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What changed in GENCO SHIPPING & TRADING LTD's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of GENCO SHIPPING & TRADING LTD's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+349 added−395 removedSource: 10-K (2026-02-18) vs 10-K (2025-02-21)

Top changes in GENCO SHIPPING & TRADING LTD's 2025 10-K

349 paragraphs added · 395 removed · 279 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

105 edited+35 added−50 removed137 unchanged
Biggest changeIf a vessel remains off-hire for more than 30 consecutive days, the time charter may be cancelled at the charterer’s option. ​ In connection with the charter of each of our vessels, we incur commissions generally ranging from 1.25% to 5.00% of the total daily charterhire rate of each charter or total freight revenue to third parties, depending on the number of brokers involved with arranging the relevant charter. ​ We monitor developments in the drybulk shipping industry on a regular basis and strategically adjust the time and duration of employment for our vessels according to market conditions as they become available for hire. ​ The following table sets forth information about the current employment of the vessels in our fleet as of February 20, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Charter ​ ​ Vessel Built Expiration(1) Cash Daily Rate(2) ​ ​ ​ ​ ​ ​ ​ ​ Capesize Vessels ​ ​ ​ ​ ​ ​ ​ Genco Augustus 2007 April 2025 Voyage ​ Genco Tiberius 2007 February 2025 Voyage ​ Genco London 2007 April 2025 ​ Voyage ​ Genco Titus 2007 January 2025 ​ $24,500 ​ Genco Constantine 2008 March 2025 ​ Voyage ​ Genco Tiger 2011 February 2025 ​ Voyage ​ Genco Lion 2012 March 2026 ​ 99.5% of BCI (3) ​ Baltic Bear 2010 March 2025 ​ Voyage ​ Baltic Wolf 2010 January 2025 ​ Voyage ​ Genco Resolute ​ 2015 ​ April 2025 ​ 123% of BCI (3) ​ Genco Endeavour ​ 2015 ​ October 2025 ​ $30,565 (4) ​ Genco Defender ​ 2016 ​ April 2025 ​ 123% of BCI (3) ​ Genco Liberty ​ 2016 ​ March 2025 ​ $35,000 ​ Genco Ranger ​ 2016 ​ April 2025 ​ 128% of BCI (3) ​ Genco Reliance ​ 2016 ​ March 2025 ​ Voyage ​ Genco Intrepid ​ 2016 ​ March 2025 ​ Voyage ​ ​ ​ ​ ​ ​ ​ ​ ​ Ultramax Vessels ​ ​ ​ ​ ​ ​ ​ Baltic Hornet 2014 March 2025 ​ $7,500 ​ Baltic Wasp 2015 March 2025 ​ $9,500 ​ Baltic Scorpion 2015 March 2025 ​ $19,500 ​ Baltic Mantis 2015 April 2025 ​ $7,000 ​ 7 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Charter ​ ​ Vessel Built Expiration(1) Cash Daily Rate(2) ​ ​ ​ ​ ​ ​ ​ ​ Genco Weatherly ​ 2014 ​ April 2025 ​ $17,000 ​ Genco Columbia ​ 2016 ​ April 2025 ​ $10,500 ​ Genco Magic ​ 2014 ​ April 2025 ​ $7,000 ​ Genco Vigilant ​ 2015 ​ March 2025 ​ $7,000 ​ Genco Freedom ​ 2015 ​ February 2025 ​ $19,500 ​ Genco Enterprise ​ 2016 ​ April 2025 ​ $16,500 ​ Genco Constellation ​ 2017 ​ March 2025 ​ $11,000 ​ Genco Madeleine ​ 2014 ​ April 2025 ​ $17,500 ​ Genco Mayflower ​ 2017 ​ March 2025 ​ $16,500 ​ Genco Mary ​ 2022 ​ March 2025 ​ Voyage ​ Genco Laddey ​ 2022 ​ April 2025 ​ $15,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ Supramax Vessels ​ ​ ​ ​ ​ ​ ​ Genco Predator 2005 March 2025 ​ $13,000 ​ Genco Hunter 2007 April 2025 ​ Voyage ​ Genco Aquitaine 2009 March 2025 ​ Voyage ​ Genco Ardennes 2009 March 2025 ​ Voyage ​ Genco Auvergne 2009 March 2025 ​ $9,000 ​ Genco Bourgogne 2010 April 2025 ​ $10,000 ​ Genco Brittany 2010 January 2025 ​ Voyage ​ Genco Languedoc 2010 April 2025 ​ $5,000 ​ Genco Picardy 2005 February 2025 ​ $17,000 ​ Genco Pyrenees 2010 March 2025 ​ $13,000 ​ Genco Rhone 2011 March 2025 ​ Voyage ​ (1) The charter expiration dates presented represent the earliest dates that our charters may be terminated in the ordinary course.
Biggest changeIf a vessel remains off-hire for more than 30 consecutive days, the time charter may be cancelled at the charterer’s option. ​ In connection with the charter of each of our vessels, we incur commissions generally ranging from 1.25% to 5.00% of the total daily charterhire rate of each charter or total freight revenue to third parties, depending on the number of brokers involved with arranging the relevant charter. ​ We monitor developments in the drybulk shipping industry on a regular basis and strategically adjust the time and duration of employment for our vessels according to market conditions as they become available for hire. ​ The following table sets forth information about the current employment of the vessels in our fleet as of February 17, 2026: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ​ Charter ​ ​ ​ Vessel ​ ​ ​ Built ​ ​ ​ Expiration(1) ​ ​ ​ Cash Daily Rate(2) ​ ​ ​ ​ ​ ​ ​ ​ Capesize Vessels ​ ​ ​ ​ ​ ​ ​ Genco Augustus 2007 May 2026 Voyage ​ Genco Tiberius 2007 April 2026 $42,000 ​ Genco London 2007 March 2026 ​ Voyage ​ Genco Titus 2007 April 2026 ​ Voyage ​ Genco Constantine 2008 March 2026 ​ $19,750 ​ Genco Tiger 2011 April 2026 ​ Voyage ​ Genco Lion 2012 March 2027 ​ 99.5% of BCI (3) ​ Genco Bear 2010 March 2026 ​ Voyage ​ Genco Wolf 2010 September 2026 ​ 100.5% of BCI (3) ​ Genco Resolute ​ 2015 ​ April 2026 ​ 120% of BCI (3) ​ Genco Endeavour ​ 2015 ​ March 2026 ​ Voyage ​ Genco Defender ​ 2016 ​ April 2026 ​ 120% of BCI (3) ​ Genco Liberty ​ 2016 ​ March 2026 ​ Voyage ​ Genco Ranger ​ 2016 ​ April 2026 ​ Voyage ​ Genco Reliance ​ 2016 ​ March 2026 ​ Voyage ​ Genco Intrepid ​ 2016 ​ March 2026 ​ Voyage ​ Genco Courageous ​ 2020 ​ February 2026 ​ Voyage ​ ​ ​ ​ ​ ​ ​ ​ ​ Ultramax Vessels ​ ​ ​ ​ ​ ​ ​ Genco Hornet 2014 April 2026 ​ $28,500 ​ Genco Wasp 2015 March 2026 ​ Voyage ​ Genco Scorpion 2015 April 2026 ​ $14,000 ​ Baltic Mantis 2015 March 2026 ​ $8,500 ​ Genco Weatherly ​ 2014 ​ February 2026 ​ $9,500 ​ Genco Columbia ​ 2016 ​ March 2026 ​ Voyage ​ Genco Magic ​ 2014 ​ May 2026 ​ $16,000 ​ Genco Vigilant ​ 2015 ​ March 2026 ​ Voyage ​ Genco Freedom ​ 2015 ​ March 2026 ​ Voyage ​ 7 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ​ Charter ​ ​ ​ Vessel ​ ​ ​ Built ​ ​ ​ Expiration(1) ​ ​ ​ Cash Daily Rate(2) ​ ​ ​ ​ ​ ​ ​ ​ Genco Enterprise ​ 2016 ​ April 2026 ​ Voyage ​ Genco Constellation ​ 2017 ​ April 2026 ​ $21,000 ​ Genco Madeleine ​ 2014 ​ May 2026 ​ $14,500 ​ Genco Mayflower ​ 2017 ​ March 2026 ​ $8,500 ​ Genco Mary ​ 2022 ​ March 2026 ​ $21,500 ​ Genco Laddey ​ 2022 ​ February 2026 ​ Voyage ​ ​ ​ ​ ​ ​ ​ ​ ​ Supramax Vessels ​ ​ ​ ​ ​ ​ ​ Genco Predator 2005 March 2026 ​ $9,000 ​ Genco Hunter 2007 May 2026 ​ $18,750 ​ Genco Aquitaine 2009 March 2026 ​ Voyage ​ Genco Ardennes 2009 March 2026 ​ Voyage ​ Genco Auvergne 2009 April 2026 ​ $8,000 ​ Genco Bourgogne 2010 March 2026 ​ $15,000 ​ Genco Brittany 2010 March 2026 ​ $11,500 ​ Genco Languedoc 2010 February 2026 ​ Voyage ​ Genco Picardy 2005 February 2026 ​ $9,100 ​ Genco Pyrenees 2010 March 2026 ​ Voyage ​ Genco Rhone 2011 March 2026 ​ $16,750 ​ (1) The charter expiration dates presented represent the earliest dates that our charters may be terminated in the ordinary course.
In the United States, the EPA issued a finding that greenhouse gases endanger the public health and safety, adopted regulations to limit greenhouse gas emissions from certain mobile sources, and proposed regulations to limit greenhouse gas emissions from large stationary sources.
In the United States, the EPA issued a finding that greenhouse gases endanger public health and safety, adopted regulations to limit greenhouse gas emissions from certain mobile sources, and proposed regulations to limit greenhouse gas emissions from large stationary sources.
Vessels that are 15 years old or older are required, as part of the intermediate survey process, to be drydocked every 24 to 36 months for inspection of the underwater portions of the vessel and for necessary repairs stemming from the inspection. ​ In addition to the classification inspections, many of our customers regularly inspect our vessels as a precondition to chartering them for voyages.
Vessels that are 15 years old or older are required, as part of the intermediate survey process, to be drydocked every 24 to 36 months for inspection of the underwater portions of the vessel and for necessary repairs stemming from the inspection. ​ In addition to the classification society inspections, many of our customers regularly inspect our vessels as a precondition to chartering them for voyages.
MARPOL establishes environmental standards relating to oil leakage or spilling, garbage management, sewage, air emissions, handling and disposal of noxious liquids and the handling of harmful substances in packaged forms. MARPOL is applicable to drybulk, tanker and LNG carriers, among other vessels, and is broken into six Annexes, each of which regulates a different source of pollution.
MARPOL establishes environmental standards relating to oil leakage or spilling, garbage management, sewage, air emissions, handling and disposal of noxious liquids and the handling of harmful substances in packaged forms. MARPOL is applicable to drybulk, container, tanker and LNG carriers, among other vessels, and is broken into six Annexes, each of which regulates a different source of pollution.
Ballast water management systems, which include systems that make use of chemical, biocides, organisms or biological mechanisms, or which alter the chemical or physical characteristics of the ballast water, must be approved in accordance with IMO Guidelines (Regulation D-3). Since September 8, 2024, all ships have been required to meet the D-2 standard.
Ballast water management systems, which include systems that make use of chemicals, biocides, organisms or biological mechanisms, or which alter the chemical or physical characteristics of the ballast water, must be approved in accordance with IMO Guidelines (Regulation D-3). Since September 8, 2024, all ships have been required to meet the D-2 standard.
This approach of owning ships that transport both major and minor bulk commodities provide us with exposure to a wide range of drybulk trade flows. We employ an active commercial strategy which consists of a global team located in the U.S.; Copenhagen, Denmark; and Singapore.
This approach of owning ships that transport both major and minor bulk commodities provide us with exposure to a wide range of drybulk trade flows. ​ We employ an active commercial strategy which consists of a global team located in the U.S., Denmark and Singapore.
We believe that our management team’s track record improves our relationships with high quality shipyards and vendors, as well as financial institutions, many of which consider reputation to be an indicator of creditworthiness. ​ 4 Table of Contents OUR FLEET ​ The table below summarizes the characteristics of the vessels currently in our fleet: ​ ​ ​ ​ ​ ​ ​ ​ Vessel Class Dwt Year Built ​ ​ ​ ​ ​ ​ ​ Genco Reliance ​ Capesize ​ 181,146 ​ 2016 ​ Genco Resolute ​ Capesize ​ 181,060 ​ 2015 ​ Genco Endeavour ​ Capesize ​ 181,057 ​ 2015 ​ Genco Ranger ​ Capesize ​ 180,882 ​ 2016 ​ Genco Constantine Capesize 180,183 2008 ​ Genco Augustus Capesize 180,151 2007 ​ Genco Liberty ​ Capesize ​ 180,032 ​ 2016 ​ Genco Defender ​ Capesize ​ 180,021 ​ 2016 ​ Genco Intrepid ​ Capesize ​ 180,007 ​ 2016 ​ Genco Tiger Capesize 179,185 2011 ​ Genco Lion Capesize 179,185 2012 ​ Genco London Capesize 177,833 2007 ​ Baltic Wolf Capesize 177,752 2010 ​ Genco Titus Capesize 177,729 2007 ​ Baltic Bear Capesize 177,717 2010 ​ Genco Tiberius Capesize 175,874 2007 ​ Genco Freedom ​ Ultramax ​ 63,667 ​ 2015 ​ Genco Hornet Ultramax 63,574 2014 ​ Genco Vigilant ​ Ultramax ​ 63,498 ​ 2015 ​ Genco Enterprise ​ Ultramax ​ 63,472 ​ 2016 ​ Baltic Mantis Ultramax 63,467 2015 ​ Baltic Scorpion Ultramax 63,462 2015 ​ Genco Magic ​ Ultramax ​ 63,443 ​ 2014 ​ Genco Wasp Ultramax 63,389 2015 ​ Genco Constellation ​ Ultramax ​ 63,310 ​ 2017 ​ Genco Mayflower ​ Ultramax ​ 63,304 ​ 2017 ​ Genco Madeleine ​ Ultramax ​ 63,163 ​ 2014 ​ Genco Weatherly ​ Ultramax ​ 61,556 ​ 2014 ​ Genco Mary ​ Ultramax ​ 61,304 ​ 2022 ​ Genco Laddey ​ Ultramax ​ 61,303 ​ 2022 ​ Genco Columbia ​ Ultramax ​ 60,294 ​ 2016 ​ Genco Hunter Supramax 58,729 2007 ​ Genco Auvergne Supramax 58,020 2009 ​ Genco Bourgogne Supramax 58,018 2010 ​ Genco Languedoc Supramax 58,018 2010 ​ Genco Pyrenees Supramax 58,018 2010 ​ Genco Rhone Supramax 58,018 2011 ​ Genco Ardennes Supramax 58,014 2009 ​ Genco Brittany Supramax 58,014 2010 ​ Genco Aquitaine Supramax 57,981 2009 ​ Genco Predator Supramax 55,407 2005 ​ Genco Picardy Supramax 55,255 2005 ​ ​ 5 Table of Contents The following groups of sister ships are included in our current fleet: ​ ​ ​ Group Vessels 1 Genco Constantine and Genco Augustus 2 Genco Lion and Genco Tiger 3 Genco London, Baltic Wolf, Genco Titus and Baltic Bear 4 Genco Resolute, Genco Endeavour, Genco Ranger and Genco Reliance 5 Genco Liberty and Genco Defender 6 Genco Enterprise, Genco Hornet, Baltic Mantis, Baltic Scorpion and Genco Wasp 7 Genco Auvergne, Genco Rhone, Genco Ardennes, Genco Aquitaine, Genco Brittany, Genco Languedoc, Genco Pyrenees and Genco Bourgogne 8 Genco Predator and Genco Picardy 9 Genco Magic, Genco Vigilant and Genco Freedom 10 Genco Mayflower and Genco Constellation 11 Genco Weatherly, Genco Laddey and Genco Mary ​ FLEET MANAGEMENT ​ Our management team and other employees are responsible for the commercial and strategic management of our fleet.
