Diana Shipping Cautions of Significant Downside Risk in Genco’s Share Price

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Diana Shipping Inc., a global shipping company specializing in the ownership and bareboat charter-in of dry bulk vessels that is the largest shareholder of Genco Shipping & Trading Limited GNK (“Genco”), cautioned that Genco’s current share price appears to be artificially inflated by Diana’s $23.50 per share cash offer, and that, without Diana’s offer, Genco’s share price could return to the persistent discount to NAV at which it has historically traded.

Genco’s net asset value (“NAV”) as of March 31, 2026, based on vesselsvalue.com, is approximately $25.40 per share, which excludes adjustments of at least $0.80 per share for change in control costs, including the cost of accelerated equity implemented by Genco’s Board. Genco’s stock is currently trading around that level with the support of Diana’s offer. Genco’s stock has traded at an average 30% discount to NAV since 20201; if Diana’s offer is taken off the table, the stock could once again trade at those levels, implying a price in the area of $17.50 per share.

This is a very substantial risk, as Genco’s Board and management team have spent millions of dollars trying to defeat Diana’s offer, knowing very well that doing so will seriously risk damaging shareholder value.

Given Genco’s current inflated share price, Diana has sold a portion of its shareholdings. Diana currently intends to maintain a significant ownership stake, yet at the current price level – which, as stated above, it believes is at risk – it is prudent to realize a profit on its considerable investment. Funds generated by stock sales would be utilized, along with the $1.443 billion of fully committed financing, to fund Diana’s acquisition of the outstanding shares of Genco for $23.50 per share in cash if a transaction can be reached with Genco. Importantly, Diana’s decision to sell shares does not in any way diminish its commitment to acquiring Genco. In fact, it strengthens both Diana’s conviction in the transaction opportunity and its ability to complete it in the most cost-effective manner.

Semiramis Paliou, Diana’s Chief Executive Officer, commented:

“Our $23.50 per share all cash offer has brought Genco’s share price to a valuation it has never sustained on its own — because it reflects the premium value of our offer. The Genco Board and management team want shareholders to believe that the inflated share price is a result of their performance, and, knowing that’s not the case, is willing to risk hundreds of millions of dollars of shareholder value. Genco shareholders have a clear opportunity to protect the value of their investment by electing independent directors committed to ensuring every value-maximizing alternative is evaluated on the merits. A vote for our nominees is a vote to find out what Genco is really worth through consideration of all value creation opportunities — and the historical record makes the alternative perfectly clear.

Diana’s six nominees — Gustave Brun-Lie, Paul Cornell, Chao Sih Hing Francois, Jens Ismar, Viktoria Poziopoulou and Quentin Soanes — share a single purpose: ensuring the Genco Board fulfills its fiduciary obligation to evaluate all value-maximizing alternatives on the merits, including Diana’s $23.50 per share all-cash offer.

Diana urges all Genco shareholders to vote the GOLD universal proxy card “FOR” each of its six independent nominees and WITHHOLD on Genco’s nominees. Diana also urges shareholders to tender their shares pursuant to Diana’s tender offer at $23.50 per share in cash. The proxy vote and the tender offer are independent of each other — shareholders can and should act on both opportunities.

Shareholders who have already voted the WHITE card can change their vote by signing, dating and returning the enclosed GOLD universal proxy card. Only the latest-dated proxy will count. Please act as soon as possible — the tender offer expires at 5:00 p.m., New York City time, on June 2, 2026, unless extended, and the Annual Meeting is on June 18, 2026.
Source: Diana Shipping Inc.