.L.C.
     
By:
Ramius Capital Group, L.L.C.,
 
By:
Ramius Capital Group, L.L.C.,
 
its investment advisor
   
its sole member
By:
C4S & Co., L.L.C.,
 
By:
C4S & Co., L.L.C.,
 
as managing member
   
as managing member
     
RCG BALDWIN, L.P.
 
RCG CRIMSON, LP
     
By:
Ramius Advisors, LLC,
 
By:
Ramius Capital Group, L.L.C.,
 
its investment advisor
   
its managing member
By:
Ramius Capital Group, L.L.C.,
 
By:
C4S & Co., L.L.C.,
 
its managing member
   
as managing member
By:
C4S & Co., L.L.C.,
   
 
as managing member
   
     
RAMIUS SECURITIES, L.L.C.
 
C4S & CO., L.L.C.
     
By:
Ramius Capital Group, L.L.C.,
   
 
its sole member
   
By:
C4S & Co., L.L.C.,
   
 
as managing member
   
     
RAMIUS CAPITAL GROUP, L.L.C.
   
     
By:
C4S & Co., L.L.C.,
   
 
as managing member
   
     
     
 
By:
/s/ Jeffrey M. Solomon
 
Name:  Jeffrey M. Solomon
 
Title: Authorized Signatory
     
JEFFREY M. SOLOMON
   
     
/s/ Jeffrey M. Solomon
   
Individually and as attorney-in-
   
fact for Peter A. Cohen, Morgan B.
   
Stark and Thomas W. Strauss
   
 
 
19
EX-99.1 2 ex991sc13g06297stab_11302007.htm ex991sc13g06297stab_11302007.htm
Exhibit 99.1

 
JOINT FILING AGREEMENT

The undersigned hereby agree that the Statement on Schedule 13G dated December 10, 2007 with respect to the shares of Common Stock of Star Bulk Carriers Corp. and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

Dated: December 10, 2007
   
     
     
     
RCG CARPATHIA MASTER FUND, LTD.
 
RAMIUS SECURITIES, L.L.C.
     
By:
Ramius Capital Group, L.L.C.,
 
By:
Ramius Capital Group, L.L.C.,
 
its investment advisor
   
its sole member
By:
C4S & Co., L.L.C.,
 
By:
C4S & Co., L.L.C.,
 
as managing member
   
as managing member
     
RCG BALDWIN, L.P.
 
RCG CRIMSON, LP
     
By:
Ramius Advisors, LLC,
 
By:
Ramius Capital Group, L.L.C.,
 
its investment advisor
   
its managing member
By:
Ramius Capital Group, L.L.C.,
 
By:
C4S & Co., L.L.C.,
 
its managing member
   
as managing member
By:
C4S & Co., L.L.C.,
   
 
as managing member
   
     
RAMIUS SECURITIES, L.L.C.
 
C4S & CO., L.L.C.
     
By:
Ramius Capital Group, L.L.C.,
   
 
its sole member
   
By:
C4S & Co., L.L.C.,
   
 
as managing member
   
     
RAMIUS CAPITAL GROUP, L.L.C.
   
     
By:
C4S & Co., L.L.C.,
   
 
as managing member
   
     
     
 
By:
/s/ Jeffrey M. Solomon
 
Name:  Jeffrey M. Solomon
 
Title: Authorized Signatory
     
JEFFREY M. SOLOMON
   
     
/s/ Jeffrey M. Solomon
   
Individually and as attorney-in-
   
fact for Peter A. Cohen, Morgan B.
   
Stark and Thomas W. Strauss
   



EX-99.2 3 ex992sc13g06297stab_11302007.htm ex992sc13g06297stab_11302007.htm
Exhibit 99.2
 
POWER OF ATTORNEY
 
The  undersigned  hereby  appoints  Peter A. Cohen,  Morgan B. Stark,  Thomas W. Strauss and Jeffrey M. Solomon,  or any of them, his true and lawful attorney-in fact and agent to execute and file with the Securities  and Exchange  Commission any Schedule 13D, Schedule 13G, any settlement agreement,  any amendments to any of the foregoing and any related documentation which may be required to be filed in his individual capacity as a result of the undersigned's beneficial ownership of,  or  participation  in a group  with  respect  to,  securities  directly  or indirectly  beneficially  owned  by  Ramius  Capital  Group,  LLC  or any of its affiliates,  and granting  unto said  attorney-in-fact  and agent full power and authority to do and perform each and every act and thing which he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent may  lawfully do or cause to be done by virtue  hereof.  The  authority of Peter A, Cohen,  Morgan B. Stark,  Thomas W. Strauss and Jeffrey M. Solomon,  or any of them,  under this Power of Attorney  shall  continue  with respect to the undersigned until the undersigned is no longer required to file Schedule 13Ds or Schedule 13Gs unless revoked earlier in writing.
 
Date: August 16, 2007
 
 
/s/ Peter A. Cohen
 
Peter A. Cohen
   
 
/s/ Morgan B. Stark
 
Morgan B. Stark
   
 
/s/ Jeffrey M. Solomon
 
Jeffrey M. Solomon
   
 
/s/ Thomas W. Strauss
 
Thomas W. Strauss


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