We believe that our management team’s track record improves our relationships with high quality shipyards and vendors, as well as financial institutions, many of which consider reputation to be an indicator of creditworthiness. ​ 4 Table of Contents OUR FLEET ​ The table below summarizes the characteristics of the vessels currently in our fleet: ​ ​ ​ ​ ​ ​ ​ ​ Vessel ​ ​ ​ Class ​ ​ ​ Dwt ​ ​ ​ Year Built ​ ​ ​ ​ ​ ​ ​ Genco Courageous ​ Capesize ​ 182,868 ​ 2020 ​ Genco Reliance ​ Capesize ​ 181,146 ​ 2016 ​ Genco Resolute ​ Capesize ​ 181,060 ​ 2015 ​ Genco Endeavour ​ Capesize ​ 181,057 ​ 2015 ​ Genco Ranger ​ Capesize ​ 180,882 ​ 2016 ​ Genco Constantine Capesize 180,183 2008 ​ Genco Augustus Capesize 180,151 2007 ​ Genco Liberty ​ Capesize ​ 180,032 ​ 2016 ​ Genco Defender ​ Capesize ​ 180,021 ​ 2016 ​ Genco Intrepid ​ Capesize ​ 180,007 ​ 2016 ​ Genco Tiger Capesize 179,185 2011 ​ Genco Lion Capesize 179,185 2012 ​ Genco London Capesize 177,833 2007 ​ Genco Wolf Capesize 177,752 2010 ​ Genco Titus Capesize 177,729 2007 ​ Genco Bear Capesize 177,717 2010 ​ Genco Tiberius Capesize 175,874 2007 ​ Genco Freedom ​ Ultramax ​ 63,667 ​ 2015 ​ Genco Hornet Ultramax 63,574 2014 ​ Genco Vigilant ​ Ultramax ​ 63,498 ​ 2015 ​ Genco Enterprise ​ Ultramax ​ 63,472 ​ 2016 ​ Genco Mantis Ultramax 63,467 2015 ​ Genco Scorpion Ultramax 63,462 2015 ​ Genco Magic ​ Ultramax ​ 63,443 ​ 2014 ​ Genco Wasp Ultramax 63,389 2015 ​ Genco Constellation ​ Ultramax ​ 63,310 ​ 2017 ​ Genco Mayflower ​ Ultramax ​ 63,304 ​ 2017 ​ Genco Madeleine ​ Ultramax ​ 63,163 ​ 2014 ​ Genco Weatherly ​ Ultramax ​ 61,556 ​ 2014 ​ Genco Mary ​ Ultramax ​ 61,304 ​ 2022 ​ Genco Laddey ​ Ultramax ​ 61,303 ​ 2022 ​ Genco Columbia ​ Ultramax ​ 60,294 ​ 2016 ​ Genco Hunter Supramax 58,729 2007 ​ Genco Auvergne Supramax 58,020 2009 ​ Genco Bourgogne Supramax 58,018 2010 ​ Genco Languedoc Supramax 58,018 2010 ​ Genco Pyrenees Supramax 58,018 2010 ​ Genco Rhone Supramax 58,018 2011 ​ Genco Ardennes Supramax 58,014 2009 ​ Genco Brittany Supramax 58,014 2010 ​ Genco Aquitaine Supramax 57,981 2009 ​ Genco Predator Supramax 55,407 2005 ​ Genco Picardy Supramax 55,255 2005 ​ ​ 5 Table of Contents The following groups of sister ships are included in our current fleet: ​ ​ ​ Group Vessels 1 Genco Constantine and Genco Augustus 2 Genco Lion and Genco Tiger 3 Genco London, Genco Wolf, Genco Titus and Genco Bear 4 Genco Resolute, Genco Endeavour, Genco Ranger and Genco Reliance 5 Genco Liberty and Genco Defender 6 Genco Enterprise, Genco Hornet, Genco Mantis, Genco Scorpion and Genco Wasp 7 Genco Auvergne, Genco Rhone, Genco Ardennes, Genco Aquitaine, Genco Brittany, Genco Languedoc, Genco Pyrenees and Genco Bourgogne 8 Genco Predator and Genco Picardy 9 Genco Magic, Genco Vigilant and Genco Freedom 10 Genco Mayflower and Genco Constellation 11 Genco Weatherly, Genco Laddey and Genco Mary ​ FLEET MANAGEMENT ​ Our management team and other employees are responsible for the commercial and strategic management of our fleet.
Strategic management involves locating, purchasing, financing and selling vessels. ​ Technical management involves the day-to-day management of vessels, including performing routine maintenance, attending to vessel operations and arranging for crews and supplies. Members of our New York City-based management team oversee the activities of GSSM and Synergy.
Strategic management involves locating, purchasing, financing and selling vessels. ​ Technical management involves the day-to-day management of vessels, including performing routine maintenance, attending to vessel operations and arranging for crews and supplies. Members of our New York City-based management team oversee the activities of GSSM.
Annex VI also includes a global cap on the sulfur content of fuel oil and allows for special areas to be established with more stringent controls on sulfur emissions, as explained below.
Annex VI also includes a global cap on the sulfur content of fuel oil and allows for special areas to be established with more stringent controls on sulfur and other emissions, as explained below.
MEPC 79 also established that ships are expected to return to D-2 compliance after experiencing challenging uptake water and bypassing a BWM system should only be used as a last resort.
MEPC 79 also established that ships are expected to return to D-2 compliance after experiencing challenging uptake water quality and bypassing a BWM system should only be used as a last resort.
In addition, the EU imposed a 0.1% maximum sulfur requirement for fuel used by ships at berth in the Baltic, the North Sea and the English Channel (the so-called “SOx-Emission Control Area”).
In addition, the EU imposed a 0.1% maximum sulfur content requirement for fuel used by ships at berth in the Baltic, the North Sea and the English Channel (the so-called “SOx-Emission Control Area”).
The United States (“U.S.”) Oil Pollution Act of 1990, or OPA, which imposes virtually unlimited liability upon owners, operators and demise charterers of vessels trading in the U.S.-exclusive economic zone for certain oil pollution accidents in the United States, has made liability insurance more expensive for ship owners and operators trading in the U.S. market. ​ While we maintain hull and machinery insurance, war risks insurance, protection and indemnity cover, and freight, demurrage and defense cover for our fleet and loss of hire insurance for our major bulk vessels in amounts that we believe to be prudent to cover normal risks in our operations, we may not be able to achieve or maintain this level of coverage throughout a vessel’s useful life.
The United States (“U.S.”) Oil Pollution Act of 1990, or OPA, which imposes virtually unlimited liability upon owners, operators and demise charterers of vessels trading in the U.S.-exclusive economic zone for certain oil pollution accidents in the United States, has made liability insurance more expensive for ship owners and operators trading in the U.S. market. ​ 9 Table of Contents While we maintain hull and machinery insurance, war risks insurance, protection and indemnity cover, and freight, demurrage and defense cover for our fleet and loss of hire insurance for our major bulk vessels in amounts that we believe to be prudent to cover normal risks in our operations, we may not be able to achieve or maintain this level of coverage throughout a vessel’s useful life.
OPA defines these other damages broadly to include: i. injury to, destruction or loss of, or loss of use of, natural resources and related assessment costs; ii. injury to, or economic losses resulting from, the destruction of real and personal property; iii. loss of subsistence use of natural resources that are injured, destroyed or lost; 18 Table of Contents iv. net loss of taxes, royalties, rents, fees or net profit revenues resulting from injury, destruction or loss of real or personal property, or natural resources; v. lost profits or impairment of earning capacity due to injury, destruction or loss of real or personal property or natural resources; and vi. net cost of increased or additional public services necessitated by removal activities following a discharge of oil, such as protection from fire, safety or health hazards, and loss of subsistence use of natural resources.
OPA defines these other damages broadly to include: i. injury to, destruction or loss of, or loss of use of, natural resources and related assessment costs; ii. injury to, or economic losses resulting from, the destruction of real and personal property; iii. loss of subsistence use of natural resources that are injured, destroyed or lost; iv. net loss of taxes, royalties, rents, fees or net profit revenues resulting from injury, destruction or loss of real or personal property, or natural resources; v. lost profits or impairment of earning capacity due to injury, destruction or loss of real or personal property or natural resources; and vi. net cost of increased or additional public services necessitated by removal activities following a discharge of oil, such as protection from fire, safety or health hazards, and loss of subsistence use of natural resources.
The 13 P&I Associations that comprise the International Group insure approximately 90% of the world’s commercial tonnage and have entered into a pooling agreement to reinsure each Association’s liabilities. The International Group’s website states that the pool provides a mechanism for sharing all claims in excess of $10 million up to, currently, approximately $8.9 billion.
The 12 P&I Associations that comprise the International Group insure approximately 90% of the world’s commercial tonnage and have entered into a pooling agreement to reinsure each Association’s liabilities. The International Group’s website states that the pool provides a mechanism for sharing all claims in excess of $10 million up to, currently, approximately $8.9 billion.
No information on our company website is incorporated by reference into this annual report on Form 10-K. ​ Any of the above documents can also be obtained in print by any shareholder upon request to our Investor Relations Department at the following address: ​ Corporate Investor Relations Genco Shipping & Trading Limited 299 Park Avenue, 12th Floor New York, NY 10171 ​ BUSINESS STRATEGY ​ Our strategy is to manage and expand our fleet in a manner that maximizes our cash flows from operations in a safe and efficient manner.
No information on our company website is incorporated by reference into this annual report on Form 10-K. ​ Any of the above documents can also be obtained in print by any shareholder upon request to our Investor Relations Department at the following address: ​ Corporate Investor Relations Genco Shipping & Trading Limited 299 Park Avenue, 12 th Floor New York, NY 10171 ​ BUSINESS STRATEGY ​ Our strategy is to manage and expand our fleet in a manner that maximizes our cash flows from operations in a safe and efficient manner.
Additionally, at MEPC 73, amendments to Annex VI to prohibit the carriage of bunkers above 0.5% sulfur on ships were adopted and took effect March 1, 2020, with the exception of vessels fitted with exhaust gas cleaning equipment (“scrubbers”) which can carry fuel of higher sulfur content.
Additionally, at MEPC 73, amendments to Annex VI to prohibit the carriage of bunkers above 0.5% sulfur content on ships were adopted and took effect March 1, 2020, with the exception of vessels fitted with exhaust gas cleaning systems (“scrubbers”) which can carry fuel of higher sulfur content.
Instead, GSSM and Synergy are responsible for recruiting and retaining qualified and competent crew members for our vessels. The crewing agencies are responsible for each seafarer’s training, travel and payroll and ensuring that all the seafarers on our vessels have the correct qualifications and licenses required to comply with international regulations and shipping conventions.
Instead, GSSM is responsible for recruiting and retaining qualified and competent crew members for our vessels. The crewing agencies are responsible for each seafarer’s training, travel and payroll and ensuring that all the seafarers on our vessels have the correct qualifications and licenses required to comply with international regulations and shipping conventions.
We operate in competitive markets as the ownership of drybulk carriers is highly fragmented and is divided among approximately 2,800 independent drybulk carrier owners. We compete with other drybulk owners in the major and minor bulk sectors, some of whom may also charter our vessels as customers.
We operate in competitive markets as the ownership of drybulk carriers is highly fragmented and is divided among approximately 2,960 independent drybulk carrier owners. We compete with other drybulk owners in the major and minor bulk sectors, some of whom may also charter our vessels as customers.
Therefore, we have determined that each of our vessels are individual operating segments. We believe it is meaningful and informative to aggregate our operating segments into two reportable segments for the major bulk and minor bulk fleet. ​ Our management team and our other employees are responsible for the commercial and strategic management of our fleet.
Therefore, we have determined that each of our vessels are individual operating segments. We believe it is meaningful and informative to aggregate our operating segments into two reportable segments for the major bulk and minor bulk fleet. ​ Our management team and key employees are responsible for the commercial and strategic management of our fleet.
However, given the macroeconomic nature of drybulk shipping and various geopolitical events that occur year-to-year, the drybulk market can be influenced by other factors than typical seasonality, which could impact our revenue and earnings quarter-to-quarter. ​ 25 Table of Contents ​
However, given the macroeconomic nature of drybulk shipping and various geopolitical events that occur year-to-year, the drybulk market can be influenced by other factors than typical seasonality, which could impact our revenue and earnings quarter-to-quarter. ​ 24 Table of Contents ​
We believe that our well-maintained, high-quality vessels provide us with a competitive advantage in the current environment of increasing regulation and customer emphasis on quality. 8 Table of Contents ​ We have implemented the International Safety Management Code, which was promulgated by the International Maritime Organization, or IMO (the United Nations agency for maritime safety and the prevention of marine pollution by ships), to establish pollution prevention requirements applicable to vessels.
We believe that our well-maintained, high-quality vessels provide us with a competitive advantage in the current environment of increasing regulation and customer emphasis on quality. ​ We have implemented the International Safety Management Code, which was promulgated by the International Maritime Organization, or IMO (the United Nations agency for maritime safety and the prevention of marine pollution by ships), to establish pollution prevention requirements applicable to vessels.
However, additional laws and regulations, environmental or otherwise, may be adopted which could limit our ability to do business or increase the cost of our doing business. ​ 9 Table of Contents INSURANCE ​ General ​ The operation of any drybulk vessel includes risks such as mechanical failure, collision, property loss, cargo loss or damage and business interruption due to political circumstances in foreign countries, piracy, hostilities, and labor strikes.
However, additional laws and regulations, environmental or otherwise, may be adopted which could limit our ability to do business or increase the cost of our doing business. ​ INSURANCE ​ General ​ The operation of any drybulk vessel includes risks such as mechanical failure, collision, property loss, cargo loss or damage and business interruption due to political circumstances in foreign countries, piracy, hostilities, and labor strikes.
The exteriors of vessels constructed prior to January 1, 2003 that have not been in drydock must, as of September 17, 2008, either not contain the prohibited compounds or have coatings applied to the vessel exterior that act 17 Table of Contents as a barrier to the leaching of the prohibited compounds.
The exteriors of vessels constructed prior to January 1, 2003 that have not been in drydock must, as of September 17, 2008, either not contain the prohibited compounds or have coatings applied to the vessel exterior that act as a barrier to the leaching of the prohibited compounds.
As a result, we are subject to calls payable to the Associations based on the Group’s claim records as well as the claim records of all other members of the individual P&I Associations and members of the pool of Associations comprising the International Group. ​ 10 Table of Contents Loss of Hire Insurance ​ We maintain loss of hire insurance for our Capesize vessels, which covers business interruptions and related losses that result from the loss of use of a vessel.
As a result, we are subject to calls payable to the Associations based on the Group’s claim records as well as the claim records of all other members of the individual P&I Associations and members of the pool of Associations comprising the International Group. ​ Loss of Hire Insurance ​ We maintain loss of hire insurance for our Capesize vessels, which covers business interruptions and related losses that result from the loss of use of a vessel.
With respect to non-ratifying states, liability for spills or releases of oil carried as fuel in ship’s bunkers typically is determined by the national or other domestic laws in the jurisdiction where the events or damages occur. Ships are required to maintain a certificate attesting that they maintain adequate insurance to cover an incident.
With respect to non-ratifying states, liability for spills or releases of oil carried as fuel in ship’s bunkers typically is determined by the national or other domestic laws in the jurisdiction where the events or damages occur. 16 Table of Contents Ships are required to maintain a certificate attesting that they maintain adequate insurance to cover an incident.
We continuously monitor the drybulk market and may in the future pursue other market opportunities for our vessels to capitalize on market conditions, including arranging more longer-term charters. ​ ● Maintain highly efficient operations — Currently, all 42 vessels in our fleet are managed by GSSM and Synergy. Our management team actively monitors and controls vessel operating expenses incurred.
We continuously monitor the drybulk market and may in the future pursue other market opportunities for our vessels to capitalize on market conditions, including arranging more longer-term charters. ​ ● Maintain highly efficient operations — Currently, all of the vessels in our fleet are managed by GSSM. Our management team actively monitors and controls vessel operating expenses incurred.
The USCG and European Union authorities prohibit vessels not in compliance with the ISM Code from trading in U.S. and European Union ports, respectively. As of the date of this report, each of our vessels is ISM Code certified. However, there can be no assurance that such certificates will be maintained in the future .
The USCG and European Union authorities prohibit vessels not in compliance with the ISM Code from trading in U.S. and European Union ports, respectively. As of the date of this report, each of our vessels is ISM Code certified. However, there can be no assurance that such certificates will be 17 Table of Contents maintained in the future .
We believe that our vessels are in substantial compliance with SOLAS and LLMC standards. 14 Table of Contents ​ Under Chapter IX of the SOLAS Convention, or the International Safety Management Code for the Safe Operation of Ships and for Pollution Prevention (the “ISM Code”), our operations are also subject to environmental standards and requirements.
We believe that our vessels are in substantial compliance with SOLAS and LLMC standards. ​ Under Chapter IX of the SOLAS Convention, or the International Safety Management Code for the Safe Operation of Ships and for Pollution Prevention (the “ISM Code”), our operations are also subject to environmental standards and requirements.
These limits do not apply (rendering the responsible person liable for the total cost of response and damages) if the release or threat of release of a hazardous substance resulted from willful misconduct or negligence, or the primary cause of the release was a violation of applicable safety, construction or operating standards or regulations.
These limits do not 18 Table of Contents apply (rendering the responsible person liable for the total cost of response and damages) if the release or threat of release of a hazardous substance resulted from willful misconduct or negligence, or the primary cause of the release was a violation of applicable safety, construction or operating standards or regulations.
VIDA establishes a new framework for the regulation of vessel incidental discharges under Clean Water Act (CWA), requires the EPA to develop performance standards for those discharges within two years of enactment, and requires the U.S. Coast Guard to develop implementation, compliance, and enforcement regulations within two years of EPA’s promulgation of standards.
National Invasive Species Act. VIDA establishes a new framework for the regulation of vessel incidental discharges under Clean Water Act (the CWA), requires the EPA to develop performance standards for those discharges within two years of enactment, and requires the U.S. Coast Guard to develop implementation, compliance, and enforcement regulations within two years of EPA’s promulgation of standards.
We obtained documents of compliance and safety management certificates for all of our vessels, which are required by the IMO. ​ CREWING AND EMPLOYEES ​ Each of our vessels is crewed with 21 to 23 officers and seafarers. We do not provide any seaborne personnel to crew our vessels.
