Genco Shipping rejects Diana Shipping's board replacement proposal

Genco Shipping & Trading Limited (NYSE: GNK) responded to Diana Shipping Inc.'s announcement that it intends to nominate six director candidates to replace Genco's entire board at the company's 2026 annual meeting of shareholders.

Diana Shipping previously made an unsolicited proposal to acquire all outstanding Genco shares it does not already own for $20.60 per share. Genco's board reviewed the proposal with external advisors and determined it significantly undervalued the company and was not in shareholders' best interests.

Genco stated its board determined that an acquisition of Diana by Genco would create value for both companies' shareholders. The board authorized management to engage with Diana on an alternative structure where Genco would acquire Diana using cash and equity as consideration. According to Genco, Diana refused to engage and instead proceeded with its director nomination plans.

Genco's board consists of six individuals, five of whom are independent. The company's Nominating and Corporate Governance Committee will review Diana's proposed nominees according to standard processes and guidelines.

The board will make its formal recommendation regarding Diana's nominees in the company's proxy statement, which will be filed with the Securities and Exchange Commission and mailed to eligible shareholders. The 2026 annual meeting has not yet been scheduled.

Genco operates a fleet of 45 dry cargo vessels with an average age of 12.5 years and aggregate capacity of approximately 5,045,000 deadweight tons. The company transports commodities including iron ore, coal, grain, steel products, bauxite, cement and nickel ore globally.

Jefferies LLC serves as financial advisor to Genco, while Herbert Smith Freehills Kramer (US) LLP provides legal counsel. Genco shareholders are not required to take any action at this time.

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