Genco Shipping & Trading Issues Statement Regarding Diana Shipping\u2019s Letter to Shareholders<\/p>\n
Hellenic Shipping News<\/p>\n
Genco Shipping & Trading Limited, the largest U.S.-headquartered drybulk shipowner focused on the global transportation of commodities, today issued the following statement regarding Diana Shipping Inc.\u2019s (\u201cDiana\u201d) letter to Genco shareholders:<\/p>\n
The Genco Board of Directors and management team are committed to maximizing value for Genco shareholders. Today, Diana issued a letter as part of its efforts to take control of Genco through an inadequate acquisition proposal and through replacing the entire Genco Board with its handpicked nominees. We encourage shareholders to ignore Diana\u2019s letter and not be distracted by its inflammatory and misleading statements.<\/p>\n
Instead, Genco shareholders should keep in mind the following:<\/p>\n
Genco\u2019s comprehensive value strategy continues to deliver strong operating results and superior shareholder returns. Since April 2021, we have distributed $292 million in dividends to shareholders, invested $492 million in high-quality modern vessels and fortified our balance sheet by reducing debt by $250 million prior to the recent redeployment of capital for fleet renewal in Q1 2026. As a result, we have delivered total shareholder returns of 247% over the past five years \u2013 more than triple the S&P 500\u2019s TSR of 76% and far exceeding Diana\u2019s TSR of 53% over the same period.1 Looking ahead, we are well positioned to continue expanding our earnings power and dividend capacity in a strengthening drybulk market.<\/p>\n
Diana\u2019s proposal substantially undervalues Genco. Simply put, it does not capture the underlying value of Genco, it is well below the mean analyst NAV estimate2 of $25.00 and it fails to provide an appropriate premium for control of the Company. Accepting an offer at this inadequate price would be giving away the upside of your Genco investment to Diana.Importantly, our Board has maintained our track record of corporate governance in addressing this matter. To that end, the Board established a special committee comprising independent directors to review the proposal with external advisors to ensure the Board is acting in the best interests of all shareholders. That committee thoroughly reviewed the offer and determined it was inadequate.<\/p>\n
Diana is seeking to seize control of your Board, and there is no way to predict what they will do if they achieve their goal. The proxy contest is not a vote on whether to approve or reject Diana\u2019s $23.50 acquisition proposal. Rather, it is a vote on whether to give Diana\u2019s nominees control of the Company. Shareholders are choosing between Genco\u2019s highly qualified Board, which has a proven track record of delivering strong returns and value to shareholders, and Diana\u2019s handpicked slate of directors. Diana\u2019s letter is intended to tell Genco shareholders \u201ctrust us.\u201d There is no basis for doing so. In stark contrast to Genco, Diana has a history of related-party transactions favoring insiders3 and poor total shareholder returns4. If Diana\u2019s nominees gain control of the Board, they could approve a transaction at a price below the latest proposal, take commercial actions that are unfavorable to Genco\u2019s shareholders\u2019 interests or decide to change our low leverage high dividend model, reducing shareholder returns.<\/p>\n
Genco intends to address Diana\u2019s numerous inaccurate statements and provide additional information to shareholders in due course. The Board of Directors recommends that shareholders disregard any proxy materials they may receive from Diana ahead of the Annual Meeting. Shareholders do not need to take any action at this time.<\/p>\n
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