We obtained documents of compliance and safety management certificates for all of our vessels, which are required by the IMO. ​ 8 Table of Contents CREWING AND EMPLOYEES ​ Each of our vessels is crewed with 21 to 23 officers and seafarers. We do not provide any seaborne personnel to crew our vessels.
Effective May 2005, Annex VI sets limits on sulfur oxide and nitrogen oxide emissions from all commercial vessel exhausts and prohibits “deliberate emissions” of ozone depleting substances (such as halons and chlorofluorocarbons), emissions of 12 Table of Contents volatile compounds from cargo tanks, and the shipboard incineration of specific substances.
Effective May 2005, Annex VI sets limits on sulfur oxide and nitrogen oxide emissions from all commercial vessel exhausts and prohibits “deliberate emissions” of ozone depleting substances (such as halons and chlorofluorocarbons), emissions of volatile compounds from cargo tanks, and the shipboard incineration of specific substances.
The head of our technical management team has over 45 years of experience in the shipping industry. ​ Under our technical management agreement with GSSM, GSSM is obligated to: ​ ● provide personnel to supervise the maintenance and general efficiency of our vessels; ​ ● arrange and supervise the maintenance of our vessels to our standards to assure that our vessels comply with applicable national and international regulations and the requirements of our vessels’ classification societies; ​ ● select and train the crews for our vessels, including assuring that the crews have the correct certificates for the types of vessels on which they serve; ​ ● check the compliance of the crews’ licenses with the regulations of the vessels’ flag states and the International Maritime Organization, or IMO; ​ ● arrange the supply of spares and stores for our vessels; and ​ ● report expense transactions to us, and make its procurement and accounting systems available to us. ​ OUR CHARTERS ​ As of February 20, 2025, we fixed twelve of our vessels on spot market voyage charters where we provide a vessel for the transportation of goods between a load port and discharge port at a specified per-ton or on a lump sum 6 Table of Contents basis.
The head of our technical management team has over 45 years of experience in the shipping industry. ​ Under our technical management agreement with GSSM, GSSM is obligated to: ​ ● provide personnel to supervise the maintenance and general efficiency of our vessels; ​ ● arrange and supervise the maintenance of our vessels to our standards to assure that our vessels comply with applicable national and international regulations and the requirements of our vessels’ classification societies; ​ ● select and train the crews for our vessels, including assuring that the crews have the correct certificates for the types of vessels on which they serve; ​ ● check the compliance of the crews’ licenses with the regulations of the vessels’ flag states and the International Maritime Organization, or IMO; ​ ● arrange the supply of spares and stores for our vessels; and ​ ● report expense transactions to us, and make its procurement and accounting systems available to us. ​ OUR CHARTERS ​ As of February 17, 2026, we fixed 21 of our vessels on spot market voyage charters where we provide a vessel for the transportation of goods between a load port and discharge port at a specified per-ton or on a lump sum basis.
Additionally, third-party coverages include errors and omissions, such as failure to safeguard data or defamation, along with investigative expenses. ​ ENVIRONMENTAL AND OTHER REGULATIONS Government regulation and laws significantly affect the ownership and operation of our fleet.
Additionally, third-party coverages include errors and omissions, such as failure to safeguard data or defamation, along with investigative expenses. ​ 10 Table of Contents ENVIRONMENTAL AND OTHER REGULATIONS Government regulation and laws significantly affect the ownership and operation of our fleet.
Our vessels are typically manned with more crew members than are required by the country of the vessel’s flag in order to allow for the performance of routine maintenance duties. ​ We currently employ 37 shore-based personnel, which includes personnel in our Singapore and Copenhagen offices. In addition, approximately 925 seagoing personnel are employed on our vessels.
Our vessels are typically manned with more crew members than are required by the country of the vessel’s flag in order to allow for the performance of routine maintenance duties. ​ We currently employ 36 shore-based personnel, which includes personnel in our Singapore and Copenhagen offices. In addition, approximately 945 seagoing personnel are employed on our vessels.
To accomplish this objective, we intend to: ​ ● Continue to operate a high-quality fleet — We intend to maintain a modern, high-quality fleet that meets or exceeds stringent industry standards and complies with charterer requirements through GSSM and Synergy’s rigorous and comprehensive maintenance program.
To accomplish this objective, we intend to: ​ ● Continue to operate a high-quality fleet — We intend to maintain a modern, high-quality fleet that meets or exceeds stringent industry standards and complies with charterer requirements through GSSM’s rigorous and comprehensive maintenance program.
Ocean-going vessels in these areas will be subject to stringent emission controls and may cause us to incur additional costs. Certain ports in which our vessels call, including China and Singapore, are currently or may become subject to local regulations that impose stricter emission controls.
Ocean-going vessels in these areas will be subject to stringent emission controls that may cause us to incur additional costs. Certain ports in which our vessels call, 12 Table of Contents including in China and Singapore, are currently or may become subject to local regulations that impose stricter emission controls.
Our customers include national, regional and international companies, such as ST Shipping & Transport Pte. Ltd., Rio Tinto Shipping (Asia) Pte. Ltd., Oldendorff Carriers, including its subsidiaries, Cargill International S.A., Bunge SA, ADMIntermare, a division of ADM International Sarl, and Vale International S.A.
Our customers include national, regional and international companies, such as ST Shipping & Transport Pte. Ltd., Rio Tinto Shipping (Asia) Pte. Ltd., Oldendorff Carriers, including its subsidiaries, Cargill International S.A., Bunge SA, ADMIntermare, a division of ADM International Sarl, Vale International S.A., BHP Billiton Ltd. and Trafigura Group Pte. Ltd.
In addition, GSSM and Synergy maintain the quality of our vessels by carrying out regular inspections, both while in port and at sea. ​ ● Strategically expand the size of our fleet — We may acquire additional modern, high-quality, fuel-efficient drybulk vessels through timely and selective acquisitions in a manner that is accretive to our cash flows and 3 Table of Contents dividend while maintaining low to moderate financial leverage.
In addition, GSSM maintains the quality of our vessels by carrying out regular inspections, both while in port and at sea. ​ ● Strategically expand the size of our fleet — We may acquire additional modern, high-quality, fuel-efficient drybulk vessels through timely and selective acquisitions in a manner that is accretive to our cash flows and dividend while maintaining low to moderate financial leverage.
Effective January 1, 2018, the IMDG Code includes (1) updates to the provisions for radioactive material, reflecting the latest provisions from the International Atomic Energy Agency, (2) new marking, packing and classification requirements for dangerous goods, and (3) new mandatory training requirements.
Effective 14 Table of Contents January 1, 2018, the IMDG Code includes (1) updates to the provisions for radioactive material, reflecting the latest provisions from the International Atomic Energy Agency, (2) new marking, packing and classification requirements for dangerous goods, and (3) new mandatory training requirements.
(“Synergy”) currently provide the technical management to the vessels in our fleet and members of our New York City-based management team oversee their activities. ​ AVAILABLE INFORMATION ​ We file annual, quarterly and current reports, proxy statements, and other documents with the SEC, under the Securities Exchange Act of 1934, or the Exchange Act.
Ltd (“GSSM”), currently provides the technical management to the vessels in our fleet and members of our New York City-based management team oversee their activities. ​ AVAILABLE INFORMATION ​ We file annual, quarterly and current reports, proxy statements, and other documents with the SEC, under the Securities Exchange Act of 1934, or the Exchange Act.
Currently, the emissions of greenhouse gases from international shipping are not subject to the Kyoto Protocol to the United Nations Framework Convention on Climate Change, which entered into force in 2005 and pursuant to which adopting countries have been required to implement national programs to reduce greenhouse gas emissions with targets extended through 2020.
Currently, the emissions of greenhouse gases from international shipping are not subject to the Kyoto Protocol to the United Nations Framework Convention on Climate Change, which entered into force in 2005 and pursuant to which adopting countries have been required to implement national programs to reduce greenhouse gas emissions.
Genco plans to continue to invest in its existing fleet to improve fuel efficiency and comply with these revised standards through its comprehensive IMO 2023 plan. ​ Safety Management System Requirements ​ The SOLAS Convention was amended to address the safe manning of vessels and emergency training drills.
Genco plans to continue to invest in its existing fleet to improve fuel efficiency and comply with these revised standards. ​ Safety Management System Requirements ​ The SOLAS Convention was amended to address the safe manning of vessels and emergency training drills.
Ships over 400 gross tons generally must comply with a “D-1 standard,” requiring the exchange of ballast water only in open seas and away from coastal waters. The “D-2 standard” specifies the maximum amount of viable organisms allowed to be discharged, and compliance dates vary depending on the IOPP renewal dates.
Ships over 400 gross tons generally must comply with a “D-1 standard,” requiring the exchange of ballast water only in open seas and away from coastal waters. The “D-2 standard” specifies the maximum amount of viable organisms allowed to be discharged, 15 Table of Contents and compliance dates vary depending on the International Oil Pollution Prevention (IOPP) renewal dates.
If we make such acquisitions, we may consider additional debt or equity financing alternatives. ​ ● Utilize an active commercial strategy — Our current fleet of 42 drybulk vessels concentrates on the transportation of major and minor bulk commodities globally.
If we make such acquisitions, we may consider additional debt or equity financing alternatives. ​ 3 Table of Contents ● Utilize an active commercial strategy — Our fleet of drybulk vessels concentrates on the transportation of major and minor bulk commodities globally.
Technical management involves the day-to-day management of vessels, including performing routine maintenance, attending to vessel operations and arranging for crews and supplies. Our technical management joint venture, GS Shipmanagement Pte. Ltd (“GSSM”), and Synergy Marine Pte. Ltd.
Technical management involves the day-to-day management of vessels, including performing routine maintenance, attending to vessel operations and arranging for crews and supplies. Our technical management joint venture, GS Shipmanagement Pte.
In March 2024, MEPC 81 adopted amendments to the BWM Convention concerning the use of Ballast Water Record Books in electronic form, which are expected to enter into force in October 2025.
In March 2024, MEPC 81 adopted amendments to the BWM Convention concerning the use of Ballast Water Record Books in electronic form, which entered into force in October 2025.
Additionally, as of February 20, 2025, we were chartering in five third party vessels that have been employed on spot market voyage charters, all of which are short duration. ​ Our vessels operate worldwide within the trading limits imposed by our insurance terms.
Additionally, as of February 17, 2026, we were chartering in ten third party vessels that have been employed on spot market voyage charters, all of which are short duration. ​ Our vessels operate worldwide within the trading limits imposed by our insurance terms.
The BWM Convention’s implementing regulations call for a phased introduction of mandatory ballast water exchange requirements, to be replaced in time with mandatory concentration limits, and require all ships to carry a ballast water record book and an international ballast water management certificate.
The BWM Convention’s implementing regulations call for a phased introduction of mandatory ballast water exchange requirements, to be replaced in time with mandatory concentration limits, and require all ships to carry a ballast water record book and an international ballast water management certificate. The MEPC maintains guidelines for approval of ballast water management systems (G8).
MEPC 80 also adopted further amendments relating to Appendix II of the BWM Convention concerning the form of the Ballast Water Record Book, which are expected to 16 Table of Contents enter into force in February 2025. A protocol for ballast water compliance monitoring devices and unified interpretation of the form of the BWM Convention certificate were also adopted.
MEPC 80 also adopted further amendments relating to Appendix II of the BWM Convention concerning the form of the Ballast Water Record Book, which entered into force in February 2025. A protocol for ballast water compliance monitoring devices and unified interpretation of the form of the BWM Convention certificate were also adopted.
We believe that all of our vessels are in substantial compliance with and are certified to meet MLC 2006. Vessel Security Regulations Since the terrorist attacks of September 11, 2001 in the United States, there have been a variety of initiatives intended to enhance vessel security such as the U.S. Maritime Transportation Security Act of 2002 (“MTSA”).
We believe that all of our vessels are in substantial compliance with and are certified to meet MLC 2006. 22 Table of Contents Vessel Security Regulations Since the terrorist attacks of September 11, 2001 in the United States, there have been a variety of initiatives intended to enhance vessel security such as the U.S.
Capesize vessels represent our major bulk vessel category, while Ultramax and Supramax vessels represent our minor bulk vessel category. Our major bulk vessels are primarily used to transport iron ore, coal and bauxite, while our minor bulk vessels are primarily used to transport grains, steel products and other drybulk cargoes such as cement, scrap, fertilizer, nickel ore, salt and sugar.
Our major bulk vessels are primarily used to transport iron ore, coal and bauxite, while our minor bulk vessels are primarily used to transport grains, steel products and other drybulk cargoes such as cement, scrap, fertilizer, nickel ore, salt and sugar.
Coast Guard and state regulations could require the installation of ballast water treatment equipment on our vessels or the implementation of other port facility disposal procedures at potentially substantial cost, or may otherwise restrict our vessels from entering U.S. waters.
Compliance with the EPA, USCG and state regulations could require the installation or upgrading of ballast water treatment equipment on our vessels or the implementation of other port facility disposal procedures at potentially substantial cost, or may otherwise restrict our vessels from entering U.S. waters.
On September 24, 2024, the EPA finalized its rule on Vessel Incidental Discharge Standards of Performance, which means that the USCG must now develop corresponding regulations regarding ballast water within two years of that date. Under VIDA, all provisions of the 2013 VGP and USCG regulations regarding ballast water treatment remain in force and effect until the EPA and U.S.
In October 2024, the EPA finalized its rule on Vessel Incidental Discharge Standards of Performance, which means that the USCG must now develop corresponding regulations regarding ballast water within two years of that date. 19 Table of Contents Under VIDA, all provisions of the 2013 VGP and USCG regulations regarding ballast water treatment remain in force and effect until the EPA and USCG regulations are finalized.
MEPC 79 adopted amendments to MARPOL Annex VI, Appendix IX to include the attained and required CII values, the CII rating and attained EEXI for existing ships in the required information to be submitted to the IMO Ship Fuel Oil Consumption Database.
MEPC 79 adopted amendments to MARPOL Annex VI, Appendix IX to include the attained and required CII values, the CII rating and attained EEXI for existing ships in the required information to be submitted to the IMO Ship Fuel Oil Consumption Database. The amendments entered into force on May 1, 2024.
Coast Guard regulations are finalized. Non-military, non-recreational vessels greater than 79 feet in length must continue to comply with the requirements of the VGP, including submission of a Notice of Intent (“NOI”) or retention of a PARI form and submission of annual reports. We have submitted NOIs for our vessels where required. Compliance with the EPA, U.S.
Non-military, non-recreational vessels greater than 79 feet in length must continue to comply with the requirements of the VGP, including submission of a Notice of Intent (“NOI”) or retention of a PARI form and submission of annual reports. We have submitted NOIs for our vessels where required.
To 23 Table of Contents implement certain portions of the MTSA, the USCG issued regulations requiring the implementation of certain security requirements aboard vessels operating in waters subject to the jurisdiction of the United States and at certain ports and facilities, some of which are regulated by the EPA.
Maritime Transportation Security Act of 2002 (“MTSA”). To implement certain portions of the MTSA, the USCG issued regulations requiring the implementation of certain security requirements aboard vessels operating in waters subject to the jurisdiction of the United States and at certain ports and facilities, some of which are regulated by the EPA.
OPA specifically permits individual states to impose their own liability regimes with regard to oil pollution incidents occurring within their boundaries, provided they accept, at a minimum, the levels of liability established under OPA and some states have enacted legislation providing for unlimited liability for oil spills.
OPA specifically permits individual states to impose their own liability regimes with regard to oil pollution incidents occurring within their boundaries, provided they accept, at a minimum, the levels of liability established under OPA.
Under spot market voyage charters, voyage expenses such as fuel and port charges, are borne by us. Additionally, as of February 20, 2025, we have fixed 21 of our vessels under fixed-rate time charters and four of our vessels under spot market-related time charters.
Under spot market voyage charters, voyage expenses such as fuel and port charges, are borne by us. Additionally, as of February 17, 2026, we have fixed 18 of our vessels under fixed-rate time charters and four of our vessels under spot 6 Table of Contents market-related time charters.
The 2015 United Nations Climate Change Conference in Paris resulted in the Paris Agreement, which entered into force on November 4, 2016 and does not directly limit greenhouse gas emissions from ships. The U.S. initially entered into the agreement, but on June 1, 2017, former U.S.
The 2015 United Nations Climate Change Conference in Paris resulted in the Paris Agreement, which entered into force on November 4, 2016, and does not directly limit greenhouse gas emissions from ships. The U.S. is not a party to the Paris Agreement.
While we do not carry oil as cargo, we do carry fuel and lube oil in our drybulk carriers. We currently maintain pollution liability coverage insurance in the amount of $1 billion per incident for each of our vessels.
We intend to comply with all applicable state regulations in the ports where our vessels call. While we do not carry oil as cargo, we do carry fuel and lube oil in our drybulk carriers. We currently maintain pollution liability coverage insurance in the amount of $1 billion per incident for each of our vessels.
This has resulted in a debt balance of $90 million as of December 31, 2024, an 80% reduction from January 1, 2021 levels.
This has resulted in a debt balance of $200 million as of December 31, 2025, a 55% reduction from January 1, 2021 levels.
Many U.S. states that border a navigable waterway have enacted environmental pollution laws that impose strict liability on a person for removal costs and damages resulting from a discharge of oil or a release of a hazardous substance. These laws may be more stringent than U.S. federal law.
