Highlights of the presentation include:
• Genco’s proven Comprehensive Value Strategy is creating value for shareholders. Since 2021, Genco’s Board and management team have been implementing the Company’s Comprehensive Value Strategy, delivering $310 million or $7.16 per share in dividends to shareholders, generating outsized shareholder returns of 210%1 and positioning the Company for continued value creation.
- Genco has strong momentum in a strengthening drybulk market. Genco has increased the number of premium earning vessels in its fleet, enhancing its operating leverage and ability to pay sizeable and growing dividends. In addition, Genco projects a second quarter 2026 dividend of $0.70 per share, a 367% increase year-over-year.2 Genco’s dividend formula is expected to generate a total dividend of $2.50 per share in 2026, assuming the forward freight curve for the balance of the year.2
- Genco prioritizes strong corporate governance. Genco is the only U.S.-listed drybulk company with no related-party transactions benefiting insiders. Genco has been consistently ranked in the industry’s top quartile for governance practices, significantly higher than Diana Shipping, which is ranked in the third quartile.3
- Genco has a diverse, independent and highly qualified Board. Genco’s directors have a proven track record of value creation and deep expertise in shipping and other areas critical to overseeing the Company’s strategy. This breadth of experience enables the Board to guide the Company forward and continue providing effective oversight.
- Diana is attempting to take over Genco on the cheap. As part of their efforts, Diana has rapidly accumulated shares, made several prior inadequate acquisition proposals, commenced an unsolicited and inadequate tender offer (the “Offer”) and nominated a slate of handpicked director nominees to replace the entire Genco Board.
- Diana’s recent actions raise questions of market manipulation to drive down the price of Genco’s shares to make their inadequate Offer look better. These actions include putting out a baseless stock price target in its press release on May 18, 2026, selling shares to make a short-term profit despite Diana’s stated interest in acquiring the entire Company at a fair price and threatening the market by claiming to be a seller without simultaneously disclosing the volume, timing, price or manner of such stock sales.
- Genco’s Board has responded appropriately to Diana throughout its hostile campaign. Genco has engaged with Diana on several potential transaction structures for years, beginning with Genco’s initial outreach in June 2024 to discuss a potential business combination. The Board has made it clear to Diana that it is open to engaging with Diana if they provide an offer that appropriately values Genco and adequately rewards all shareholders. Diana has refused to engage and instead launched the inadequate and conditional Offer and nominated its handpicked slate of director nominees to seize control of Genco. The Board is committed to acting in the best interests of all Genco shareholders.
- Diana’s inadequate Offer undervalues Genco and is not in the best interests of Genco shareholders. Diana’s $23.50 per share tender offer, which was unchanged from their prior inadequate March 2026 acquisition proposal that the Board previously rejected, is simply too low. Diana’s Offer undervalues the Company and its assets, is well below Genco’s net asset value (NAV) and does not include a control premium. The current mean analyst NAV estimate is $26.60 and the current median estimate is $27.00 in a period of rising asset values across the industry.4 The Offer represented only a 1% “premium” to the closing stock price the day prior to its offer and is lower than where Genco’s shares have traded for weeks.
- Diana’s director nominees pose significant risks to Genco shareholders. Diana is a direct competitor seeking access to Genco’s boardroom through the nomination of its handpicked slate of directors. Diana is known throughout the industry for a history of poor governance practices, self-dealing and value destruction with perplexing capital allocation decisions.
Many of Diana’s handpicked director nominees have close personal or professional ties to Diana, certain of them have records of bankruptcy and shareholder value destruction5 and none of them are fit to serve on the Genco Board.
Vote the WHITE proxy card TODAY to protect your investment. Genco’s Board urges shareholders to vote “FOR” the reelection of Genco’s six highly qualified directors and according to the Board’s other recommendations on the Company’s WHITE proxy card, “WITHHOLD” on Diana’s nominees and “AGAINST” Diana’s shareholder proposals.
The Genco Board of Directors also continues to recommend that Genco shareholders reject Diana’s wholly inadequate $23.50 tender offer by not tendering their shares.
The presentation has been filed with the U.S. Securities and Exchange Commission (the “SEC”).
If you have any questions or require any assistance with voting your shares, please call or email Genco’s proxy solicitor:
Source: Genco Shipping & Trading Limited
