Star Bulk Carriers Corp.
|
(Name of Issuer)
|
Common Stock, par value $0.01 per share
|
(Title of Class of Securities)
|
Y8162K121
|
(CUSIP Number)
|
Todd E. Molz
Managing Director and General Counsel
Oaktree Capital Group Holdings GP, LLC
333 South Grand Avenue, 28th Floor
Los Angeles, California 90071
(213) 830-6300
|
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
|
September 20, 2016
|
(Date of Event which Requires Filing of this Statement)
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 2 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Value Opportunities Fund, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO (See Item 3)
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
1,316,498 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
1,316,498 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,316,498 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.4% (2)
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
In its capacity as the direct owner of 1,316,498 shares of common stock of the Issuer.
|
(2)
|
Ownership percentages set forth in this Schedule 13D are based upon a total of 56,070,857 common shares of the Issuer issued and outstanding, as reported in the Issuer’s prospectus supplement filed pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended, with the Securities and Exchange Commission on September 15, 2016.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 3 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Value Opportunities Fund GP, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
1,316,498 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
1,316,498 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,316,498 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.4%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the general partner of Oaktree Value Opportunities Fund, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 4 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Value Opportunities Fund GP Ltd.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
1,316,498 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
1,316,498 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,316,498 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.4%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the general partner of Oaktree Value Opportunities Fund GP, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 5 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Opportunities Fund IX Delaware, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO (See Item 3)
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
2,397,106 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
2,397,106 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,397,106 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.3%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the direct owner of 2,397,106 shares of common stock of the Issuer.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 6 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Fund GP, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
2,397,106 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
2,397,106 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,397,106 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.3%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the general partner of Oaktree Opportunities Fund IX Delaware, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 7 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Opportunities Fund IX (Parallel 2), L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO (See Item 3)
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
22,016 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
22,016 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,016 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the direct owner of 22,016 shares of common stock of the Issuer.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 8 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Opportunities Fund IX GP, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
22,016 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
22,016 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,016 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the general partner of Oaktree Opportunities Fund IX (Parallel 2), L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 9 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Opportunities Fund IX GP, Ltd.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
22,016 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
22,016 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
22,016 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the general partner of Oaktree Opportunities Fund IX GP, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 10 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Fund GP I, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
20,180,927 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
20,180,927 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,180,927 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
36.0%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the (a) sole shareholder of each of Oaktree Value Opportunities Fund GP Ltd., Oaktree Opportunities Fund IX GP, Ltd. and Oaktree Opportunities Fund VIII GP Ltd. and (b) the managing member of Oaktree Fund GP, LLC.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 11 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Capital I, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
20,180,927 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
20,180,927 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,180,927 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
36.0%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 12 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OCM Holdings I, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
20,180,927 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
20,180,927 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,180,927 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
36.0%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the general partner of Oaktree Capital I, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 13 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Holdings, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
20,180,927 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
20,180,927 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,180,927 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
36.0%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the managing member of OCM Holdings I, LLC.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 14 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OCM XL Holdings L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
8,889,270 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
8,889,270 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,889,270 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.9%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the direct owner of 8,889,270 shares of common stock of the Issuer.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 15 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Fund GP 2A Ltd.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
8,889,270 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
8,889,270 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,889,270 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.9%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the general partner of OCM XL Holdings L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 16 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Fund GP II, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
8,889,270 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
8,889,270 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,889,270 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.9%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the sole shareholder of Oaktree Fund GP 2A Ltd.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 17 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Capital II, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
8,889,270 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
8,889,270 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,889,270 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.9%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the general partner of Oaktree Fund GP II, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 18 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Capital Management, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
26,681,671 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
26,681,671 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
26,681,671 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
47.6%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the sole director of each of Oaktree Value Opportunities Fund GP Ltd., Oaktree Opportunities Fund IX GP Ltd., Oaktree Opportunities Fund VIII GP Ltd and Oaktree Fund GP 2A Ltd., and the managing member of OCM FIE, LLC.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 19 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Holdings, Inc.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
26,681,671 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
26,681,671 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
26,681,671 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
47.6%
|
|
14
|
TYPE OF REPORTING PERSON
CO
|
(1)
|
Solely in its capacity as the general partner of each of Oaktree Capital Management, L.P and Oaktree Capital II, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 20 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Capital Group, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
29,078,777 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
29,078,777 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,078,777 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
51.9%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the managing member of Oaktree Holdings, LLC and as the sole shareholder of Oaktree Holdings, Inc.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 21 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Capital Group Holdings GP, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
29,078,777 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
29,078,777 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,078,777 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
51.9%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the duly elected manager of Oaktree Capital Group, LLC.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 22 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Dry Bulk Holdings LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Marshall Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
16,445,307 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
16,445,307 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,445,307 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.3%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
In its capacity as the direct owner of 16,445,307 common shares of the Issuer.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 23 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Opportunities Fund VIII, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
16,445,307 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
16,445,307 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,445,307 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.3%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the controlling member of Oaktree Dry Bulk Holdings LLC.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 24 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Opportunities Fund VIII GP, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
16,445,307 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
16,445,307 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,445,307 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.3%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the general partner of Oaktree Opportunities Fund VIII, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 25 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oaktree Opportunities Fund VIII GP Ltd.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
Not applicable
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
16,445,307 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
16,445,307 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,445,307 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
29.3%
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
(1)
|
Solely in its capacity as the general partner of Oaktree Opportunities Fund VIII GP, L.P.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 26 of 39
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OCM FIE, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
See Item 3.