Some states have enacted legislation providing for unlimited liability for oil spills, and many U.S. states that border a navigable waterway have enacted environmental pollution laws that impose strict liability on a person for removal costs and damages resulting from a discharge of oil or a release of a hazardous substance.
The initial strategy notes that technological innovation, alternative fuels and/or energy sources for international shipping will be integral to achieve the overall ambition. These regulations could cause us to incur additional substantial expenses.
The initial strategy identifies “levels of ambition” to reduce greenhouse gas emissions and noted that technological innovation and the introduction of alternative fuels and/or energy sources for international shipping will be integral to achieving the overall ambition. These regulations could cause us to incur additional substantial expenses.
Ltd. and Oldendorff Carriers, including its subsidiaries, represented 11.0% and 10.7% of voyage revenues, respectively. ​ COMPETITION ​ Our business fluctuates based on the supply and demand of drybulk cargoes and their respective trading patterns as well as the overall capacity of the global drybulk fleet.
For the year ended December 31, 2025, one customer individually accounted for more than 10% of our voyage revenue. Oldendorff Carriers, including its subsidiaries, represented 11.0% of voyage revenues. ​ COMPETITION ​ Our business fluctuates based on the supply and demand of drybulk cargoes and their respective trading patterns as well as the overall capacity of the global drybulk fleet.
On October 27, 2016, MEPC 70 agreed to implement a global 0.5% m/m sulfur oxide emissions limit (reduced from 3.50%) starting from January 1, 2020. This limitation can be met by using low-sulfur compliant fuel oil, alternative fuels, or certain exhaust gas cleaning systems.
In October of 2016, MEPC 70 agreed to implement a global 0.5% sulfur content limit (reduced from 3.50%) in marine fuel starting from January 1, 2020. This limitation can be met by using low-sulfur compliant fuel oil, alternative fuels, or certain exhaust gas cleaning systems. Ships are now required to obtain bunker delivery notes that specify fuel sulfur content.
Specifically, we have: ● Purchased modern, fuel-efficient vessels with lower overall fuel consumption than older vessels in order to reduce our fleet’s greenhouse gas emissions; 11 Table of Contents ● Divested certain older, less fuel-efficient vessels; ● Outfitted select vessels with Energy Saving Devices (ESDs) to reduce the fuel consumptions of these vessels, which may include Mewis Ducts, Fins, Propellers, Propeller Boss Cap Fins, LED lamps and Variable Frequency Drives on some of our vessels to reduce electricity power consumption; ● Applied high-performance paint systems that cause less resistance and saves fuel consumption; ● Installed performance-monitoring systems on board the majority of our vessels to gather real-time fuel consumption data to optimize the voyage efficiency of these vessels and are in the process of installing such systems on our remaining vessels; ● Utilized a third-party data collection platform that analyzes information from our vessels in an effort to reduce fuel consumption, CO2 and greenhouse gas emissions; ● Established and executed a compliance program regarding IMO 2020 fuel regulations (as described below); ● Installed ballast water treatment systems on the majority of the fleet; ● Installed or plan to install exhaust gas scrubbers on all of our Capesize vessel to mitigate sulfur dioxide and acid emission in the air from engine exhaust; ● Partnered with a third-party firm to conduct internal audits of our vessels with a goal of identifying areas of potential improvement on the daily maintenance and operation of our vessels in order to improve the quality of the services our vessels provide and to mitigate operational risks; ● Studying alternative fuels and the potential value proposition in light of current and upcoming environmental regulations; ● Purchasing Aderco fuel additives that are added to our bunkers to stabilize, add lubrication and help clean our storage tanks; ● Installed Engine Power Limitation (EPL) systems on certain major bulk vessels to increase the level of energy efficiency by optimizing maintenance of the ship’s engine power level ; and ● Implemented an IMO 2023 compliance plan for select vessels within our fleet in which we have installed ESDs and applied high performance paint systems, among other initiatives International Maritime Organization (IMO) The International Maritime Organization, the United Nations agency for maritime safety and the prevention of pollution by vessels (the “IMO”), has adopted the International Convention for the Prevention of Pollution from Ships, 1973, as modified by the Protocol of 1978 relating thereto, collectively referred to as MARPOL 73/78 and herein as “MARPOL,” the International Convention for the Safety of Life at Sea of 1974 (“SOLAS Convention”), and the International Convention on Load Lines of 1966 (the “LL Convention”).
Specifically, we have: ● Purchased modern, fuel-efficient vessels with lower overall fuel consumption than older vessels in order to reduce our fleet’s greenhouse gas emissions; ● Divested certain older, less fuel-efficient vessels; ● Outfitted select vessels with Energy Saving Devices (ESDs) to reduce the fuel consumption of these vessels, which may include Mewis Ducts, Fins, Propellers, Propeller Boss Cap Fins, LED lamps and Variable Frequency Drives on some of our vessels to reduce electrical energy consumption; ● Applied high-performance paint systems that reduce resistance and fuel consumption; ● Installed performance-monitoring systems on board the majority of our vessels to gather real-time fuel consumption data to optimize the voyage efficiency of these vessels and are in the process of installing such systems on our remaining vessels; ● Utilized a third-party data collection platform that analyzes information from our vessels in an effort to reduce fuel consumption, CO2 and greenhouse gas emissions; ● Established and executed a compliance program regarding IMO 2020 fuel regulations (as described below); ● Installed ballast water treatment systems on the majority of the fleet; ● Installed exhaust gas cleaning systems on all of our Capesize vessels to mitigate sulfur dioxide emissions to the air from engine exhaust; ● Partnered with a third-party firm to conduct internal audits of our vessels with a goal of identifying areas of potential improvement on the daily maintenance and operation of our vessels in order to improve the quality of the services our vessels provide and to mitigate operational risks; 11 Table of Contents ● Studying alternative fuels and the potential value proposition in light of current and upcoming environmental regulations; and ● Installed Engine Power Limitation (EPL) systems on certain vessels to increase the level of energy efficiency by optimizing maintenance of the ship’s engine power level .
The requirements include (1) a technical requirement to reduce carbon intensity based on a new Energy Efficiency Existing Ship Index (“EEXI”), and (2) operational carbon intensity reduction requirements, based on a new operational carbon intensity indicator (“CII”).
The requirements include (1) a technical requirement to reduce carbon intensity based on a new Energy Efficiency Existing Ship Index (“EEXI”), and (2) operational carbon intensity reduction requirements, based on a new operational carbon intensity indicator (“CII”). The attained EEXI is required to be calculated for ships of 400 gross tonnage and above.
The EPA will regulate these ballast water discharges and other discharges incidental to the normal operation of certain vessels within United States waters pursuant to the Vessel Incidental Discharge Act 20 Table of Contents (“VIDA”), which was signed into law on December 4, 2018 and replaces the 2013 Vessel General Permit (“VGP”) program (which authorizes discharges incidental to operations of commercial vessels and contains numeric ballast water discharge limits for most vessels to reduce the risk of invasive species in U.S. waters, stringent requirements for exhaust gas scrubbers, and requirements for the use of environmentally acceptable lubricants) and current Coast Guard ballast water management regulations adopted under the U.S.
The EPA will regulate these ballast water discharges and other discharges incidental to the normal operation of certain vessels within United States waters pursuant to the Vessel Incidental Discharge Act (“VIDA”), which was signed into law on December 4, 2018 and replaces the 2013 Vessel General Permit (“VGP”) program and current Coast Guard ballast water management regulations adopted under the U.S.
In 2021, MEPC 77 adopted a non-binding resolution which urges Member States and ship operators to voluntarily use distillate or other cleaner alternative fuels or methods of propulsion that are safe for ships and could contribute to the reduction of Black Carbon emissions from ships when operating in or near the Arctic.
MEPC 75 also amended 13 Table of Contents MARPOL Annex I to prohibit the use and carriage for use as fuel of heavy fuel oil (“HFO”) by ships in Arctic waters on and after July 1, 2024. ​ In 2021, MEPC 77 adopted a non-binding resolution which urges Member States and ship operators to voluntarily use distillate or other cleaner alternative fuels or methods of propulsion that are safe for ships and could contribute to the reduction of Black Carbon emissions from ships when operating in or near the Arctic.
These amendments were formally adopted at MEPC 76 in June 2021, and entered into force on January 1, 2023. ​ We have obtained Anti-fouling System Certificates for all of our vessels that are subject to the Anti-fouling Convention.
These amendments were formally adopted at MEPC 76 in June 2021, and entered into force on January 1, 2023. ​ We have obtained Anti-fouling System Certificates for all of our vessels that are subject to the Anti-fouling Convention. ​ Building on the focus of preventing the spread of invasive species, the IMO has recently pivoted from voluntary guidance to the development of a mandatory regulatory framework for biofouling management.
ITEM 1. BUSINESS ​ OVERVIEW ​ General ​ We are a New York City-based drybulk ship owning company incorporated in the Marshall Islands. We transport iron ore, coal, grain, bauxite, steel products and other drybulk cargoes along worldwide shipping routes through the ownership and operation of drybulk vessels.
ITEM 1. BUSINESS ​ OVERVIEW ​ General ​ We are a New York City-based pure-play drybulk ship owning company focused on the seaborne transportation of commodities globally. We transport key cargoes such as iron ore, coal, grain, bauxite, steel products and other drybulk cargoes along worldwide shipping routes.
These actions have enabled us to further reduce our cash flow breakeven rate positioning us to pay sizeable quarterly dividends across diverse market environments. ​ In addition to the $44.0 million of cash on our balance sheet as of December 31, 2024, we have undrawn revolver availability of $337.3 million, bringing our current total liquidity to $381.3 million.
These actions have enabled us to further reduce our cash flow breakeven rate positioning us to pay sizeable quarterly dividends across diverse market environments. ​ In addition to the $55.5 million of cash on our balance sheet as of December 31, 2025, we have undrawn revolver availability of $400 million, bringing our current total liquidity to $455.5 million. ​ On July 10, 2025, we entered into a fifth amendment to amend, extend and upsize our existing $500 Million Revolver.
All ships are now required to develop and implement Ship Energy Efficiency Management Plans (“SEEMP”), and new ships must be designed in compliance with minimum energy efficiency levels per capacity mile as defined by the Energy Efficiency Design Index (“EEDI”). Under these measures, by 2025, all new ships built will be 30% more energy efficient than those built in 2014.
As of January 1, 2013, MARPOL made mandatory certain measures relating to energy efficiency for ships. All ships are now required to develop and implement Ship Energy Efficiency Management Plans (“SEEMP”), and new ships must be designed in compliance with minimum energy efficiency levels per capacity mile as defined by the Energy Efficiency Design Index (“EEDI”).
On December 18, 2022, 21 Table of Contents the Environmental Council and European Parliament agreed to include maritime shipping emissions within the scope of the EU ETS on a gradual introduction of obligations for shipping companies to surrender allowances equivalent to a portion of their carbon emissions: 40% for verified emissions from 2024, 70% for 2025 and 100% for 2026.
This will require shipowners to buy allowances to cover these emissions. On December 18, 2022, the European Council and European Parliament agreed on a gradual introduction of obligations for shipping companies to surrender allowances equivalent to a portion of their verified carbon emissions: 40% for 2024, 70% for 2025 and 100% for 2026 and subsequent years.
The Polar Code applies to new ships constructed after January 1, 2017, and after January 1, 2018, ships constructed before January 1, 2017 are required to meet the relevant requirements by the earlier of their first intermediate or renewal survey. 15 Table of Contents Furthermore, recent action by the IMO’s Maritime Safety Committee and United States agencies indicates that cybersecurity regulations for the maritime industry are likely to be further developed in the near future in an attempt to combat cybersecurity threats.
The Polar Code applies to new ships constructed after January 1, 2017, and after January 1, 2018, ships constructed before January 1, 2017 are required to meet the relevant requirements by the earlier of their first intermediate or renewal survey. Furthermore, cybersecurity guidance and regulations have been developed in an attempt to combat cybersecurity threats.
The newest edition of the IMDG Code took effect on January 1, 2024, although the changes are largely incremental. The IMO has also adopted the International Convention on Standards of Training, Certification and Watchkeeping for Seafarers (“STCW”). As of February 2017, all seafarers are required to meet the STCW standards and be in possession of a valid STCW certificate.
These new requirements may impact the cost of our operations. The IMO has also adopted the International Convention on Standards of Training, Certification and Watchkeeping for Seafarers (“STCW”). As of February 2017, all seafarers are required to meet the STCW standards and be in possession of a valid STCW certificate.
At MEPC 77, the Member States agreed to initiate the revision of the Initial IMO Strategy on Reduction of GHG emissions from ships, recognizing the need to strengthen the ambition during the revision process.
At MEPC 77, the Member States agreed to initiate the revision of the Initial IMO Strategy on Reduction of GHG emissions from ships, recognizing the need to strengthen the “levels of ambition.” In July 2023, MEPC 80 adopted the 2023 IMO Strategy on Reduction of GHG Emissions from Ships (the “2023 IMO Strategy”), which builds upon the initial strategy’s levels of ambition.
Moreover, some states have enacted legislation providing for unlimited liability for discharge of pollutants within their waters, although in some cases, states which have enacted this type of legislation have not yet issued implementing regulations defining vessel owners’ responsibilities under these laws. We intend to comply with all applicable state regulations in the ports where our vessels call.
These laws may be more stringent than U.S. federal law. Moreover, some states have enacted legislation providing for unlimited liability for discharge of pollutants within their waters, although in some cases, states which have enacted this type of legislation have not yet issued implementing regulations defining vessel owners’ responsibilities under these laws.
The CWA also imposes substantial liability for the costs of removal, remediation and damages and complements the remedies available under OPA and CERCLA. In 2015, the EPA expanded the definition of “waters of the United States” (“WOTUS”), thereby expanding federal authority under the CWA.
The CWA also imposes substantial liability for the costs of removal, remediation and damages and complements the remedies available under OPA and CERCLA.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeAs a result of any of these circumstances, we may experience a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ In addition, while we try to capture arbitrage opportunities by taking cargo positions, a significant fluctuation in the rate environment could adversely affect profitability. ​ We may face liquidity issues if conditions in the drybulk market worsen for a prolonged period. ​ If the drybulk market environment declines over a prolonged period of time, we may have insufficient liquidity to fund ongoing operations or satisfy our obligations under our credit facility, which may lead to a default under our credit facility.
Biggest changeAs a result of any of these circumstances, we may experience a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ In addition, while we try to capture arbitrage opportunities by taking cargo positions, a significant fluctuation in the rate environment could adversely affect profitability. ​ We are currently subject to a proxy contest seeking to replace all members of our Board of Directors, which could disrupt our business and adversely affect our results of operations. ​ A stockholder has commenced a proxy contest in connection with the election of directors at our upcoming annual meeting.
We cannot predict the effect that future sales of common stock or other equity-related securities would have on the market price of our common stock. ​ We may need to raise additional capital in the future, which may not be available on favorable terms or at all or which may dilute our common stock or adversely affect its market price. ​ We may require additional capital to expand our business and increase revenues, add liquidity in response to negative economic conditions, meet unexpected liquidity needs, and reduce our outstanding debt.
We cannot predict the effect that future sales of common stock or other equity-related securities would have on the market price of our common stock. ​ We may need to raise additional capital in the future, which may not be available on favorable terms or at all or which may dilute our common stock or adversely affect its market price. ​ We may require additional capital to expand our business and increase revenues, add liquidity in response to negative economic conditions, meet unexpected liquidity needs, or reduce our outstanding debt.
To the extent that an existing shareholder does not purchase shares of voting stock, that shareholder’s interest in our company will be diluted, representing a smaller percentage of the vote in our Board of Directors’ elections and other shareholder decisions.
To the extent an existing shareholder does not purchase shares of voting stock, that shareholder’s interest in our company will be diluted, representing a smaller percentage of the vote in our Board of Directors’ elections and other shareholder decisions.
Any inability that GSSM or Synergy or we experience in the future to hire, train and retain a sufficient number of qualified employees could impair our ability to manage, maintain and grow our business, which could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ Arrests of our vessels by maritime claimants could cause a significant loss of earnings for the related off-hire period. ​ Crew members, suppliers of goods and services to a vessel, shippers of cargo and other parties may be entitled to a maritime lien against a vessel for unsatisfied debts, claims or damages.
Any inability that GSSM or we experience in the future to hire, train and retain a sufficient number of qualified employees could impair our ability to manage, maintain and grow our business, which could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ Arrests of our vessels by maritime claimants could cause a significant loss of earnings for the related off-hire period. ​ Crew members, suppliers of goods and services to a vessel, shippers of cargo and other parties may be entitled to a maritime lien against a vessel for unsatisfied debts, claims or damages.
We cannot predict the outcome of any specific legislative proposals. ​ For example, on November 15, 2023, the Organization for Economic Cooperation and Development (OECD) announced that 145 countries and jurisdictions had signed on as members of the OECD/G20 Inclusive Framework on base erosion and profit shifting, which issued an outcome statement on July 11, 2023 describing a two-pillar framework to address the tax challenges arising from the digitalization of the economy.
