GENCO SHIPPING & TRADING LTD

Diana Shipping Inc. reaffirmed its commitment to acquire Genco Shipping & Trading Limited, reiterating its revised offer of $27.34 per share. This offer, increased on June 17, 2026, consists of $24.80 in cash and one Diana share, valued at $2.54 based on a 30-day volume-weighted average price. The company highlights that this represents a 53% premium to Genco's undisturbed share price and a 6% premium to its net asset value. Diana Shipping, Genco's largest shareholder, urges Genco's board to engage in good faith despite previous rejections.

Genco Shipping & Trading Limited announced preliminary results from its shareholder meeting, where shareholders overwhelmingly voted to re-elect all six of Genco’s director nominees. On average, nearly 90% of shares (excluding Diana Shipping Inc.'s) were voted FOR each director. Shareholders also supported the Board's recommendations, including the equity incentive plan and shareholder rights agreement, and voted against Diana's proposals. The Board is currently reviewing a revised non-binding proposal received from Diana.

Diana Shipping Inc. has submitted a revised non-binding proposal to acquire all outstanding shares of Genco Shipping & Trading Limited not already owned by Diana. The new offer is valued at $27.34 per Genco share, comprising $24.80 in cash and one share of Diana common stock. This proposal represents a 16% premium to Genco's closing price on June 16, 2026, and a 6% premium to its net asset value. Diana also requested Genco's Board to delay its upcoming Annual Meeting to allow shareholders to evaluate the revised offer.

Genco Shipping & Trading Limited announced that its Annual Meeting will proceed as scheduled on June 18, 2026, despite Diana Shipping Inc.'s revised unsolicited proposal. The Genco Board is committed to maximizing shareholder value and will review Diana's proposal in consultation with its advisors. Genco urges shareholders to vote "FOR" its qualified directors and "WITHHOLD" on Diana's nominees on the WHITE proxy card by the 11:59 PM ET deadline tonight, emphasizing that the meeting is not a vote on Diana's takeover but on company leadership. The company also recommends voting "FOR" the shareholder rights plan to prevent Diana from gaining creeping control.

Genco Shipping & Trading Limited is urging shareholders to vote on the WHITE proxy card by tonight's 11:59 PM ET deadline, supporting Genco's highly qualified director nominees and rejecting Diana Shipping Inc.'s nominees and inadequate $24.80 tender offer. The company highlights its superior value creation, strong corporate governance, and the recommendations of all three leading proxy advisory firms (ISS, Glass Lewis, Egan-Jones) to vote for Genco's board. Genco asserts that Diana's offer significantly undervalues the company and its assets, and its nominees pose significant risks to shareholder investment.

Diana Shipping Inc., the largest shareholder of Genco Shipping & Trading Limited, has filed an amendment to its tender offer statement, urging Genco shareholders to vote against the ratification of Genco's poison pill and equity incentive plan. Diana Shipping also called for shareholders to vote for its director nominees, Jens Ismar and Paul Cornell, and to withhold votes for current directors Basil G. Mavroleon and Arthur L. Regan, ahead of the Annual Meeting on June 18, 2026. Diana Shipping, through its subsidiary, beneficially owns 14.4% of Genco's common stock and is pursuing a cash tender offer of $24.80 per share.

Genco Shipping & Trading Limited urged shareholders to vote the WHITE proxy card for its current board and against Diana Shipping Inc.'s nominees and proposals ahead of the June 18, 2026 Annual Meeting. Leading proxy advisory firms ISS, Glass Lewis, and Egan-Jones support Genco's board reelection and recommend against Diana's nominees, stating that Diana's $24.80 per share offer significantly undervalues Genco. Genco highlights its Comprehensive Value Strategy, which has delivered $7.16 per share in dividends and 210% shareholder returns, and warns against Diana's "value-destructive actions."

Genco Shipping & Trading Limited's Board of Directors announced commitments regarding its Shareholder Rights Agreement, adopted in response to Diana Shipping Inc.'s rapid stock accumulation and hostile takeover campaign. The Board will regularly review the agreement, limit any extension to 12 months, and resubmit it for a shareholder vote in 2027 if still in effect. Genco's Board continues to be open to offers that provide full value and a control premium for shareholders, while strongly recommending shareholders reject Diana's "inadequately priced" $24.80 tender offer and vote against Diana's proxy fight nominees and proposals.

Genco Shipping & Trading Limited has mailed a communication to shareholders, urging them to vote FOR all of Genco's highly qualified directors on the WHITE proxy card and WITHHOLD on Diana Shipping Inc.'s nominees. The company highlighted that three leading proxy advisory firms—ISS, Glass Lewis, and Egan-Jones—have all recommended Genco's board, concluding that change is not warranted and Diana's offer is not in the best interest of Genco shareholders. Genco also recommended voting for the continuation of its shareholder rights plan and rejecting Diana's "inadequate" $24.80 tender offer.

Diana Shipping Inc. (DSX), Genco Shipping & Trading's (GNK) largest shareholder, highlighted Institutional Shareholder Services' (ISS) recommendation for Genco shareholders to vote against the ratification of Genco's poison pill. ISS cited entrenchment concerns regarding the pill, especially with Diana's $24.80 per share all-cash offer on the table. Glass Lewis also recognized Diana as a "serious and committed bidder" and raised concerns about the rights plan. Diana is urging shareholders to vote for its two independent nominees, Jens Ismar and Paul Cornell, and against the poison pill.