Genco Shipping Rebukes $24.80 Hostile Bid, Proxy Firms Back Board
GNK•Genco Shipping said Diana Shipping withdrew four board nominees to concentrate on two as part of a hostile bid at or below $24.80 per share. ISS, Glass Lewis and Egan-Jones recommended shareholders vote for Genco’s full slate of directors and support its limited-duration shareholder rights plan.
1. Proxy Advisory Firm Endorsements
ISS, Glass Lewis and Egan-Jones all recommended shareholders vote for Genco’s entire slate of six directors and withhold votes on Diana’s nominees, citing Genco’s proven board performance and concluding change is unwarranted.
2. Withdrawal of Diana Shipping Nominees
Diana Shipping withdrew four of its original board nominees to focus on Jens Ismar and Paul Cornell, signaling a last-ditch effort to gain board influence and pursue its below-net asset value tender offer.
3. Genco’s Defense Measures
Genco urged shareholders to vote its WHITE proxy card “FOR” its director slate, “AGAINST” Diana’s nominees and to support the limited-duration shareholder rights plan designed to guard against a creeping takeover.
4. Risks of Diana’s Bid
Genco warned that electing Diana’s nominees could lead to a transaction at or below $24.80 per share, citing past governance failures, bankruptcy track records and self-dealing at Diana that could erode shareholder value.