We cannot predict the outcome of any legislative proposals. ​ For example, on November 15, 2023, the Organization for Economic Cooperation and Development (OECD) announced that 145 countries and jurisdictions had signed on as members of the OECD/G20 Inclusive Framework on base erosion and profit shifting, which issued an outcome statement on July 11, 2023 describing a two-pillar framework to address the tax challenges arising from the digitalization of the economy.
If, however, Genco’s shipping income does not qualify for the Section 883 exemption, and assuming that any gain derived from the sale of a vessel is attributable to Genco’s U.S. office, as Genco believes would likely be the case, such gain would likely be treated as effectively connected income (determined under rules different from those discussed above) and subject to the net income and branch profits tax regime described above. ​ U.S. tax authorities could treat us as a “passive foreign investment company,” which could have adverse U.S. federal income tax consequences to U.S. shareholders. ​ A foreign corporation generally will be treated as a “passive foreign investment company,” which we sometimes refer to as a PFIC, for U.S. federal income tax purposes if, after applying certain look through rules, either (1) at least 75% of its gross income for any taxable year consists of “passive income” or (2) at least 50% of the average value or adjusted bases of its assets (determined on a quarterly basis) produce or are held for the production of passive income, i.e., “passive assets.” U.S. shareholders of a PFIC are subject to a disadvantageous U.S. federal income tax regime with respect to distributions they receive from the PFIC and gain, if any, they derive from the sale or other disposition of their stock in the PFIC. ​ 37 Table of Contents For purposes of these tests, “passive income” generally includes dividends, interest, gains from the sale or exchange of investment property and rents and royalties other than rents and royalties which are received from unrelated parties in connection with the active conduct of a trade or business, as defined in applicable Treasury Regulations.
If, however, Genco’s shipping income does not qualify for the Section 883 exemption, and assuming that any gain derived from the sale of a vessel is attributable to Genco’s U.S. office, as Genco believes would likely be the case, such gain would likely be treated as effectively connected income (determined under rules different from those discussed above) and subject to the net income and branch profits tax regime described above. ​ U.S. tax authorities could treat us as a “passive foreign investment company,” which could have adverse U.S. federal income tax consequences to U.S. shareholders. ​ A foreign corporation generally will be treated as a “passive foreign investment company,” which we sometimes refer to as a PFIC, for U.S. federal income tax purposes if, after applying certain look through rules, either (1) at least 75% of its gross income for any taxable year consists of “passive income” or (2) at least 50% of the average value or adjusted bases of its assets (determined on a quarterly basis) produce or are held for the production of passive income, i.e., “passive assets.” U.S. shareholders of a PFIC are subject to a disadvantageous U.S. federal income tax regime with respect to distributions they receive from the PFIC and gain, if any, they derive from the sale or other disposition of their stock in the PFIC. ​ For purposes of these tests, “passive income” generally includes dividends, interest, gains from the sale or exchange of investment property and rents and royalties other than rents and royalties which are received from unrelated parties in connection with the active conduct of a trade or business, as defined in applicable Treasury Regulations.
Factors that influence the supply of vessel capacity include the number of newbuilding deliveries; port and canal congestion; scrapping of older vessels; vessel casualties; conversion of vessels to other uses; the number of vessels out of service (laid-up, drydocked, awaiting repairs or otherwise not available for hire); and environmental concerns and regulations. ​ In addition to prevailing and anticipated freight rates, factors that affect the rate of newbuilding, scrapping and laying-up include newbuilding prices, secondhand vessel values in relation to scrap prices, costs of fuel and other operating costs, costs associated with classification society surveys, normal maintenance and insurance coverage, the efficiency and age profile of the existing fleet in the market and government and industry regulation of maritime transportation practices, particularly environmental protection laws and regulations. ​ Adverse economic, political, social or other developments, including a change in worldwide fleet capacity, could have a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern. ​ Although vessel supply growth rates have slowed in recent years, if the supply of newbuilding vessels outpaces the demand for vessels, it could negatively impact freight rates and charterhire rates.
Factors that influence the supply of vessel capacity include the number of newbuilding orders and subsequent deliveries; shipyard capacity; port and canal congestion; scrapping of older vessels; vessel casualties; conversion of vessels to other uses; the number of vessels out of service (laid-up, drydocked, awaiting repairs or otherwise not available for hire); and environmental concerns and regulations. ​ In addition to prevailing and anticipated freight rates, factors that affect the rate of newbuilding, scrapping and laying-up include newbuilding prices, secondhand vessel values in relation to scrap prices, costs of fuel and other operating costs, costs associated with classification society surveys, normal maintenance and insurance coverage, the efficiency and age profile of the existing fleet in the market and government and industry regulation of maritime transportation practices, particularly environmental protection laws and regulations. ​ Adverse economic, political, social or other developments, including a change in worldwide fleet capacity, could have a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern. ​ Although vessel supply growth rates have slowed in recent years, if the supply of newbuilding vessels outpaces the demand for vessels, it could negatively impact freight rates and charterhire rates.
See “Impairment of long-lived assets” section under the heading “Critical Accounting Policies” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The occurrence of these events could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ 33 Table of Contents Restrictive covenants under our credit facility may restrict our growth and operations. ​ Our credit facility imposes operating and financial restrictions that may limit our ability to utilize cash above a certain amount; incur additional indebtedness on satisfactory terms or at all; incur liens on our assets; sell our vessels or the capital stock of our subsidiaries; make investments; engage in mergers or acquisitions; pay dividends; make capital expenditures; compete effectively or change management arrangements relating to any of our vessels.
See “Impairment of long-lived assets” section under the heading “Critical Accounting Policies” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The occurrence of these events could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ Restrictive covenants under our credit facility may restrict our growth and operations. ​ Our credit facility imposes operating and financial restrictions that may limit our ability to utilize cash above a certain amount; incur additional indebtedness on satisfactory terms or at all; incur liens on our assets; sell our vessels or the capital stock of our subsidiaries; make investments; engage in mergers or acquisitions; pay dividends; make capital expenditures; compete effectively or change management arrangements relating to any of our vessels.
If, in such future annual reports on Form 10-K, our management cannot provide a report as to the effectiveness of our internal control over financial reporting or our independent registered public accounting firm is unable to provide us with an unqualified attestation report as to the effectiveness of our internal control over financial reporting if required by Section 404, investors could lose confidence in the reliability of our consolidated financial statements, which could result in a decrease in the value of our common stock. ​ We may not have adequate insurance to compensate us if we lose our vessels or to compensate third parties. ​ We are insured against tort claims and some contractual claims (including claims related to environmental damage and pollution) through memberships in Protection and Indemnity Associations or Clubs, or P&I Associations.
If, in such future annual reports on Form 10-K, our management cannot provide a report as to the effectiveness of our internal control over financial reporting or our independent registered public accounting firm is unable to provide us with an unqualified attestation report as to the effectiveness of our internal 34 Table of Contents control over financial reporting if required by Section 404, investors could lose confidence in the reliability of our consolidated financial statements, which could result in a decrease in the value of our common stock. ​ We may not have adequate insurance to compensate us if we lose our vessels or to compensate third parties. ​ We are insured against tort claims and some contractual claims (including claims related to environmental damage and pollution) through memberships in Protection and Indemnity Associations or Clubs, or P&I Associations.
If any vessel does not maintain its class or fails any annual, intermediate or special survey, the vessel will be unable to trade between ports and unemployable, and we could 30 Table of Contents be in violation of certain covenants in our credit facility, which could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ If our vessels call on ports located in countries that are subject to restrictions imposed by the U.S. or other governments, that could adversely affect our reputation and the market for our common shares. ​ All of our charters with customers prohibit our vessels from entering any countries or conducting any trade prohibited by the U.S.
If any vessel does not maintain its class or fails any annual, intermediate or special survey, the vessel will be unable to trade between ports and unemployable, and we could be in violation of certain covenants in our credit facility, which could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ If our vessels call on ports located in countries that are subject to restrictions imposed by the U.S. or other governments, that could adversely affect our reputation and the market for our common shares. ​ All of our charters with customers prohibit our vessels from entering any countries or conducting any trade prohibited by the U.S.
A foreign corporation satisfies the CFC test if it is a “controlled foreign corporation” and one or more qualified U.S. persons own more than 50% of the total value of all the outstanding stock. ​ Based on the ownership and trading of our stock in 2024 and 2023, we believe that we satisfied the publicly traded test and qualified for the Section 883 exemption in 2024 and 2023.
A foreign corporation satisfies the CFC test if it is a “controlled foreign corporation” and one or more qualified U.S. persons own more than 50% of the total value of all the outstanding stock. ​ Based on the ownership and trading of our stock in 2025 and 2024, we believe that we satisfied the publicly traded test and qualified for the Section 883 exemption in 2025 and 2024.
Moreover, there can be no assurance that we will not become a PFIC in any future taxable year because the PFIC test is an annual test, there are uncertainties in the application of the PFIC rules, and although we intend to manage our business so as to avoid PFIC status to the extent consistent with our other business goals, there could be changes in the nature and extent of our operations in future taxable years. ​ If we were to be treated as a PFIC for any taxable year (and regardless of whether we remain a PFIC for subsequent taxable years), our U.S. shareholders would face adverse U.S. tax consequences.
Moreover, there can be no assurance that we will not become a PFIC in any future taxable year because the PFIC test is an annual test, there are uncertainties in the application of the 36 Table of Contents PFIC rules, and although we intend to manage our business so as to avoid PFIC status to the extent consistent with our other business goals, there could be changes in the nature and extent of our operations in future taxable years. ​ If we were to be treated as a PFIC for any taxable year (and regardless of whether we remain a PFIC for subsequent taxable years), our U.S. shareholders would face adverse U.S. tax consequences.
To the extent our vessels are found with contraband, whether inside or attached to the hull and regardless of our crew’s knowledge, we may face governmental or other regulatory claims, which could have an adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ Governments could requisition our vessels during a period of war or emergency, resulting in loss of earnings. ​ A government of a vessel’s registry could requisition for title or seize our vessels.
To the extent our vessels are found with contraband, whether inside or attached to the hull and regardless of our crew’s knowledge, we may face governmental or other regulatory claims, which could have an adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ 30 Table of Contents Governments could requisition our vessels during a period of war or emergency, resulting in loss of earnings. ​ A government of a vessel’s registry could requisition for title or seize our vessels.
Our corporate affairs are governed by our amended and restated articles of incorporation and by-laws and the Marshall Islands Business Corporations Act, or BCA.
Our corporate affairs are governed by our amended and restated articles of incorporation and by-laws and the Marshall Islands Business Corporations Act (BCA).
In turn, the ability of our subsidiaries to make dividend payments to us depends on their results of operations. ​ 35 Table of Contents We are at risk for the creditworthiness of our charterers. ​ The actual or perceived credit quality of our charterers, and any defaults by them, or market conditions affecting the time charter market and the credit markets, may materially affect our ability to obtain the additional capital resources that may be required to purchase additional vessels or may significantly increase our costs of obtaining such capital.
In turn, the ability of our subsidiaries to make dividend payments to us depends on their results of operations. ​ We are at risk for the creditworthiness of our charterers. ​ The actual or perceived credit quality of our charterers, and any defaults by them, or market conditions affecting the time charter market and the credit markets, may materially affect our ability to obtain the additional capital resources that may be required to purchase additional vessels or may significantly increase our costs of obtaining such capital.
A decrease in the market price of our common stock would adversely impact the value of your shares of common stock. ​ 39 Table of Contents Provisions of our articles of incorporation and by-laws may have anti-takeover effects which could adversely affect the market price of our common stock. ​ Several provisions of our articles of incorporation and by-laws are intended to avoid costly takeover battles, lessen our vulnerability to a hostile change of control and enhance the ability of our Board of Directors to maximize shareholder value in connection with any unsolicited offer to acquire our company.
A decrease in the market price of our common stock would adversely impact the value of your shares of common stock. ​ Provisions of our articles of incorporation and by-laws may have anti-takeover effects which could adversely affect the market price of our common stock. ​ Several provisions of our articles of incorporation and by-laws are intended to avoid costly takeover battles, lessen our vulnerability to a hostile change of control and enhance the ability of our Board of Directors to maximize shareholder value in connection with any unsolicited offer to acquire our company.
Under applicable Treasury Regulations, the publicly-traded test cannot be satisfied in any taxable year in which persons who actually or constructively own 5% or more of our stock (which we sometimes refer to as “5% shareholders”), together own 50% or 36 Table of Contents more of our stock (by vote and value) for more than half the days in such year (the “five percent override rule”), unless an exception applies.
Under applicable Treasury Regulations, the publicly-traded test cannot be satisfied in any taxable year in which persons who actually or constructively own 5% or more of our stock (which we sometimes refer to as “5% shareholders”), together own 50% or more of our stock (by vote and value) for more than half the days in such year (the “five percent override rule”), unless an exception applies.
Competitors with greater resources could enter and operate larger and better fleets that offer better prices than ours. ​ Future dividends are subject to the discretion of our Board of Directors; dividends and share repurchases are subject to covenant compliance under our credit facility. ​ Our declaration and payment of dividends is subject to legally available funds, compliance with law and contractual obligations and our Board of Directors’ determination that each declaration and payment is in the best interest of the Company and our shareholders.
Competitors with greater resources could enter and operate larger and better fleets that offer better prices than ours. ​ Future dividends are subject to the discretion of our Board of Directors; dividends and share repurchases are subject to covenant compliance under our credit facility. ​ 33 Table of Contents Our declaration and payment of dividends is subject to legally available funds, compliance with law and contractual obligations and our Board of Directors’ determination that each declaration and payment is in the best interest of the Company and our shareholders.
The occurrence of any of any of the foregoing could have a material adverse impact on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ Acts of war, terrorist attacks, and other acts of violence may have an adverse effect on our business. ​ Acts of war, terrorism, or other forms of violence may result in lower trading volumes, decreased demand for drybulk cargo, or damage to or destruction of our vessels.
The occurrence of any of any of the foregoing could have a material adverse impact on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ Military actions, terrorist attacks, and other acts of violence may have an adverse effect on our business. ​ Military actions, terrorism, or other forms of violence may result in lower trading volumes, decreased demand for drybulk cargo, or damage to or destruction of our vessels.
We can provide no assurance that changes and shifts in the ownership of our stock by 5% shareholders will not preclude us from qualifying for the Section 883 exemption in 2025 or future taxable years.
We can provide no assurance that changes and shifts in the ownership of our stock by 5% shareholders will not preclude us from qualifying for the Section 883 exemption in 2026 or future taxable years.
In addition, in jurisdictions where the “sister ship” theory of liability applies, a claimant may arrest the vessel subject to the claimant’s maritime lien and any associated vessel, which is any vessel owned or controlled by the same owner. ​ 31 Table of Contents Labor interruptions could disrupt our business. ​ Our vessels are manned by masters, officers and crews employed by third parties.
In addition, in jurisdictions where the “sister ship” theory of liability applies, a claimant may arrest the vessel subject to the claimant’s maritime lien and any associated vessel, which is any vessel owned or controlled by the same owner. ​ Labor interruptions could disrupt our business. ​ Our vessels are manned by masters, officers and crews employed by third parties.
Because we currently charter most of our vessels on spot market voyage charters, we are exposed to the cyclicality and volatility of the spot charter market, and we do not have significant long-term, fixed-rate time charters to ameliorate the adverse effects of downturns in the spot market. ​ Spot market voyage charter rates may fluctuate dramatically based primarily on the worldwide supply of drybulk vessels and the worldwide demand for transportation of drybulk cargoes.
Because we currently charter most of our vessels on spot market voyage charters, we are exposed to the cyclicality and volatility of the spot charter market, and we do not have significant long-term, fixed-rate time charters to ameliorate the adverse 31 Table of Contents effects of downturns in the spot market. ​ Spot market voyage charter rates may fluctuate dramatically based primarily on the worldwide supply of drybulk vessels and the worldwide demand for transportation of drybulk cargoes.
If any of the following risks actually occur, our business, financial condition, operating results or cash flows could be materially and adversely affected, and the trading price of our common stock could decline. ​ RISK FACTORS RELATED TO OUR BUSINESS AND OPERATIONS ​ Industry Specific Risk Factors ​ A downturn in the global economic environment may negatively impact our business. ​ If the current global economic environment worsens, we may be negatively affected in a number of ways. ​ As a result of low freight and charter rates that in some instances may not allow us to operate our vessels profitably, our earnings and cash flows could decline.
If any of the following risks actually occur, our business, financial condition, operating results or cash flows could be materially and adversely affected, and the trading price of our common stock could decline. ​ RISK FACTORS RELATED TO OUR BUSINESS AND OPERATIONS ​ Industry Specific Risk Factors ​ A downturn in the global economic environment may negatively impact our business. ​ If the current global economic environment worsens, we may be negatively affected in a number of ways. ​ If low freight and charter rates in some instances do not allow us to operate our vessels profitably, our earnings and cash flows could decline.
Any impairment charges incurred as a result of declines in freight and charter rates could have a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern. ​ Inflation could adversely affect our business and financial results. ​ 27 Table of Contents Inflation could adversely affect our business and financial results by increasing the costs of labor and materials needed to operate our business.
Any impairment charges incurred as a result of declines in freight and charter rates could have a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern. ​ Inflation could adversely affect our business and financial results. ​ Inflation could adversely affect our business and financial results by increasing the costs of labor and materials needed to operate our business.
