Diana Shipping Issues Statement on Genco Shipping’s Changing Valuation Approach and Continued Refusal to Engage on $24.80 Per Share All-Cash Offer
Diana Shipping, a global shipping company focused on the ownership and bareboat charter-in of dry bulk vessels and the largest shareholder of Genco Shipping & Trading Limited (NYSE: GNK) (“Genco”), today reiterated its concerns regarding Genco’s ongoing refusal to engage constructively on Diana’s fully financed, all-cash proposal to acquire Genco for $24.80 per share. Diana stated that Genco has repeatedly shifted its valuation methodology in an effort to justify avoiding meaningful discussions regarding the offer.
According to Diana, its proposal represents a clear, straightforward acquisition at approximately 1.0x net asset value (NAV), calculated using VesselsValue broker valuations. Diana emphasized that these are the same valuation metrics Genco itself relied upon for more than five years, including in its fourth-quarter 2025 earnings presentation issued in February 2026 and still publicly available on its corporate website. Diana argues that Genco’s prior reliance on these consistent valuation standards underscores their credibility and appropriateness as a fair basis for evaluating the offer.
Diana further contends that Genco has recently altered its approach to asset valuation in response to the acquisition proposal. Specifically, the Company claims that Genco has shifted away from its longstanding methodology and instead adopted a framework based on a range of sell-side analyst estimates that were not previously used for fleet valuation purposes. In addition, Diana notes that Genco has separately presented fleet values in its first-quarter 2026 earnings materials using estimates from two unnamed brokers. Diana argues that these changes in methodology represent a departure from established practice and appear designed to produce more favorable valuation outcomes in the context of the ongoing acquisition discussions.
Diana also criticized what it describes as inconsistencies in Genco’s interpretation of net asset value. While acknowledging that NAV is typically intended to reflect a company’s liquidation value, Diana stated that the figures currently being promoted by Genco fail to account for key real-world costs associated with liquidation. These include brokerage fees that would be incurred in the sale of vessels as well as significant severance obligations tied to Genco’s recently adopted employee retention program. According to Diana, excluding these costs results in an inflated NAV figure that does not accurately represent the net proceeds shareholders would realistically receive in a liquidation scenario.
The Company further asserted that the Genco Board of Directors is selectively applying valuation metrics in a manner that serves its own interests rather than those of shareholders. Diana characterized the board’s approach as self-serving and misleading, alleging that shifting valuation assumptions are being used to justify rejecting its offer while preserving current management and governance structures.
Beyond the debate over NAV methodology, Diana also challenged Genco’s expectation of a control premium above already elevated valuation estimates. The Company stated that Genco’s demand for an additional premium is inconsistent with historical trading patterns in the dry bulk shipping sector and broader market behavior. Diana noted that Genco’s shares have traded at an average discount of approximately 30% to NAV since 2020, a pattern it says is consistent with peer companies in the dry bulk shipping industry, which also commonly trade below NAV.
In this context, Diana argued that its offer—priced at roughly 100% of NAV—already incorporates a meaningful premium relative to typical market valuations. The Company further pointed to precedent transactions in the shipping sector over the past five years, noting that comparable take-private or acquisition deals have been completed at an average of approximately 82% of NAV. Diana suggested that these historical benchmarks demonstrate that its current proposal exceeds standard transaction valuation levels within the industry.
Diana also warned of potential downside risk to Genco’s share price should the acquisition proposal be withdrawn or rejected without further engagement. The Company projected that, absent the Diana offer, Genco shares could revert toward historical trading levels near approximately $18.00 per share, reflecting their long-standing discount to net asset value. Diana argued that such a decline would primarily benefit existing management and directors, particularly those with limited personal equity exposure in the company, while negatively impacting ordinary shareholders.
According to Diana, the divergence between management incentives and shareholder interests is central to the current dispute. The Company suggested that Genco’s leadership, including Chief Executive Officer John Wobensmith and members of the board, may have incentives aligned with maintaining control and existing positions rather than maximizing shareholder value through a potential transaction.
Diana concluded by reiterating its position that its $24.80 per share all-cash offer represents a fair, fully financed, and value-maximizing opportunity for Genco shareholders. The Company urged Genco’s board to cease what it characterizes as inconsistent valuation practices and to engage directly in good-faith discussions regarding the proposal, emphasizing that continued refusal to do so undermines shareholder value and transparency.
As the situation develops, the dispute underscores broader tensions within the dry bulk shipping sector, where asset-heavy balance sheets, volatile freight rates, and fluctuating vessel valuations often lead to disagreements over net asset value and fair acquisition pricing. Diana maintained that a resolution through engagement remains the most constructive path forward for all stakeholders involved.
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