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
8,580 (1)
|
8
|
SHARED VOTING POWER
None
|
|
9
|
SOLE DISPOSITIVE POWER
8,580 (1)
|
|
10
|
SHARED DISPOSITIVE POWER
None
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,580 (1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
|
|
14
|
TYPE OF REPORTING PERSON
PN
|
(1)
|
Solely in its capacity as the direct owner of 8,580 common shares of the Issuer.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 27 of 39
|
Item 1.
|
Security and Issuer.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 28 of 39
|
Item 2.
|
Identity and Background
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 29 of 39
|
Item 3.
|
Source and Amount of Funds or Other Consideration
|
Item 4.
|
Purpose of Transaction
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 30 of 39
|
Item 5.
|
Interest in Securities of the Issuer
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 31 of 39
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 32 of 39
|
Item 6.
|
Interest in Securities of the Issuer
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 33 of 39
|
Item 7.
|
Material to be filed as Exhibits
|
Exhibit 1
|
A written agreement relating to the filing of the joint acquisition statement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
|
|
|
Exhibit 2
|
Agreement and Plan of Merger, dated as of June 16, 2014, among Star Bulk Carriers Corp., Star Synergy LLC, Star Omas LLC, Oaktree OBC Holdings LLC, Millennia Limited Liability Company and the other parties named therein (previously filed).
|
|
|
Exhibit 3
|
Shareholders Agreement, dated as of July 11, 2014, by and among Star Bulk Carriers Corp., Oaktree Value Opportunities Fund, L.P., Oaktree Opportunities Fund IX Delaware, L.P., Oaktree Opportunities Fund IX (Parallel 2), L.P. and Oaktree Dry Bulk Holdings LLC (previously filed).
|
|
|
Exhibit 4
|
Amended and Restated Registration Rights Agreement, dated as of July 11, 2014, by and among Star Bulk Carriers Corp. and the shareholders and their affiliates party thereto (previously filed).
|
|
|
Exhibit 5
|
Lock Up Agreement, dated as of January 5, 2015, form of which is appended to the Underwriting Agreement, which was filed as an Exhibit 1.1 to Form 6-K filed with the Securities and Exchange Commission by the Issuer on January 14, 2015 and is incorporated herein by reference.
|
|
|
Exhibit 6
|
Lock Up Agreement, dated as of May 12, 2015, form of which is appended to the Placement Agency Agreement, which was filed as an Exhibit 1.1 to Form 6-K filed with the Securities and Exchange Commission by the Issuer on May 18, 2015 and is incorporated herein by reference.
|
|
|
Exhibit 7
|
Vessel Purchase Agreement by and among the Company, Excel and Christine Shipco Holdings Corp. dated August 19, 2014, which was filed as an Exhibit 99.1 to Form 6-K filed with the Securities and Exchange Commission by the Issuer on September 3, 2014 and is incorporated herein by reference.
|
Exhibit 8 |
Lock Up Agreement, dated as of September 15, 2016, form of which is appended to the Underwriting Agreement, which was filed as an Exhibit 1.1 to Form 6-K filed with the Securities and Exchange Commission by the Issuer on September 20, 2016 and is incorporated herein by reference.