This may prevent us from taking actions that are in our best interest and from executing our business strategy of growth and may restrict or limit our ability to pay dividends and finance our future operations. ​ We depend upon ten charterers for a large part of our revenues.
This may prevent us from taking actions that are in our best interest and from executing our business strategy of growth and may restrict or limit our ability to pay dividends and finance our future operations. ​ 32 Table of Contents We depend upon ten charterers for a large part of our revenues.
However, these provisions could also discourage, delay or prevent (1) the merger or acquisition of our company through a tender offer, a proxy contest or otherwise that a shareholder may consider in its best interest and (2) the removal of incumbent officers and directors. ​ Election and Removal of Directors.
However, these provisions could also discourage, delay or prevent (1) the merger or acquisition of our company through a tender offer, a proxy contest or otherwise that a shareholder may consider in its best interest and (2) the removal of incumbent officers and directors. ​ 38 Table of Contents Election and Removal of Directors.
If we are unable to adequately maintain our vessels, we may be unable to prevent these events. Any of these circumstances or events may have a material adverse effect on our business, results of operations, cash flows, financial condition and ability to pay dividends.
If we are unable to adequately maintain our vessels, we may be unable to prevent these events. Any of these circumstances or events may have a material adverse 28 Table of Contents effect on our business, results of operations, cash flows, financial condition and ability to pay dividends.
Any of the foregoing could have a material adverse impact on our business, results of operation, financial condition, and ability to pay dividends. ​ On February 24, 2022, Russia invaded Ukraine leading to what is now a multi-year war and a continued humanitarian crisis.
Any of the foregoing could have a material adverse impact on our business, results of operation, financial condition, and ability to pay dividends. ​ On February 24, 2022, Russia invaded Ukraine leading to a multi-year war and a continued humanitarian crisis.
Pillar Two of that framework agreement subjects certain multinational enterprises with consolidated revenues of at least 750 million euros to a minimum 15% tax rate.
Pillar Two of that framework subjects certain multinational enterprises (MNEs) with consolidated revenues of at least 750 million euros to a minimum 15% tax rate.
In an inflationary environment such as the current economic environment, depending on the drybulk industry and other economic conditions, we may be unable to raise our charter rates enough to offset the increasing costs of our operations, which would decrease our profit margins.
In an inflationary environment, depending on the drybulk industry and other economic conditions, we may be unable to raise our charter rates enough to offset the increasing costs of our operations, which would decrease our profit margins.
However, on such customers’ instructions, our vessels could call on ports in countries subject to sanctions or embargoes imposed by the U.S. government or countries identified by the U.S. government as state sponsors of terrorism, such as Iran, Sudan and Syria.
However, on such customers’ instructions, our vessels could call on ports in countries subject to sanctions or embargoes imposed by the U.S. government or countries identified by the U.S. government as state 29 Table of Contents sponsors of terrorism, such as Iran, Sudan and Syria.
The loss of any significant customers could adversely affect our financial performance. ​ For the year ended December 31, 2024, approximately 48% of our revenues were derived from ten charterers. While we are seeking to expand customer relationships with cargo providers, this may not sufficiently diversify our customer base to mitigate this risk.
The loss of any significant customers could adversely affect our financial performance. ​ For the year ended December 31, 2025, approximately 43% of our revenues were derived from ten charterers. While we are seeking to expand customer relationships with cargo providers, this may not sufficiently diversify our customer base to mitigate this risk.
This also would potentially accelerate the repayment of outstanding indebtedness. Additionally, our charterers may fail to meet their obligations under our time charter and freight agreements. ​ A significant number of our vessels’ port calls involve loading or discharging raw materials and semi-finished products in the Asia Pacific region.
This also would potentially accelerate the repayment of outstanding indebtedness. Additionally, our charterers may fail to meet their obligations under our time charter and freight agreements. ​ Many of our vessels’ port calls involve loading or discharging raw materials and semi-finished products in the Asia Pacific region.
As a result, regulations and standards could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ An increase in interest rates could adversely affect our cash flow and financial condition. ​ We are subject to market risks relating to changes in SOFR rates because we have significant amounts of floating rate debt outstanding.
As a result, regulations and standards could have a material adverse effect on our business, results of operations, cash flows, financial condition, and ability to pay dividends. ​ An increase in interest rates could adversely affect our cash flow and financial condition. ​ We are subject to market risks relating to changes in Secured Overnight Financing Rate (“SOFR”) because we have significant amounts of floating rate debt outstanding.
These limitations place restrictions on financing that we could use for our growth. ​ We currently maintain all of our cash and cash equivalents with eight financial institutions, which causes credit risk. ​ We currently maintain all of our cash and cash equivalents with seven financial institutions.
These limitations place restrictions on financing that we could use for our growth. ​ We currently maintain all of our cash and cash equivalents with six financial institutions, which causes credit risk. ​ We currently maintain all of our cash and cash equivalents with six financial institutions.
In addition, Genco may be subject to a 30% “branch profits” tax on such income, and on certain interest paid or deemed paid attributable to the conduct of such trade or business.
In addition, Genco may be subject to a 30% “branch profits” tax on such income, 35 Table of Contents and on certain interest paid or deemed paid attributable to the conduct of such trade or business.
These factors include our ability to identify vessels for acquisition; consummate acquisitions or establish joint ventures on favorable terms; integrate acquired vessels successfully with our existing operations; expand our customer base; and obtain required financing for our existing and new operations. As of December 31, 2024, we had $337.3 million of availability under our credit facility.
These factors include our ability to identify vessels for acquisition; consummate acquisitions or establish joint ventures on favorable terms; integrate acquired vessels successfully with our existing operations; expand our customer base; and obtain required financing for our existing and new operations. As of December 31, 2025, we had $400 million of availability under our credit facility.
The impact on the drybulk market has been a redirection of cargo flows, volatile commodity prices, 29 Table of Contents a greater emphasis on energy and food security and sanctions on various Russian entities and exports.
The impact on the drybulk market has been a redirection of cargo flows, volatile commodity prices, a greater emphasis on energy and food security and sanctions on various Russian entities and exports.
Although we may have rights against GSSM if it defaults on its obligations to us, our shareholders will share that recourse only indirectly to the extent that we recover funds. ​ 34 Table of Contents We may not be able to compete for charters with new entrants or established companies with greater resources in the drybulk industry. ​ We employ our vessels in a highly competitive, capital intensive, and fragmented market.
Although we may have rights against GSSM if it defaults on its obligations to us, our shareholders will share that recourse only indirectly to the extent that we recover funds. ​ We may not be able to compete for charters with companies with greater resources in the drybulk industry. ​ We employ our vessels in a highly competitive, capital intensive, and fragmented market.
Any violation of sanctions and embargo laws and regulations could result in fines or other penalties and could result in some investors deciding, or being required, to divest their interest, or not to invest, in us.
Any violation of sanctions or embargoes could result in fines or other penalties and could result in some investors deciding, or being required, to divest their interest, or not to invest, in us.
Continuation of these types of conditions for a prolonged period may leave us with insufficient cash resources for our operations or would potentially accelerate the repayment of our outstanding indebtedness. ​ If our earnings and cash flows decline for a prolonged period, we may also breach one or more of our credit facility covenants, such as those relating to our minimum cash balance, collateral maintenance, or minimum working capital.
Prolonged existence of these types of potential conditions may leave insufficient cash resources for our operations or accelerate the repayment of our indebtedness. ​ If our earnings and cash flows decline for a prolonged period, we may also breach one or more of our credit facility covenants, such as those relating to our minimum cash balance, collateral maintenance, or minimum working capital.
Either occurrence could h ave a material adverse effect on our business, financial condition, and results of operations, cash flows, and ability to pay dividends. ​ 32 Table of Contents Our results of operations are subject to seasonal fluctuations, which may adversely affect our financial condition. ​ We operate our vessels in markets that have historically exhibited seasonal variations in demand and, as a result, freight and charter rates.
Either occurrence could h ave a material adverse effect on our business, financial condition, and results of operations, cash flows, and ability to pay dividends. ​ Our results of operations are subject to seasonal fluctuations, which may adversely affect our financial condition. ​ We operate our vessels in markets that exhibit seasonal variations in demand and freight and charter rates.
The escalation of such trade issues or tensions or development of any military conflict could result in interference with shipping routes or in market disruptions. In addition, unfavorable weather conditions could result in disruption to our operations or require infrastructure adaptations or new or different investments for our vessels.
The escalation of such trade issues or tensions or development of any military conflict could interfere with shipping routes or disrupt markets. In addition, unfavorable weather conditions could disrupt our operations or require infrastructure adaptations or new or different investments for our vessels.
Current or future counterparties of ours may be affiliated with persons or entities that are or may be in the future the subject of sanctions imposed by the governments of the U.S., European Union, and/or other international bodies .
Moreover, the ongoing war in Ukraine could result in the imposition of further economic sanctions by the U.S. and the European Union against Russia. Current or future counterparties of ours may be affiliated with persons or entities that are or may be subject to sanctions imposed by the governments of the U.S., European Union, or other international bodies .
To the extent the Chinese government does not pursue economic growth and urbanization generally, including infrastructure stimulus spending, the level of imports to and exports from China could be adversely affected, as well as by changes in political, economic and social conditions or other Chinese government policies.
Imports to and exports from China could decline to the extent the Chinese government does not pursue economic growth and urbanization, including infrastructure stimulus spending, or if there are changes in political, economic or social conditions or other Chinese government policies.
Despite this agreement, many shipowners in the near-term have stated plans to continue to avoid the area while monitoring developments. ​ We are subject to regulation and liability under environmental and operational safety laws that could require significant expenditures or subject us to increased liability . ​ Governments regulate our business and vessel operations through international conventions and national, state and local laws and regulations.
Certain container owners have begun to transit the area once again, albeit with gradual increases, while others have stated plans to continue to avoid the area while monitoring developments. ​ We are subject to regulation and liability under environmental and operational safety laws that could require significant expenditures or subject us to increased liability . ​ Governments regulate our business and vessel operations through international conventions and national, state and local laws and regulations.
There can be no assurance that the drybulk charter market will not experience future downturns. ​ Shipping capacity supply and demand strongly influences freight rates.
The drybulk charter market could experience future downturns. ​ Shipping capacity supply and demand strongly influences freight rates.
If the recoverable amount is less than the vessel’s carrying amount, the vessel is deemed impaired and written down to its fair market value. Our vessels’ carrying values may not represent their fair market value because market prices of secondhand vessels tend to fluctuate with freight and charter rate changes and the cost of newbuildings.
Our vessels’ carrying values may not represent their fair market value because market prices of 26 Table of Contents secondhand vessels tend to fluctuate with freight and charter rate changes and the cost of newbuildings.
The United States has declared that the global minimum tax has no force or effect in the United States, and the Marshall Islands is not among the signatories to the OECD/G20 framework. ​ RISK FACTORS RELATED TO OUR COMMON STOCK ​ Because we are a foreign corporation, you may not have the same rights or protections that a shareholder in a U.S. corporation may have. ​ We are incorporated in the Republic of the Marshall Islands, which does not have a well-developed body of corporate law and may make it more difficult for our shareholders to protect their interests.
The deterrent effect of the Rights Agreement could also adversely affect the price of our common stock. 37 Table of Contents ​ Because we are a foreign corporation, you may not have the same rights or protections that a shareholder in a U.S. corporation may have. ​ We are incorporated in the Republic of the Marshall Islands, which does not have a well-developed body of corporate law and may make it more difficult for our shareholders to protect their interests.
At the commencement of a charter, the charterer purchases fuel from us at then-prevailing market rates, and we must repurchase fuel at that same initial rate when the charterer redelivers the vessel to us. Market rates at the time the charterer redelivers the vessel may be more or less than the prevailing market rates at the commencement of the charter.
In standard time charter arrangements, under which the balance of our vessels operate, the charterer bears the cost of fuel bunkers. At the commencement of a charter, the charterer purchases fuel from us at then-prevailing market rates, and we must repurchase fuel at that same initial rate when the charterer redelivers the vessel to us.
Any of these occurrences could have a material adverse impact on our business, results of operation, financial condition, and ability to pay dividends. ​ Compliance with safety and other vessel requirements imposed by classification societies may be costly and could reduce our net cash flows and net income. ​ The hull and machinery of commercial vessels must be certified as being “in class” by a classification society authorized by its country of registry and undergo annual surveys, intermediate surveys and special surveys as described in Item 1., “Business – Classification and Inspection” in this report.
The scope or intensity of this or other conflicts, including the Israel-Hamas war, the Houthi conflict in the Red Sea, and other conflicts in the Middle East or Venezuela, as well as sanctions and other actions undertaken in response to it could increase, potentially having negative effects on the global economy and markets. ​ Compliance with safety and other vessel requirements imposed by classification societies may be costly and could reduce our net cash flows and net income. ​ The hull and machinery of commercial vessels must be certified as being “in class” by a classification society authorized by its country of registry and undergo annual surveys, intermediate surveys and special surveys as described in Item 1., “Business – Classification and Inspection” in this report.
The review for potential impairment indicators and projection of future cash flows related to the vessels is complex and requires us to make various estimates including future freight rates and earnings from the vessels. All of these items have been historically volatile. ​ We determine each vessel’s recoverable amount by estimating the vessel’s undiscounted future cash flows.
We review events and changes in circumstances that would indicate that the carrying amount of the vessels might not be recovered. The review for potential impairment indicators and projection of future cash flows related to the vessels is complex and requires us to make various estimates including future freight rates and earnings from the vessels.
In 2025, drybulk commodity demand growth may ease relative to 2024 levels, whereas vessel supply growth is expected to remain at a similar level to 2024. ​ Prolonged declines in freight and charter rates, changes in the useful life of vessels, and other market deterioration could cause us to incur impairment charges. ​ We evaluate the carrying amounts of our vessels to determine if events have occurred that would require us to evaluate our vessels for an impairment of their carrying amounts.
The occurrence of these events could have a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern. ​ Prolonged declines in freight and charter rates, changes in the useful life of vessels, and other market deterioration could cause us to incur impairment charges. ​ We evaluate the carrying amounts of our vessels to determine if events have occurred that would require us to evaluate our vessels for an impairment of their carrying amounts.
As a result, many shipping companies across the drybulk, tanker and container sectors have elected to re-route their vessels around the Cape of Good Hope, increasing sailing distances.
These attacks have continued in recent years, resulting in many shipping companies across the drybulk, tanker and container sectors electing to re-route their vessels around the Cape of Good Hope, increasing sailing distances. Shipowners continue to monitor the situation, which has included on and off cease-fire agreements.
While certain international shipping income is exempt from some or all of the 38 Table of Contents provisions included in the agreement, the impact of these provisions is uncertain and may not become evident for some period of time.
The framework also reallocates certain taxing rights over MNEs from their home countries to the markets where they have business activities and earn profits—regardless of whether the MNEs have a physical presence there. ​ While certain international shipping income is exempt from some or all provisions included in the agreement, the impact of these provisions is uncertain and may not become evident for some period of time.
Given the current state of the Chinese property sector, the Chinese government has continued to attempt to stimulate the economy to achieve economic growth targets. China’s property market remains a key sector driving commodity demand for various cargoes that we ship.
China’s property market remains a key sector driving commodity demand for various cargoes that we ship.
The U.S., Europe and other countries have imposed unprecedented economic sanctions in response to Russian actions which could be increased with uncertain effects on the drybulk market and the world economy. In addition, the U.S. and certain other North Atlantic Treaty Organization (NATO) countries have been supplying Ukraine with military aid.
The U.S., Europe and other countries have imposed unprecedented economic sanctions in response to Russian actions that could be increased with uncertain effects on the drybulk market and the world economy. The longer term impact of Russia’s war in Ukraine remains unknown, which may take some time to materialize. Russia and Ukraine export significant volumes of coal and grain cargoes.
Depending on the timing of increases in the price of fuel and market conditions, we may be unable to pass along fuel price increases to our customers. In standard time charter arrangements, under which the balance of our vessels operate, the charterer bears the cost of fuel bunkers.
Depending on the timing of increases in the price of fuel and market conditions, we may be unable to pass along fuel price increases to our customers. Geopolitical events, such as conflicts in the Middle East or Venezuela, may result in fuel price increases.
Moreover, a significant or protracted slowdown in the economies of the U.S., the European Union or various Asian countries may adversely affect economic growth in China and elsewhere. ​ Any increased trade barriers or restrictions, especially involving China, could adversely impact global economic conditions and, as a result, the amount of cargo transported on drybulk vessels.
Moreover, a significant or protracted slowdown in the economies of the U.S., the European Union or various Asian countries may adversely affect economic growth in China and elsewhere. ​ Trade policies and disputes may negatively impact our business. ​ Tariffs announced by the current U.S. administration and reciprocal tariffs and other retaliatory measures announced by China and governments of other countries may adversely affect global markets and economic conditions and may adversely affect drybulk trade volume and global shipping demand.
U.S. officials have also warned of the increased possibility of Russian cyberattacks, which could disrupt the operations of businesses involved in the drybulk industry, including ours. As a reaction to the war, China has increased domestic coal production as well as their imports of the commodity as a way to bolster energy security.
A reduction of these exports as well as the global effect of these reduced supplies may result in lower trade volumes, higher commodity prices, increased inflation, and demand destruction. U.S. officials have also warned of the increased possibility of Russian cyberattacks, which could disrupt the operations of businesses involved in the drybulk industry, including ours.
