Offer Price is Unchanged from Prior Inadequate Proposal – Continues to Undervalue Genco's Assets and Business, Fails to Provide Control Premium
Genco Board Recommends Shareholders NOT Tender Their Shares Into Diana's Offer
Urges Shareholders to Vote the WHITE Proxy Card FOR Genco's Directors
Additional Information Available at www.GencoDrivesSuperiorReturns.com
NEW YORK, May 15, 2026 (GLOBE NEWSWIRE) -- Genco Shipping & Trading Limited (NYSE:GNK) ("Genco" or the "Company"), the largest U.S. headquartered drybulk shipowner focused on the global transportation of commodities, today announced that its Board of Directors unanimously rejected the unsolicited tender offer (the "Offer") from Diana Shipping Inc. ("Diana") to acquire all outstanding shares of Genco common stock for $23.50 per share in cash.
The Board, after consultation with its external financial and legal advisors, unanimously determined that the Offer meaningfully undervalues Genco's assets and business, does not provide a control premium and is not in the best interests of Genco shareholders. Genco notes that Diana's Offer price remains unchanged from its inadequate March 2026 proposal, which the Board previously rejected. Accordingly, the Board recommends that shareholders not tender any of their shares into the Offer.
Genco issued its formal recommendation in a Solicitation/Recommendation Statement on Schedule 14D-9 filed today with the U.S. Securities and Exchange Commission ("SEC"). As detailed in the filing, the reasons for the Genco Board's recommendation to reject Diana's Offer include:
- The Offer meaningfully undervalues Genco by failing to reflect the full value of Genco's assets and business and does not include a control premium. Genco has been delivering strong, consistent financial results and substantial shareholder returns through the successful execution of its Comprehensive Value Strategy. Diana's grossly inadequate Offer is well below Genco's net asset value (NAV). Current mean analyst NAV estimate is $26.54 and the current median estimate is $26.80 in a period of rising asset values across the industry.1 The Offer also fails to provide an appropriate control premium.
- The Genco Board believes that continuing to pursue its standalone plan will deliver substantially greater value for Genco shareholders than the Offer. Genco has built a differentiated drybulk company with premium-earning assets and a strong financial position. Genco is exceptionally positioned to capture value from a strengthening drybulk market. Genco's strategic decisions have led to superior performance and returns and allow Genco to capture future upside. The Board firmly believes that shareholders should not accept Diana's Offer, which is below NAV and less than our current stock price.
- The Offer is another tactic in Diana's attempts to acquire Genco on the cheap for the benefit of Diana and not Genco's shareholders. In addition to the Offer, to support its takeover attempt, Diana has rapidly acquired shares, made inadequate acquisition proposals and nominated handpicked director nominees to replace the entire Genco Board. These nominees are tied to Diana and may take actions that are not in the best interest of Genco shareholders. In contrast, Genco's highly-qualified directors have a track record of generating meaningful returns and value for Genco shareholders – they are architects of the Comprehensive Value Strategy that has delivered superior returns, compelling dividends and disciplined capital allocation across drybulk market cycles.
- The quantity and nature of the conditions to the Offer create significant uncertainty and risk. The Offer is subject to a significant number of conditions in favor of Diana, many of which are outside the control of Genco and create uncertainty around the likelihood that Diana will consummate the Offer.
- The Genco Board considered the fact that, on May 13, 2026, each of Jefferies and Morgan Stanley rendered an oral opinion to the Board and Strategic Committee, subsequently confirmed in writing, that, as of the date of such opinion and based upon and subject to the various assumptions, qualifications, limitations and other matters described in the respective written opinions, the consideration pursuant to the offer was inadequate from a financial point of view to Genco's shareholders (other than Diana and its affiliates). The full text of the written opinions, dated May 13, 2026, which set forth the assumptions made, procedures followed, matters considered and limitations on the review undertaken with such opinions, are attached as Exhibits (a)(16) and (a)(17) to Genco's Schedule 14D-9. Jefferies and Morgan Stanley provided their respective opinions for the information and assistance of the Board and Strategic Committee in connection with their consideration of the Offer. The opinions of Jefferies and Morgan Stanley are not a recommendation as to whether or not any shareholders should tender their shares in connection with the Offer or with respect to any other matter.
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