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Genco Shipping & Trading Limited Board of Directors Provides Update on Review of Diana Shipping’s Revised, Non-Binding Indicative Proposal

GNK
  • Genco Shipping & Trading Limited's Board continues its review of Diana Shipping Inc.'s revised non-binding indicative proposal to acquire all outstanding shares for $24.80 cash plus one Diana share.
  • Genco's advisors have engaged with Diana's advisors multiple times recently to evaluate the price, terms, & structure of the offer.
  • The Board is assessing whether the proposal reflects Genco's net asset value & includes an appropriate control premium given the rising market.
  • Concerns regarding the Diana share valuation include Diana's $2.54 ascribed value versus its actual closing prices of $2.30 on June 16 & $2.20 on July 22.
  • The Board warns that the proposed new share issuance could cause substantial dilution & materially lower Diana's share price, reducing consideration for Genco shareholders.
  • Diana's plan to sell 16 Genco vessels to Star Bulk at below-market prices may negatively impact the value of Diana shares.
  • The cash component of $24.80 per share will be reduced by declared dividends, including the expected Q2 2026 dividend to be announced in early August.
  • Genco's Board strongly recommends shareholders reject the separate $24.80 per share tender offer & not tender their shares.
  • Shareholders who have already tendered their shares may withdraw them at any time prior to the tender offer's expiration.
  • Genco expects to continue driving compelling dividends & returns through its Comprehensive Value Strategy, asset growth, debt reduction, & lowered breakeven levels.
  • Jefferies LLC serves as financial advisor, Herbert Smith Freehills Kramer (US) LLP & Sidley Austin LLP serve as legal counsel, & Morgan Stanley & Co. LLC acts as special advisor to the Board.
  • Genco's Board will provide a formal response to the proposal in due course while acting in the best interests of all shareholders.