Any significant decrease in demand for drybulk cargoes could cause a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern. ​ Freight and charterhire rates for drybulk carriers could decrease in the future, which may adversely affect our earnings . 26 Table of Contents ​ A prolonged downturn in the drybulk charter market, from which we derive the large majority of our revenues, has been volatile over the past five years.
If the port fees are reimposed or other measures of the kind described above are implemented in a manner that applies to our vessels in any material respect, it could reduce our profitability, negatively impact our ability to compete effectively, and adversely affect our operations and financial results. ​ Freight and charterhire rates for drybulk carriers could decrease in the future, which may adversely affect our earnings . ​ A prolonged downturn in the drybulk charter market, from which we derive the large majority of our revenues, has been historically volatile.
If market conditions deteriorate following our vessels’ current employment, we may not be able to employ our vessels at profitable rates or at all. The occurrence of these events could have a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern.
If market conditions deteriorate following our vessels’ current employment, we may not be able to employ our vessels at profitable rates or at all.
See “Overview — Environmental and Other Regulation” in Item 1, “Business” of this annual report. ​ 28 Table of Contents Increased inspection procedures and tighter import and export controls could increase costs and disrupt our business. ​ International shipping is subject to various security and customs inspection and related procedures in countries of origin and destination.
Such an environment of entrenched local frameworks could lead to overlapping or double taxation and a significant increase in compliance and administrative costs, which may have a material adverse impact on our business and financial condition. ​ Increased inspection procedures and tighter import and export controls could increase costs and disrupt our business. ​ International shipping is subject to various security and customs inspection and related procedures in countries of origin and destination.
The Chinese government may adopt policies that favor domestic drybulk shipping companies and may hinder our ability to compete with them effectively. The Chinese government has also taken actions seen as protecting domestic industries such as coal or steel, which may reduce the demand for China-bound drybulk cargoes and negatively impact the drybulk industry.
The Chinese government may adopt policies that favor domestic drybulk shipping companies and may hinder our ability to compete effectively. Given the current state of the Chinese property sector, the Chinese government has continued to attempt to stimulate the economy to achieve economic growth targets.
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As an example of such restrictions, and most notable in term of drybulk trade volumes, China imposed tariffs on U.S. soybean exports in 2019 as part of the U.S.-China trade dispute. A deterioration in the trading relationship or a re-escalation of protectionist measures taken between these countries or others could lead to reduced drybulk trade volumes.
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For example, tariffs imposed by major economies on drybulk commodities may reduce trade volumes leading to reduced fleet utilization and revenues.
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Economic difficulties in China’s real estate sector has led to reduced domestic demand for steel, prompting China to increase steel exports. President Trump recently announced global tariffs on steel due to take effect on March 12, 2025, and other countries may react with protectionist measures.
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Any such reduction could have a material adverse effect on our business, results of operations, cash flows, financial condition, ability to pay dividends, and ability to continue as a going concern. ​ On April 17, 2025, the United States Trade Representative (USTR) put forward significant trade actions under Section 301 of the Trade Act of 1974, with the aim of addressing China’s dominance in the maritime, logistics, and shipbuilding industries.
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If China were to reduce steel production, its demand for drybulk cargoes used in steel production may likewise fall.
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These actions have the potential to increase port fees and therefore the overall voyage expenses for ships calling at U.S. ports. These actions generally included a fee targeting Chinese owners and operators for each instance a vessel owned or operated by a Chinese entity enters a U.S. port.
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The recoverable amounts of vessels are reviewed based on events and changes in circumstances that would indicate that the carrying amount of the assets might not be recovered.
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In response to these port fees, China imposed retaliatory port fees on vessels linked to U.S. ownership while exempting Chinese-built vessels.
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In 2024, the attacks continued and increased in frequency despite intervention from several outside countries, including the United States through Operation Prosperity Guardian. These attacks have led to augmented risks regarding transit in the region.
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However, as part of broader trade negotiations between the two countries, both U.S. and China port fees have been suspended for one year. ​ On February 13, 2026, the U.S. government released a Maritime Action Plan focused on revitalizing the US maritime sector.
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As a result of the Israel and Hamas ceasefire agreement announced in January 2025, the Houthis have stated that they will curtail attacks on commercial vessels transiting the Red Sea as long as the agreement remains in place and is observed.
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Key pillars of the plan center on increasing U.S. shipbuilding capacity, reforming workforce education 25 Table of Contents and training, establishing maritime prosperity zones to bolster investment, and protecting the U.S. maritime industrial base and national security.
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The longer term impact of Russia’s war in Ukraine remains unknown, which may take some time to materialize. Russia and Ukraine export significant volumes of coal and grain cargoes. A reduction of these exports as well as the global effect of these reduced supplies may result in lower trade volumes, higher commodity prices, increased inflation, and potential demand destruction.
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The plan also calls for a universal fee on all foreign-built commercial vessels calling at U.S. ports, to be assessed on the weight of the imported tonnage arriving on the vessel. This plan does not appear to impose fees on exports from the U.S., only on imports to the U.S.
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The scope or intensity of the ongoing military conflict as well as sanctions and other actions undertaken in response to it could increase, potentially having negative effects on the global economy and markets. ​ The Black Sea Grain Initiative was established on July 27, 2022 to allow for the export of grain from Ukrainian ports while the war in Ukraine continues.
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The implementation and potential magnitude of these proposed fees, as well as any measures that other countries may adopt in response, are currently unknown. ​ Given the potential magnitude of the measures described above and the many uncertainties surrounding their implementation, it is not possible at this time to fully predict the ultimate financial impact.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeFor additional information regarding whether any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect our company, including our business strategy, results of operations, or financial condition, please refer to Item 1A, “Risk Factors,” in this report, 41 Table of Contents including the risk factor entitled “Security breaches and other disruptions to our information technology infrastructure could interfere with our operations and expose us to liability” and Item 1, “Business – Environmental and Other Regulations – Safety Management System Requirements” in this report. ​
Biggest changeFor additional information regarding whether any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect our company, including our business strategy, results of operations, or financial condition, please refer to Item 1A, “Risk Factors,” in this report, including the risk factor entitled “Security breaches and other disruptions to our information technology infrastructure 40 Table of Contents could interfere with our operations and expose us to liability” and Item 1, “Business – Environmental and Other Regulations – Safety Management System Requirements” in this report. ​
He is assisted by two network engineers with 27 years of information technology experience with a focus on information technology forensics. ​ Network and information systems and other technologies play an important role in our business activities. We also obtain certain confidential, proprietary and personal information about our charterers, personnel, and vendors.
He is assisted by two network engineers with 28 years of information technology experience with a focus on information technology forensics. ​ Network and information systems and other technologies play an important role in our business activities. We also obtain certain confidential, proprietary and personal information about our charterers, personnel, and vendors.
They are informed about policies and processes to monitor the prevention, detection, mitigation, and remediation of cybersecurity incidents. The Chief Information Manager of our Information Technology department has 36 years of experience in the design, implementation, and support of information technology infrastructures with significant expertise in information technology forensics.
They are informed about policies and processes to monitor the prevention, detection, mitigation, and remediation of cybersecurity incidents. The Chief Information Manager of our Information Technology department has 37 years of experience in the design, implementation, and support of information technology infrastructures with significant expertise in information technology forensics.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeDuring June 2022, a lease was signed for a new office space in Copenhagen effective January 1, 2023 with a current minimum period ending August 2025. ​ For a description of our vessels, see “Our Fleet” in Item 1, “Business” in this report.
Biggest changeFollowing the expiration of the free base rental period, the monthly base sublease income was $0.1 million per month until September 29, 2025. ​ In addition, we signed a lease for an office space in Singapore effective January 17, 2019 for a three-year term, which was most recently extended on January 17, 2026 for a three-year term. ​ Lastly, we signed a lease for a new office space in Copenhagen effective January 1, 2023 with a current minimum period ending August 2026. ​ For a description of our vessels, see “Our Fleet” in Item 1, “Business” in this report.
As of December 31, 2024, all 42 of the vessels in our fleet served as collateral under our credit facility. Please see “Liquidity and Capital Resources” and “Critical Accounting Policies — Vessels and Depreciation” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operation” for a further description.
As of December 31, 2025, 41 of the 43 vessels in our fleet served as collateral under our credit facility. Please see “Liquidity and Capital Resources” and “Critical Accounting Policies — Vessels and Depreciation” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operation” for a further description.
Following the expiration of the free base rental period, the monthly base rental payments will be $0.07 million until the end of the lease term. ​ Future minimum rental payments on the above leases are as follows: $1.8 million for 2025, $0 for 2026, $0.3 million for 2027, $0.8 million for 2028, $0.8 million for 2029 and $5.8 million thereafter. ​ On June 14, 2019, we entered into a sublease agreement for a portion of this leased space for our main office in New York, New York that commenced on July 26, 2019 and will end on September 29, 2025.
Following the expiration of the free base rental period, the monthly base rental payments will be $0.07 million until the end of the lease term. ​ Future minimum rental payments on the above lease are as follows: $0 for 2026, $0.3 million for 2027, $0.8 million for each year from 2028 through 2030 and $4.9 million thereafter. ​ On June 14, 2019, we entered into a sublease agreement for a portion of this leased space for our main office in New York, New York that commenced on July 26, 2019 and ended on September 29, 2025.
Following the expiration of the free base rental period, the monthly base rental payments are $0.2 million per month from October 1, 2018 to April 30, 2023 and $0.2 million per month from May 1, 2023 to September 30, 2025. ​ On October 14, 2024, we entered into a lease agreement to extend our current lease agreement for our main office in New York, New York which will commence on October 1, 2025 until July 31, 2036, with a free base rental period until August, 2027.
Under our lease with the over-landlord for our main office in New York, the monthly base rental payments were $0.2 million per month from May 1, 2023 to September 30, 2025. ​ On October 14, 2024, we entered into a lease agreement to extend our current lease agreement for our main office which commenced on October 1, 2025 until July 31, 2036, with a free base rental period until August, 2027.
Removed
ITEM 2. PROPERTIES ​ We do not own any real property. Effective April 4, 2011, we entered into a seven-year sub-sublease agreement for our main office in New York, New York. The term of the sub-sublease commenced June 1, 2011, with a free base rental period until October 31, 2011.
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ITEM 2. PROPERTIES ​ We do not own any real property.
Removed
Following the expiration of the free base rental period, the monthly base rental payments were $0.1 million per month until May 31, 2015 and thereafter were $0.1 million per month until the end of the seven-year term.
Removed
We also entered into a direct lease with the over-landlord of such office space that commenced immediately upon the expiration of such sub-sublease agreement, for a term covering the period from May 1, 2018 to September 30, 2025; the direct lease provided for a free base rental period from May 1, 2018 to September 30, 2018.
Removed
Following the expiration of the free base rental period, the monthly base sublease income is $0.1 million per month until September 29, 2025. ​ In addition, during October 2017 we entered into a lease for office space in Singapore that expired in January 2019.
Removed
A lease was signed for a new office space in Singapore effective January 17, 2019 for a three-year term, which has been extended effective January 17, 2022 for a two-year term.
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This lease was further extended effective January 17, 2024 for a two-year term. ​ Lastly, during July 2018, we entered into a lease for office space in Copenhagen which commenced on July 1, 2018 and ended on April 30, 2019. A lease was signed for a new office space in Copenhagen effective May 1, 2019 which ended January 31, 2023.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeUnder the settlement terms, we were reimbursed for damages we sustained because of the arrest of the Genco Constellation (including contractual revenue and affiliated expenses) as well as for the ensuing legal and security fees and costs we have incurred in order to defend against the claims brought by the other parties. ​ We are not involved in any other legal proceedings that we believe are likely to have, or have had a significant effect on our business, financial position, results of operations or cash flows, nor are we aware of any other proceedings that are pending or threatened which we believe are likely to have a significant effect on our business, financial position, results of operations or liquidity.
Biggest changeLEGAL PROCEEDINGS ​ We are not involved in any legal proceedings that we believe are likely to have, or have had a significant effect on our business, financial position, results of operations or cash flows, nor are we aware of any other proceedings that are pending or threatened which we believe are likely to have a significant effect on our business, financial position, results of operations or liquidity.
From time to time, we may be subject to other legal proceedings and claims in the ordinary course of business, principally personal injury and property casualty claims. We expect that these claims would be covered by insurance, subject to customary deductibles.
From time to time, we may be subject to legal proceedings and claims in the ordinary course of business, principally personal injury and property casualty claims. We expect that these claims would be covered by insurance, subject to customary deductibles. These claims, even if lacking merit, could result in the expenditure of significant financial and managerial resources. ​ ITEM 4.
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ITEM 3. LEGAL PROCEEDINGS ​ On December 14, 2022, a sub-charterer of the Genco Constellation asserted a claim for monetary losses in connection with alleged delays of the loading of their cargo, short loading, or both at the port of Longkou, China. Hizone Group Co.
Removed
Ltd (“Hizone”) had sub-chartered the vessel from SCM Corporation Limited, which had subchartered the vessel from BG Shipping Co. Limited, which in turn had chartered the vessel from us. A dispute arose due to the 42 Table of Contents need to restow the cargo to ensure the safety of the crew and the vessel.
Removed
Following the vessel’s arrival at Tema Harbour in Ghana, Hizone petitioned the Superior Court of Judicature to have the vessel arrested in connection with a claim alleging damages. The petition was granted on December 14, 2022 and although Genco offered security to release the vessel shortly thereafter, the vessel was only released at the end of February 2023.
Removed
Moreover, Hizone petitioned the Superior Court of Judicature to have the vessel arrested again on February 2, 2023 on an allegedly different claim. The vessel was not generating revenue while it was subject to arrest.
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We vigorously defended the alleged claims while continuing to seek reimbursement of damages arising from the arrest of the vessel, including the recovery of lost revenue while arrested and reimbursement of legal fees. The Company obtained security from BG Shipping Co. Limited and proceeded with arbitration.
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During the first quarter of 2024, we settled all disputes and claims pertaining to this matter by entering into settlement agreements with the opposing parties.
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These claims, even if lacking merit, could result in the expenditure of significant financial and managerial resources. ​ ITEM 4. MINE SAFETY DISCLOSURES ​ Not applicable. ​

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeMARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES ​ MARKET INFORMATION, HOLDERS AND DIVIDENDS ​ Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “GNK.” ​ As of February 21, 2025, there were approximately ten holders of record of our common stock. ​ Our quarterly dividend policy is based on a formulaic approach.
Biggest changeMARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES ​ MARKET INFORMATION, HOLDERS AND DIVIDENDS ​ Our common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “GNK.” ​ 41 Table of Contents As of February 18, 2026, there were approximately 12 holders of record of our common stock. ​ Our quarterly dividend policy is based on a formulaic approach.
Our quarterly dividend policy and declaration and payment of dividends are subject to legally available funds, compliance with applicable laws and contractual obligations (including our credit facility) and our Board’s determination that each declaration and payment is at that time in the best interests of the Company and its shareholders after its review of our financial performance. ​ For a discussion of restrictions applicable to our payment of dividends as well as the formula for calculating the quarterly dividends, please see “Liquidity and Capital Resources—Dividends” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operation” below. ​ 43 Table of Contents PART II ​ ITEM 6.
Our quarterly dividend policy and declaration and payment of dividends are subject to legally available funds, compliance with applicable laws and contractual obligations (including our credit facility) and our Board’s determination that each declaration and payment is at that time in the best interests of the Company and its shareholders after its review of our financial performance. ​ For a discussion of restrictions applicable to our payment of dividends as well as the formula for calculating the quarterly dividends, please see “Liquidity and Capital Resources—Dividends” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operation” below. ​ 42 Table of Contents PART II ​ ITEM 6.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeIncluded among the factors that, in our view, could cause actual results to differ materially from the forward looking statements contained in this annual report on Form 10-K are the following: (i) declines or sustained weakness in demand in the drybulk shipping industry; (ii) weakness or declines in drybulk shipping rates; (iii) changes in the supply of or demand for drybulk products, generally or in particular regions; (iv) changes in the supply of drybulk carriers including newbuilding of vessels or lower than anticipated scrapping of older vessels; (v) changes in rules and regulations applicable to the cargo industry, including, without limitation, legislation adopted by international organizations or by individual countries and actions taken by regulatory authorities; (vi) increases in costs and expenses including but not limited to: crew wages, insurance, provisions, lube oil, bunkers, repairs, maintenance, general and administrative expenses, and management expenses; (vii) whether our insurance arrangements are adequate; (viii) changes in general domestic and international political conditions; (ix) acts of war, terrorism, or piracy, including without limitation the ongoing war in Ukraine, the Israel-Hamas war, and attacks on vessels in the Red Sea; (x) changes in the condition of the Company’s vessels or applicable maintenance or regulatory standards (which may affect, among other things, our anticipated drydocking or maintenance and repair costs) and unanticipated drydock expenditures; (xi) the Company’s acquisition or disposition of vessels; (xii) the amount of offhire time needed to complete maintenance, repairs, and installation of equipment to comply with applicable regulations on vessels and the timing and amount of any reimbursement by our insurance carriers for insurance claims, including offhire days; (xiii) the completion of definitive documentation with respect to charters; (xiv) charterers’ compliance with the terms of their charters in the current market environment; (xv) the extent to which our operating results are affected by weakness in market conditions and freight and charter rates; (xvi) our ability to maintain contracts that are critical to our operation, to obtain and maintain acceptable terms with our vendors, customers and service providers and to retain key executives, managers and employees; (xvii) completion of documentation for vessel transactions and the performance of the terms thereof by buyers or sellers of vessels and us; (xviii) the relative cost and availability of low sulfur and high sulfur fuel, worldwide compliance with sulfur emissions regulations that took effect on January 1, 2020 and our ability to realize the economic benefits or recover the cost of the scrubbers we have installed; (xix) our financial results for the year ending December 31, 2024 and other factors relating to determination of the tax treatment of dividends we have declared; (xx) the financial results we achieve for each quarter that apply to the formula under our dividend policy, including without limitation the actual amounts earned by our vessels and the amounts of various expenses we incur, as a significant decrease in such earnings or a significant increase in such expenses may affect our ability to carry out our new value strategy; (xxi) the exercise of the discretion of our Board regarding the declaration of dividends, including without limitation the amount that our Board determines to set aside for reserves under our dividend policy; (xxii) outbreaks of disease such as the COVID-19 pandemic; (xxiii) those other risks and uncertainties discussed below under the headings “RISK FACTORS RELATED TO OUR BUSINESS & OPERATIONS”, and (xxiv) other factors listed from time to time in our filings with the Securities and Exchange Commission (the “SEC”).
