Eagle Bulk Shipping Inc. Purchases Oaktree Capital Stake in Company

Adopts Limited Duration Shareholder Rights Plan to Protect the Best Interest of Shareholders

Stamford, Conn. - June 23, 2023

Eagle Bulk Shipping Inc. (NYSE: EGLE) ("Eagle Bulk", "Eagle", or the "Company"), one of the world's largest owner-operators within the midsize drybulk vessel segment, today announced that its Board of Directors has approved an agreement with Oaktree Capital Management ("Oaktree") and certain of its affiliates pursuant to which Eagle has repurchased approximately 3.8 million shares of Eagle common stock, representing Oaktree's entire stock ownership of approximately 28% in the Company, for an aggregate purchase price of approximately $219.3 million. The purchase price of $58.00 per share represents a discount of approximately $11.00 per share or approximately 16% to Net Asset Value, as adjusted ("NAV") per share-diluted based on March 31, 2023 financials and current fleet valuations.1

The Board unanimously arrived at its determination after careful consideration, including consultation with outside legal and financial advisors.

Eagle's Chairman Paul Leand, Jr. commented, "Today's transaction is in the best interest of our shareholders, both financially and strategically. It ensures that shareholders maintain the opportunity to realize the value of their investment in Eagle Bulk and eliminates any potential disruption resulting from the sale of a very significant interest in the Company."

Eagle's CEO Gary Vogel added, "We believe the transaction will be significantly accretive to NAV per share and EPS in future periods based on historically strong supply-side fundamentals. Looking ahead, we will continue to execute on our growth and renewal strategy, including building upon our 33 previous ship acquisitions, and remain committed to acting opportunistically to create value for all of our shareholders."

Eagle's balance sheet remains strong, with total liquidity of approximately $188 million based on March 31, 2023 financials, as adjusted for this transaction, previously communicated financing, and vessel sale and purchase activity. The Company noted that it remains committed to its balanced capital allocation strategy, including maintaining its current dividend policy of 30% of net income, which we believe will be positively impacted by this transaction, and continued repayment of term debt.

As a result of this transaction, the Company's outstanding common stock will be reduced to approximately 9.3 million shares. The transaction will be financed by cash-on-hand and drawings under the Company's credit facility.

Eagle Bulk provided supplemental slides in connection with this announcement under the "Investors" section of the Company's website https://ir.eagleships.com/.

Oaktree became a shareholder in Eagle Bulk in October 2014.

Shareholder Rights Plan
Additionally, the Company announced that its Board of Directors has unanimously adopted a limited duration shareholder rights plan (the "Rights Plan"). The Rights Plan is effective immediately and has a one year duration expiring on June 22, 2024 unless extended by shareholders. The Rights Plan will reduce the likelihood that any person or group gains control of the Company through open market accumulation, or other abusive tactics potentially disadvantaging the interests of all shareholders, without paying all shareholders an appropriate control premium or providing the Company's Board of Directors sufficient time to make informed decisions in the best interest of all shareholders. The Rights Plan is not intended to interfere with any transaction that the Board of Directors determines to be in the best interests of shareholders, nor does the Rights Plan prevent the Board of Directors from considering any proposal.

Pursuant to the Rights Plan, the Company will distribute one right for each share of common stock outstanding as of the close of business on July 3, 2023. While the Rights Plan is effective immediately, the rights generally would become exercisable only if a person or group (including a group of persons that are acting in concert with each other) acquires beneficial ownership, as defined in the Rights Plan, of 15% or more of the Company's common stock in a transaction not approved by the Company's Board of Directors. In that situation, each holder of a right (other than the acquiring person or group) will have the right to purchase, upon payment of the then-current exercise price, a number of shares of Company common stock having a market value of twice the exercise price of the right. In addition, at any time after a person or group acquires 15% or more of the Company's common stock, the Company's Board of Directors may exchange one share of the Company's common stock for each outstanding right (other than rights owned by such person or group, which would have become void).

The Rights Plan will expire on the close of business on the first anniversary of the date of entry into the Rights Plan unless extended for two more years by shareholders. It could also expire earlier if prior to such date, the rights are redeemed or exchanged. The Company's Board of Directors may consider an earlier termination of the Rights Plan if market and other conditions warrant.

Further details regarding the Oaktree transaction and Rights Plan will be contained in a Current Report on Form 8-K that the Company will be filing with the U.S. Securities and Exchange Commission ("SEC"). These filings will be available on the SEC's web site at www.sec.gov.

Akin Gump Strauss Hauer & Feld LLP is serving as legal advisor to the Company. Hogan Lovells US LLP is serving as legal advisor and Houlihan Lokey is serving as financial advisor to the Company's Board of Directors.

About Eagle Bulk Shipping Inc.
Eagle Bulk Shipping Inc. ("Eagle" or the "Company") is a US-based, fully integrated shipowner-operator providing global transportation solutions to a diverse group of customers including miners, producers, traders, and end users. Headquartered in Stamford, Connecticut, with offices in Singapore and Copenhagen, Eagle focuses exclusively on the versatile midsize drybulk vessel segment and owns one of the largest fleets of Supramax / Ultramax vessels in the world. The Company performs all management services in-house (including strategic, commercial, operational, technical, and administrative) and employs an active-management approach to fleet trading with the objective of optimizing revenue performance and maximizing earnings on a risk-managed basis. For further information, please visit our website: www.eagleships.com.

Eagle Bulk Shipping Inc. press release