Genco Shipping cautions shareholders against Diana's "misleading" offer
- Genco Shipping urged its shareholders not to tender their equity into Diana Shipping's active takeover bid.
- Management clarified that the actual active tender offer remains priced at a flat $24.80 per share in cash.
- The Board is reviewing a separate, non-binding $27.34 cash-and-stock proposal under its fiduciary duties.
Genco Shipping & Trading (NYSE:GNK) issued a sharp public statement today dismantling what it calls "misleading disclosures" by its largest shareholder, Diana Shipping (NYSE:DSX), regarding its pending tender offer.
The drybulk maritime carrier warned its investor base that despite Diana's public marketing of an implied $27.34 per share transaction, the legal mechanics of the active tender offer are still capped strictly at $24.80 in cash.
"Even though Diana has been promising to file an amended tender offer statement since June 17, Diana has NOT updated its tender offer materials to align the terms," Genco's management group noted in a press directive.
The corporate conflict stems from two distinct avenues of approach deployed by Diana Shipping.
The first is an active open-market tender offer for $24.80 cash, which Genco's board previously reviewed and unanimously rejected for failing to provide a control premium or match Genco's net asset value.
The second is an indicative, non-binding combination proposal delivered to directors consisting of $24.80 in cash plus one share of Diana common stock (implied at $2.54).
Following the escalating corporate defense statement, Genco Shipping's share price traded up at $25.18.
Genco’s board confirmed that while they advise strongly against tendering shares into the active cash-only offer, they are appropriately evaluating the secondary non-binding, mixed-consideration proposal alongside corporate financial advisors to determine if it aligns with maximizing long-term shareholder value.
