Genco rebuts Diana's $24.80 per-share tender offer

Rhea-AI Filing Summary

Genco Shipping & Trading Limited filed Amendment No. 11 to its Schedule 14D-9 responding to an unsolicited tender offer by Diana Shipping Inc. The tender offer seeks to purchase all issued and outstanding common shares and associated rights to Series B Preferred Stock for $24.80 per share in cash.

The Amendment supplements Genco's solicitation/recommendation statement originally filed on May 15, 2026 and includes a company statement dated June 8, 2026. The Amendment notes that, except as amended, the Statement remains unchanged.

Insights

M&A Counsel

Amendment supplements Genco's recommendation record in an ongoing unsolicited tender offer.

The filing amends a prior Schedule 14D-9 and attaches a corporate statement dated June 8, 2026. It references an unsolicited tender offer by Diana Shipping Inc. at $24.80 per share, which is the explicit cash consideration stated.

Legal risks and next steps depend on the full Statement's recommendations and any shareholder communications; subsequent filings or disclosures will show votes, tender responses, or competing proposals.

Corporate Finance Analyst

Filing documents the offer price and preserves prior disclosures while adding a June 8 statement.

The Amendment confirms the offer price of $24.80 per share in cash and reiterates that prior Statement content remains unless amended. The filing cites the original filing date of May 15, 2026.

Material financial impact depends on acceptance rates and any revised recommendations; monitoring subsequent Schedule 14D-9 amendments and tender results is necessary for outcome clarity.

Key Figures

Offer price: $24.80 per share Amendment number: Amendment No. 11 Original filing date: May 15, 2026 +2 more

5 metrics

Offer price $24.80 per share Cash consideration in Diana Shipping's unsolicited tender offer

Amendment number Amendment No. 11 Schedule 14D-9 filed by Genco

Original filing date May 15, 2026 Date the original Schedule 14D-9 was filed

Company statement date June 8, 2026 Date of the statement attached as an exhibit to this Amendment

CUSIP Y2685T131 CUSIP for Genco common stock as shown on cover

Key Terms

Schedule 14D-9, unsolicited tender offer, Series B Preferred Stock

3 terms

Schedule 14D-9 regulatory

"Solicitation/Recommendation Statement under Section 14(d)(4)"

Schedule 14D-9 is a filing with the U.S. Securities and Exchange Commission in which a company publicly states its response and recommendation to an outside bid to buy its shares (a tender offer). Think of it as the company’s advisory note to shareholders explaining whether to sell, keep, or seek alternatives, and why, with facts and reasoning. Investors rely on it to gauge management’s view of the offer’s fairness and the likely impact on value and strategy.

unsolicited tender offer financial

"the unsolicited tender offer by Diana Shipping Inc."

An unsolicited tender offer is a public bid by an outside party to buy a company’s shares directly from shareholders without the target company’s board asking for or endorsing the transaction. It matters to investors because it can offer a quick cash exit at a premium or create uncertainty about the company’s future—like a stranger showing up with a firm offer for your house, forcing owners to weigh immediate gain against long-term plans and risks.

Series B Preferred Stock financial

"associated rights to purchase shares of Series B Preferred Stock"

Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does Genco's Amendment No. 11 say about Diana's offer for GNK?

Genco's Amendment No. 11 supplements its Schedule 14D-9 and includes a company statement dated June 8, 2026. It reiterates the prior recommendation record originally filed on May 15, 2026 and references the $24.80 per share cash tender offer.

What price is Diana Shipping offering for GNK shares?

Diana Shipping's unsolicited tender offer is for $24.80 per share in cash. The Amendment repeats that amount as the explicit consideration to purchase Genco common stock and associated Series B preferred rights.

Does the Amendment change Genco's prior recommendation on the tender offer?

The Amendment states that, except as otherwise set forth in this Amendment, the information in the prior Schedule 14D-9 remains unchanged. It supplements the Statement with a company-issued statement dated June 8, 2026.

Which securities are covered by the tender offer mentioned in the filing?

The tender offer seeks to purchase all issued and outstanding common stock of Genco and the associated rights to purchase Series B Preferred Stock, as described in the solicitation materials, at $24.80 per share.

Where can investors find the text referenced in Amendment No. 11 for GNK?

Amendment No. 11 attaches a company statement dated June 8, 2026 as an exhibit. The Amendment supplements the Schedule 14D-9 originally filed on May 15, 2026, and those filings contain the full recommendation text.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 06/08/2026 - 04:23 PM Learn about SEC filing dates

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14D-9

Solicitation/Recommendation Statement
under Section 14(d)(4) of the Securities Exchange Act of 1934

(Amendment No. 11)

GENCO SHIPPING & TRADING LIMITED

(Name of Subject Company)

GENCO SHIPPING & TRADING LIMITED

(Name of Person Filing Statement)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

Y2685T131
(CUSIP Number of Class of Securities)

Peter Allen
Chief Financial Officer
299 Park Avenue, 12th Floor
New York, New York 10171
(646) 443-8550
(Name, address and telephone number of person authorized to receive notices and communications on behalf of the person filing statement)

With copies to:

Kai H.E. Liekefett
Reuben Zaramian
Sidley Austin LLP
787 Seventh Avenue
New York, NY 10019
(212) 839-8744 Thomas E. Molner
J. Michael Mayerfeld
Herbert Smith Freehills Kramer (US) LLP
1177 Avenue of the Americas
New York, NY 10036
(212) 715-9100

☐ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Introduction

This Amendment No. 11 to Schedule 14D-9 (this “Amendment”) amends and supplements the Solicitation/Recommendation Statement on Schedule 14D-9 (as amended from time to time, the “Statement”) originally filed by Genco Shipping & Trading Limited, a Marshall Islands corporation (“Genco” or the “Company”), with the Securities and Exchange Commission on May 15, 2026. The Statement relates to the unsolicited tender offer by Diana Shipping Inc., a Marshall Islands corporation (“Diana”) and 4 Dragon Merger Sub Inc., a Marshall Islands corporation and a direct wholly-owned subsidiary of Diana, to purchase all of the issued and outstanding shares of common stock of Genco, par value $0.01 per share, and the associated rights to purchase shares of Series B Preferred Stock, par value $0.01 per share, for $24.80 per share in cash, without interest and less any required withholding taxes. Except as otherwise set forth in this Amendment, the information set forth in the Statement remains unchanged.

The Statement is hereby amended and supplemented as follows:

Item 9.          Exhibits

The following exhibits are filed with this Statement:

Exhibit No.		Description
(a)(51)		Statement issued by Genco on June 8, 2026.

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Date: June 8, 2026

GENCO SHIPPING & TRADING LIMITED
By:		/s/ Peter Allen
		Peter Allen
		Chief Financial Officer (Principal Financial Officer)