Diana Shipping Amends Tender Offer Filing for Genco Shipping, Reports 14.4% Stake

GNKactivist

July 8, 2026

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Diana Shipping Inc. has filed Amendment No. 20 to its Schedule TO tender offer statement with the Securities and Exchange Commission, updating the status of its ongoing unsolicited effort to acquire Genco Shipping & Trading Limited. The amendment, dated July 8, 2026, also serves as Amendment No. 28 to Diana's Schedule 13D filing, which has been updated with unusual frequency since the initial filing in July 2025.

The filing discloses that Diana Shipping beneficially owns approximately 6.26 million shares of Genco common stock, representing a 14.4% stake based on Genco's reported shares outstanding as of May 6, 2026. The shares are held through Diana's wholly owned subsidiary, 4 Dragon Merger Sub Inc., the entity formed to conduct the tender offer.

Diana's current offer, as revised on June 17, 2026, proposes to acquire all outstanding Genco shares not already owned by Diana for total implied consideration of $27.34 per share. The package consists of $24.80 in cash plus one share of Diana common stock, with the stock component valued at $2.54 based on Diana's 30-day volume-weighted average price through June 16, 2026.

The amendment itself is procedural in nature, adding a press release dated July 8, 2026 as an exhibit to the tender offer statement. The filing does not alter the terms of the offer or the conditions to closing, and the offer remains subject to the conditions detailed in the original Offer to Purchase dated May 4, 2026.

Genco has consistently opposed Diana's advances, characterizing the effort as an attempt to seize control of the company "on the cheap." The company filed a preliminary proxy statement in April 2026 and has sent letters to shareholders urging them to reject Diana's nominees and not tender their shares. Genco's board has argued that Diana's handpicked director candidates pose substantial risk to shareholder value and that Genco's own board has a proven record of generating superior returns.

The tender offer remains open, and the latest amendment signals that Diana is maintaining its pursuit despite Genco's resistance. The frequency of the Schedule 13D amendments, now numbering twenty-eight, reflects the active and contested nature of this campaign. No final amendment reporting the results of the tender offer has yet been filed.

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