|
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 34 of 39
|
OAKTREE VALUE OPPORTUNITIES FUND, L.P.
|
|||
By: |
Oaktree Value Opportunities Fund GP, L.P.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Value Opportunities Fund GP, Ltd.
|
||
Its: | General Partner | ||
By: |
Oaktree Capital Management, L.P.
|
||
Its: |
Director
|
||
|
By:
|
/s/ Jordan Mikes | |
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE VALUE OPPORTUNITIES FUND GP, L.P.
|
|||
By: |
Oaktree Value Opportunities Fund GP, Ltd.
|
||
Its: | General Partner | ||
By: |
Oaktree Capital Management, L.P.
|
||
Its: |
Director
|
||
|
By:
|
/s/ Jordan Mikes | |
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE VALUE OPPORTUNITIES FUND GP LTD.
|
|||
By: |
Oaktree Capital Management, L.P.
|
||
Its: |
Director
|
||
|
By:
|
/s/ Jordan Mikes | |
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 35 of 39
|
OAKTREE OPPORTUNITIES FUND IX DELAWARE, L.P.
|
|||
By: |
Oaktree Fund GP, LLC
|
||
Its: |
General Partner
|
||
By: |
Oaktree Fund GP I, L.P.
|
||
Its: | Managing Member | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory
|
|||
OAKTREE FUND GP, LLC
|
|||
By: |
Oaktree Fund GP I, L.P.
|
||
Its: |
Managing Member
|
||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory
|
|||
OAKTREE OPPORTUNITIES FUND IX (PARALLEL 2), L.P.
|
|||
By: |
Oaktree Opportunities Fund IX GP, L.P.
|
||
Its: |
General Partner
|
||
By: | Oaktree Opportunities Fund IX GP, Ltd. | ||
Its: | General Partner | ||
By: | Oaktree Capital Management, L.P. | ||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 36 of 39
|
OAKTREE OPPORTUNITIES FUND IX GP, L.P.
|
|||
By: |
Oaktree Opportunities Fund IX GP, Ltd.
|
||
Its: |
General Partner
|
||
By: | Oaktree Capital Management, L.P. | ||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE OPPORTUNITIES FUND IX GP, LTD.
|
|||
By: | Oaktree Capital Management, L.P. | ||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE FUND GP I, L.P.
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory | |||
OAKTREE CAPITAL I, L.P.
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OCM HOLDINGS I, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE HOLDINGS, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 37 of 39
|
|
OCM XL HOLDINGS L.P.
|
|
|
By:
|
Oaktree Fund GP 2A Ltd.
|
||
Its:
|
General Partner
|
||
|
|
|
|
|
By:
|
Oaktree Capital Management, L.P.
|
|
|
Its:
|
Director
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Vice President
|
|
|
|
|
|
|
OAKTREE FUND GP 2A LTD.
|
|
|
|
|
|
|
|
By:
|
Oaktree Capital Management, L.P.
|
|
|
Its:
|
Director
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Vice President
|
|
|
|
|
|
|
OAKTREE FUND GP II, L.P.
|
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
OAKTREE CAPITAL II, L.P.
|
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
OAKTREE CAPITAL MANAGEMENT, L.P.
|
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
Title: Vice President
|
OAKTREE HOLDINGS, INC.
|
|||
By: | /s/ Jordan Mikes | ||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 38 of 39
|
OAKTREE CAPITAL GROUP, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE DRY BULK HOLDINGS LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory | |||
OAKTREE OPPORTUNITIES FUND VIII, L.P.
|
|||
By: |
Oaktree Opportunities Fund VIII GP, L.P.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Opportunities Fund VIII GP Ltd.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Capital Management, L.P.
|
||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President | |||
OAKTREE OPPORTUNITIES FUND VIII GP, L.P.
|
|||
By: |
Oaktree Opportunities Fund VIII GP Ltd.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Capital Management, L.P.
|
||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
CUSIP No. Y8162K121
|
SCHEDULE 13D |
Page 39 of 39
|
OAKTREE OPPORTUNITIES FUND VIII GP LTD.
|
|||
By: |
Oaktree Capital Management, L.P.
|
||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OCM FIE, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory
|
|||
Name
|
Principal Occupation
|
Howard S. Marks
|
Co-Chairman and Director of Oaktree Capital Group, LLC and Co-Chairman of Oaktree Capital Management, L.P.
