US-based dry bulk owner Genco Shipping & Trading has adopted a limited-duration shareholder rights plan designed to prevent a takeover of the company.
The rights plan is effective immediately and has a one-year duration expiring on September 30, 2026. Pursuant to the plan, Genco will issue one right for each share of common stock outstanding, as of the close of business on October 13, 2025.
Under the plan, there is no potential disadvantage to shareholders’ interests, and if any company wishes to increase its influence, it must pay all shareholders an appropriate control premium.
This decision comes a day after Diana Shipping disclosed that it increased its holding in Genco to nearly 15%, becoming the company’s largest known shareholder. Regulatory filings show the Semiramis Paliou-led owner spent about $103.5m between late April and the end of September to buy 6.41m Genco shares, giving it a 14.93% stake.
While the rights plan is effective immediately, the rights generally would become exercisable only if an entity, person or group acquires beneficial ownership of 15% or more of the company’s common stock in a transaction not approved by the board.
Also, the rights plan does not prevent the board from considering any proposal and is not intended to deter offers that are fair and otherwise in the best interest of the company’s shareholders.
The plan could expire earlier than September 30, 2026, if prior to such date the rights are redeemed or exchanged. It can also be terminated earlier if market conditions warrant it.