|
Bruce A. Karsh
|
Co-Chairman, Chief Investment Officer and Director of Oaktree Capital Group, LLC and Co-Chairman and Chief Investment Officer of Oaktree Capital Management, L.P.
|
Jay S. Wintrob
|
Chief Executive Officer and Director of Oaktree Capital Group, LLC and Chief Executive Officer of Oaktree Capital Management, L.P.
|
John B. Frank
|
Vice Chairman and Director of Oaktree Capital Group, LLC and Vice Chairman of Oaktree Capital Management, L.P.
|
David M. Kirchheimer
|
Chief Financial Officer, Principal and Director of Oaktree Capital Group, LLC and Chief Financial Officer and Principal of Oaktree Capital Management, L.P.
|
Sheldon M. Stone
|
Principal and Director of Oaktree Capital Group, LLC and Principal of Oaktree Capital Management, L.P.
|
Stephen A. Kaplan
|
Principal and Director of Oaktree Capital Group, LLC and Principal of Oaktree Capital Management, L.P.
|
Name
|
Principal Occupation
|
Howard S. Marks
|
Co-Chairman and Director of Oaktree Capital Group, LLC and Co-Chairman of Oaktree Capital Management, L.P.
|
Bruce A. Karsh
|
Co-Chairman, Chief Investment Officer and Director of Oaktree Capital Group, LLC and Co-Chairman and Chief Investment Officer of Oaktree Capital Management, L.P.
|
Jay S. Wintrob
|
Chief Executive Officer and Director of Oaktree Capital Group, LLC and Chief Executive Officer of Oaktree Capital Management, L.P.
|
John B. Frank
|
Vice Chairman and Director of Oaktree Capital Group, LLC and Vice Chairman of Oaktree Capital Management, L.P.
|
David M. Kirchheimer
|
Chief Financial Officer, Principal and Director of Oaktree Capital Group, LLC and Chief Financial Officer and Principal of Oaktree Capital Management, L.P.
|
Sheldon M. Stone
|
Principal and Director of Oaktree Capital Group, LLC and Principal of Oaktree Capital Management, L.P.
|
Stephen A. Kaplan
|
Principal and Director of Oaktree Capital Group, LLC and Principal of Oaktree Capital Management, L.P.
|
Robert E. Denham
|
Partner in the law firm of Munger, Tolles & Olson LLP
|
Larry W. Keele
|
Retired
|
D. Richard Masson
|
Owner and general manager of Golden Age Farm, LLC
|
Name
|
Principal Occupation
|
Wayne G. Pierson
|
President of Acorn Investors, LLC and Principal of Clifford Capital Partners, LLC
|
Marna C. Whittington
|
Retired
|
Todd E. Molz
|
General Counsel, Chief Administrative Officer and Secretary of Oaktree Capital Group, LLC and General Counsel and Chief Administrative Officer of Oaktree Capital Management, L.P.
|
Susan Gentile
|
Chief Accounting Officer and Managing Director of Oaktree Capital Group, LLC and Chief Accounting Officer and Managing Director of Oaktree Capital Management, L.P.
|
Name
|
Principal Occupation
|
Howard S. Marks
|
Co-Chairman and Director of Oaktree Capital Group, LLC and Co-Chairman of Oaktree Capital Management, L.P.
|
Bruce A. Karsh
|
Co-Chairman, Chief Investment Officer and Director of Oaktree Capital Group, LLC and Co-Chairman and Chief Investment Officer of Oaktree Capital Management, L.P.
|
Jay S. Wintrob
|
Chief Executive Officer and Director of Oaktree Capital Group, LLC and Chief Executive Officer of Oaktree Capital Management, L.P.
|
John B. Frank
|
Vice Chairman and Director of Oaktree Capital Group, LLC and Vice Chairman of Oaktree Capital Management, L.P.
|
David M. Kirchheimer
|
Chief Financial Officer, Principal and Director of Oaktree Capital Group, LLC and Chief Financial Officer and Principal of Oaktree Capital Management, L.P.
|
Todd E. Molz
|
General Counsel, Chief Administrative Officer and Secretary of Oaktree Capital Group, LLC and General Counsel, and Chief Administrative Officer of Oaktree Capital Management, L.P.
|
Susan Gentile
|
Chief Accounting Officer and Managing Director of Oaktree Capital Group, LLC and Chief Accounting Officer and Managing Director of Oaktree Capital Management, L.P.
|
OAKTREE VALUE OPPORTUNITIES FUND, L.P.
|
|||
By: |
Oaktree Value Opportunities Fund GP, L.P.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Value Opportunities Fund GP, Ltd.
|
||
Its: | General Partner | ||
By: |
Oaktree Capital Management, L.P.
|
||
Its: |
Director
|
||
|
By:
|
/s/ Jordan Mikes | |
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE VALUE OPPORTUNITIES FUND GP, L.P.
|
|||
By: |
Oaktree Value Opportunities Fund GP, Ltd.
|
||
Its: | General Partner | ||
By: |
Oaktree Capital Management, L.P.
|
||
Its: |
Director
|
||
|
By:
|
/s/ Jordan Mikes | |
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE VALUE OPPORTUNITIES FUND GP LTD.
|
|||
By: |
Oaktree Capital Management, L.P.
|
||
Its: |
Director
|
||
|
By:
|
/s/ Jordan Mikes | |
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE OPPORTUNITIES FUND IX DELAWARE, L.P.
|
|||
By: |
Oaktree Fund GP, LLC
|
||
Its: |
General Partner
|
||
By: |
Oaktree Fund GP I, L.P.
|
||
Its: | Managing Member | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory
|
|||
OAKTREE FUND GP, LLC
|
|||
By: |
Oaktree Fund GP I, L.P.
|
||
Its: |
Managing Member
|
||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory
|
|||
OAKTREE OPPORTUNITIES FUND IX (PARALLEL 2), L.P.
|
|||
By: |
Oaktree Opportunities Fund IX GP, L.P.
|
||
Its: |
General Partner
|
||
By: | Oaktree Opportunities Fund IX GP, Ltd. | ||
Its: | General Partner | ||
By: | Oaktree Capital Management, L.P. | ||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE OPPORTUNITIES FUND IX GP, L.P.
|
|||
By: |
Oaktree Opportunities Fund IX GP, Ltd.
|
||
Its: |
General Partner
|
||
By: | Oaktree Capital Management, L.P. | ||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE OPPORTUNITIES FUND IX GP, LTD.
|
|||
By: | Oaktree Capital Management, L.P. | ||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE FUND GP I, L.P.
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory | |||
OAKTREE CAPITAL I, L.P.
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OCM HOLDINGS I, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE HOLDINGS, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
|
OCM XL HOLDINGS L.P.
|
|
|
By:
|
Oaktree Fund GP 2A Ltd.
|
||
Its:
|
General Partner
|
||
|
|
|
|
|
By:
|
Oaktree Capital Management, L.P.
|
|
|
Its:
|
Director
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Vice President
|
|
|
|
|
|
|
OAKTREE FUND GP 2A LTD.
|
|
|
|
|
|
|
|
By:
|
Oaktree Capital Management, L.P.
|
|
|
Its:
|
Director
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Vice President
|
|
|
|
|
|
|
OAKTREE FUND GP II, L.P.
|
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
OAKTREE CAPITAL II, L.P.
|
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
|
|
Title: Authorized Signatory
|
|
|
|
|
|
|
OAKTREE CAPITAL MANAGEMENT, L.P.
|
|
|
|
|
|
|
|
By:
|
/s/ Jordan Mikes
|
|
|
|
Name: Jordan Mikes
|
|
Title: Vice President
|
OAKTREE HOLDINGS, INC.
|
|||
By: | /s/ Jordan Mikes | ||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE CAPITAL GROUP, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE DRY BULK HOLDINGS LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory | |||
OAKTREE OPPORTUNITIES FUND VIII, L.P.
|
|||
By: |
Oaktree Opportunities Fund VIII GP, L.P.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Opportunities Fund VIII GP Ltd.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Capital Management, L.P.
|
||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President | |||
OAKTREE OPPORTUNITIES FUND VIII GP, L.P.
|
|||
By: |
Oaktree Opportunities Fund VIII GP Ltd.
|
||
Its: |
General Partner
|
||
By: |
Oaktree Capital Management, L.P.
|
||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OAKTREE OPPORTUNITIES FUND VIII GP LTD.
|
|||
By: |
Oaktree Capital Management, L.P.
|
||
Its: | Director | ||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Vice President
|
|||
OCM FIE, LLC
|
|||
By: |
/s/ Jordan Mikes
|
||
Name: Jordan Mikes
|
|||
Title: Authorized Signatory
|
|||