Biggest changeIncluded among the factors that, in our view, could cause actual results to differ materially from the forward looking statements contained in this annual report on Form 10-K are the following: (i) declines or sustained weakness in demand in the drybulk shipping industry; (ii) weakness or declines in drybulk shipping rates; (iii) changes in the supply of or demand for drybulk products, generally or in particular regions; (iv) changes in the supply of drybulk carriers including newbuilding of vessels or lower than anticipated scrapping of older vessels; (v) changes in rules and regulations applicable to the cargo industry, including, without limitation, legislation adopted by international organizations or by individual countries and actions taken by regulatory authorities; (vi) increases in costs and expenses including but not limited to: crew wages, insurance, provisions, lube oil, bunkers, repairs, maintenance, general and administrative expenses, and management expenses; (vii) whether our insurance arrangements are adequate; (viii) changes in general domestic and international political conditions; (ix) military actions, terrorism, or piracy, including without limitation the ongoing war in Ukraine, the Israel-Hamas war, attacks on vessels in the Red Sea, and other conflicts in the Middle East and Venezuela; (x) changes in the condition of the Company’s vessels or applicable maintenance or regulatory standards (which may affect, among other things, our anticipated drydocking or maintenance and repair costs) and unanticipated drydock expenditures; (xi) the Company’s acquisition or disposition of vessels; (xii) the amount of offhire time needed to complete maintenance, repairs, and installation of equipment to comply with applicable regulations on vessels and the timing and amount of any reimbursement by our insurance carriers for insurance claims, including offhire days; (xiii) the completion of definitive documentation with respect to charters; (xiv) charterers’ compliance with the terms of their charters in the current market environment; (xv) the extent to which our operating results are affected by weakness in market conditions and freight and charter rates; (xvi) our ability to maintain contracts that are critical to our operation, to obtain and maintain acceptable terms with our vendors, customers and service providers and to retain key executives, managers and employees; (xvii) completion of documentation for vessel transactions and the performance of the terms thereof by buyers or sellers of vessels and us; (xviii) the relative cost and availability of low sulfur and high sulfur fuel, worldwide compliance with sulfur emissions regulations that took effect on January 1, 2020 and our ability to realize the economic benefits or recover the cost of the scrubbers we have installed; (xix) our financial results for the year ending December 31, 2025 and other factors relating to determination of the tax treatment of dividends we have declared; (xx) the financial results we achieve for each quarter that apply to the formula under our dividend policy, including without limitation the actual amounts earned by our vessels and the amounts of various expenses we incur, as a significant decrease in such earnings or a significant increase in such expenses may affect our ability to carry out our new value strategy; (xxi) the exercise of the discretion of our Board regarding the declaration of dividends, including without limitation the amount that our Board determines to set aside for reserves under our dividend policy; (xxii) outbreaks of disease such as the COVID-19 pandemic; (xxiii) trade conflicts, the imposition or modification of port fees, tariffs and other import restrictions, and the effectiveness and cost of any measures the Company may adopt to avoid or mitigate the impact of the foregoing; (xxiv) those other risks and uncertainties discussed below under the headings “RISK FACTORS RELATED TO OUR BUSINESS & OPERATIONS”, and (xxv) other factors listed from time to time in our filings with the Securities and Exchange Commission (the “SEC”).
Item 6. Reserved 44 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 44 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 65 Item 8. Financial Statements and Supplementary Data F-1 Item 9A. Controls and Procedures 67 ​ ​ ​ PART III ​ 69 Item 10. Directors, Executive Officers and Corporate Governance 69 Item 11.
Item 6. Reserved 43 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 43 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 63 Item 8. Financial Statements and Supplementary Data F-1 Item 9A. Controls and Procedures 65 ​ ​ ​ PART III ​ 67 Item 10. Directors, Executive Officers and Corporate Governance 67 Item 11.
Exhibits and Financial Statement Schedules 70 Exhibit Index ​ 71 Signatures ​ 79 ​ ​ ​ i Table of Contents WEBSITE INFORMATION ​ We intend to use our website, www.GencoShipping.com, as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in our website’s Investor section.
Exhibits and Financial Statement Schedules 68 Exhibit Index ​ 69 Signatures ​ 77 ​ ​ ​ i Table of Contents WEBSITE INFORMATION ​ We intend to use our website, www.GencoShipping.com, as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in our website’s Investor section.
Executive Compensation 69 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 69 Item 13. Certain Relationships and Related Transactions, and Director Independence 69 Item 14. Principal Accounting Fees and Services 69 ​ ​ ​ PART IV ​ 70 Item 15.
Executive Compensation 67 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 67 Item 13. Certain Relationships and Related Transactions, and Director Independence 67 Item 14. Principal Accounting Fees and Services 67 ​ ​ ​ PART IV ​ 68 Item 15.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeVessels have been grouped according to their collateralized status as of December 31, 2024 and does not include any vessels held for sale. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Carrying Value (U.S. ​ ​ ​ ​ ​ ​ dollars in ​ ​ ​ ​ ​ ​ thousands) as of ​ ​ Year December 31, December 31, Vessels Year Built Acquired 2024 2023 $500 Million Revolver ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Baltic Bear 2010 2010 ​ $ 30,910 ​ $ 32,724 ​ Baltic Wolf 2010 2010 ​ 31,303 ​ 33,078 ​ Genco Lion 2012 2013 ​ 27,213 ​ 28,508 ​ Genco Tiger ​ 2011 ​ 2013 ​ ​ 25,820 ​ ​ 26,954 ​ Baltic Scorpion 2015 2015 ​ 20,429 ​ 21,440 ​ Baltic Mantis 2015 2015 ​ 20,663 ​ 21,677 ​ Genco Hunter 2007 2007 ​ 7,112 ​ 7,564 ​ Genco Warrior ​ 2005 ​ 2007 ​ ​ — ​ ​ 6,211 ​ Genco Aquitaine 2009 2010 ​ 7,888 ​ 7,948 ​ Genco Ardennes 2009 2010 ​ 7,934 ​ 7,955 ​ Genco Auvergne 2009 2010 ​ 7,947 ​ 7,971 ​ Genco Bourgogne 2010 2010 ​ 8,522 ​ 8,580 ​ Genco Brittany 2010 2010 ​ 8,314 ​ 8,590 ​ Genco Languedoc 2010 2010 ​ 8,531 ​ 8,588 ​ Genco Picardy 2005 2010 ​ 6,433 ​ 6,972 ​ Genco Pyrenees 2010 2010 ​ 8,280 ​ 8,641 ​ Genco Rhone 2011 2011 ​ 9,368 ​ 9,792 ​ Genco Constantine 2008 2008 ​ 27,134 ​ 29,377 ​ Genco Augustus 2007 2007 ​ 24,793 ​ 27,052 ​ Genco London 2007 2007 ​ 25,328 ​ 27,295 ​ Genco Titus 2007 2007 ​ 25,854 ​ 27,856 ​ Genco Tiberius 2007 2007 ​ 24,598 ​ 27,127 ​ Genco Hadrian 2008 2008 ​ — ​ 29,671 ​ Genco Predator 2005 2007 ​ 6,351 ​ 6,888 ​ Genco Hornet 2014 2014 ​ 19,177 ​ 20,084 ​ Genco Wasp 2015 2015 ​ 19,421 ​ 20,326 ​ Genco Endeavour ​ 2015 ​ 2018 ​ 38,324 ​ 39,022 ​ Genco Resolute ​ 2015 ​ 2018 ​ 37,468 ​ 39,177 ​ Genco Columbia ​ 2016 ​ 2018 ​ 21,464 ​ 22,455 ​ Genco Weatherly ​ 2014 ​ 2018 ​ 17,427 ​ 18,118 ​ Genco Liberty ​ 2016 ​ 2018 ​ 40,326 ​ 42,162 ​ Genco Defender ​ 2016 ​ 2018 ​ 40,319 ​ 42,165 ​ Genco Magic ​ 2014 ​ 2020 ​ ​ 13,258 ​ ​ 13,373 ​ Genco Vigilant ​ 2015 ​ 2021 ​ ​ 13,784 ​ ​ 14,323 ​ Genco Freedom ​ 2015 ​ 2021 ​ ​ 13,881 ​ ​ 14,407 ​ Genco Enterprise ​ 2016 ​ 2021 ​ ​ 18,187 ​ ​ 18,996 ​ Genco Madeleine ​ 2014 ​ 2021 ​ ​ 20,162 ​ ​ 21,209 ​ Genco Constellation ​ 2017 ​ 2021 ​ ​ 22,806 ​ ​ 23,872 ​ Genco Mayflower ​ 2017 ​ 2021 ​ ​ 23,165 ​ ​ 24,251 ​ 62 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Carrying Value (U.S. ​ ​ ​ ​ ​ ​ dollars in ​ ​ ​ ​ ​ ​ thousands) as of ​ ​ Year December 31, December 31, Vessels Year Built Acquired 2024 2023 Genco Laddey ​ 2022 2022 ​ 27,305 ​ 28,299 ​ Genco Mary ​ 2022 2022 ​ 27,335 ​ 28,336 ​ Genco Ranger ​ 2016 ​ 2023 ​ ​ 41,515 ​ ​ 43,108 ​ Genco Reliance 2016 ​ 2023 ​ ​ 41,462 ​ ​ 42,972 ​ Genco Intrepid ​ 2016 ​ 2024 ​ ​ 47,511 ​ ​ — ​ Consolidated Total ​ ​ ​ ​ ​ $ 915,022 ​ $ 945,114 ​ ​ If we were to sell a vessel or hold a vessel for sale, and the carrying value of the vessel were to exceed its fair market value, net of costs to sell, we would record a loss in the amount of the difference.
Biggest changeVessels have been grouped according to their collateralized status as of December 31, 2025 and does not include any vessels held for sale. ​ ​ 60 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Carrying Value (U.S. ​ ​ ​ ​ ​ ​ dollars in ​ ​ ​ ​ ​ ​ thousands) as of ​ ​ ​ ​ ​ ​ ​ ​ Year ​ ​ ​ December 31, ​ ​ ​ December 31, Vessels ​ ​ ​ Year Built ​ ​ ​ Acquired ​ ​ ​ 2025 ​ ​ ​ 2024 $600 Million Revolver ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Genco Bear 2010 2010 ​ $ 29,621 ​ $ 30,910 ​ Genco Wolf 2010 2010 ​ 30,129 ​ 31,303 ​ Genco Lion 2012 2013 ​ 25,823 ​ 27,213 ​ Genco Tiger ​ 2011 ​ 2013 ​ ​ 24,525 ​ ​ 25,820 ​ Genco Scorpion 2015 2015 ​ 19,512 ​ 20,429 ​ Genco Mantis 2015 2015 ​ 19,686 ​ 20,663 ​ Genco Hunter 2007 2007 ​ 6,662 ​ 7,112 ​ Genco Aquitaine 2009 2010 ​ 7,526 ​ 7,888 ​ Genco Ardennes 2009 2010 ​ 7,555 ​ 7,934 ​ Genco Auvergne 2009 2010 ​ 7,586 ​ 7,947 ​ Genco Bourgogne 2010 2010 ​ 8,105 ​ 8,522 ​ Genco Brittany 2010 2010 ​ 8,131 ​ 8,314 ​ Genco Languedoc 2010 2010 ​ 8,113 ​ 8,531 ​ Genco Pyrenees 2010 2010 ​ 8,361 ​ 8,280 ​ Genco Rhone 2011 2011 ​ 9,016 ​ 9,368 ​ Genco Constantine 2008 2008 ​ 25,386 ​ 27,134 ​ Genco Augustus 2007 2007 ​ 22,869 ​ 24,793 ​ Genco London 2007 2007 ​ 23,924 ​ 25,328 ​ Genco Titus 2007 2007 ​ 24,355 ​ 25,854 ​ Genco Tiberius 2007 2007 ​ 22,658 ​ 24,598 ​ Genco Hornet 2014 2014 ​ 18,197 ​ 19,177 ​ Genco Wasp 2015 2015 ​ 18,442 ​ 19,421 ​ Genco Endeavour ​ 2015 ​ 2018 ​ 36,459 ​ 38,324 ​ Genco Resolute ​ 2015 ​ 2018 ​ 36,836 ​ 37,468 ​ Genco Columbia ​ 2016 ​ 2018 ​ 20,432 ​ 21,464 ​ Genco Weatherly ​ 2014 ​ 2018 ​ 16,524 ​ 17,427 ​ Genco Liberty ​ 2016 ​ 2018 ​ 38,639 ​ 40,326 ​ Genco Defender ​ 2016 ​ 2018 ​ 38,622 ​ 40,319 ​ Genco Magic ​ 2014 ​ 2020 ​ ​ 12,659 ​ ​ 13,258 ​ Genco Vigilant ​ 2015 ​ 2021 ​ ​ 13,696 ​ ​ 13,784 ​ Genco Freedom ​ 2015 ​ 2021 ​ ​ 13,759 ​ ​ 13,881 ​ Genco Enterprise ​ 2016 ​ 2021 ​ ​ 17,377 ​ ​ 18,187 ​ Genco Madeleine ​ 2014 ​ 2021 ​ ​ 19,117 ​ ​ 20,162 ​ Genco Constellation ​ 2017 ​ 2021 ​ ​ 21,742 ​ ​ 22,806 ​ Genco Mayflower ​ 2017 ​ 2021 ​ ​ 22,081 ​ ​ 23,165 ​ Genco Laddey ​ 2022 2022 ​ 26,271 ​ 27,305 ​ Genco Mary ​ 2022 2022 ​ 26,300 ​ 27,335 ​ Genco Ranger ​ 2016 ​ 2023 ​ ​ 39,785 ​ ​ 41,515 ​ Genco Reliance 2016 ​ 2023 ​ ​ 39,746 ​ ​ 41,462 ​ Genco Intrepid ​ 2016 ​ 2024 ​ ​ 47,605 ​ ​ 47,511 ​ Genco Courageous ​ 2020 ​ 2025 ​ ​ 63,552 ​ ​ — ​ Total ​ ​ ​ ​ ​ $ 927,384 ​ $ 902,238 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unencumbered ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Genco Picardy 2005 2010 ​ 6,035 ​ 6,433 ​ Genco Predator 2005 2007 ​ 5,908 ​ 6,351 ​ Total ​ ​ ​ ​ ​ $ 11,943 ​ $ 12,784 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated Total ​ ​ ​ ​ ​ $ 939,327 ​ $ 915,022 ​ ​ 61 Table of Contents If we were to sell a vessel or hold a vessel for sale, and the carrying value of the vessel were to exceed its fair market value, net of costs to sell, we would record a loss in the amount of the difference.
Holder from the sale or exchange of such common shares will be treated as long-term capital loss to the extent of such dividend. 56 Table of Contents ​ Tax Consequences if We Are a Passive Foreign Investment Company ​ As discussed in “U.S. tax authorities could treat us as a ‘passive foreign investment company,’ which could have adverse U.S. federal income tax consequences to U.S. shareholders” in Item 1.A Risk Factors in this report, a foreign corporation generally will be treated as a PFIC for U.S. federal income tax purposes if, after applying certain look through rules, either (1) at least 75% of its gross income for any taxable year consists of “passive income” or (2) at least 50% of the average value or adjusted bases of its assets (determined on a quarterly basis) produce or are held for the production of passive income, i.e., “passive assets.” As discussed above, we do not believe that our past or existing operations would cause, or would have caused, us to be deemed a PFIC with respect to any taxable year.
Holder from the sale or exchange of such common shares will be treated as long-term capital loss to the extent of such dividend. ​ 55 Table of Contents Tax Consequences if We Are a Passive Foreign Investment Company ​ As discussed in “U.S. tax authorities could treat us as a ‘passive foreign investment company,’ which could have adverse U.S. federal income tax consequences to U.S. shareholders” in Item 1.A Risk Factors in this report, a foreign corporation generally will be treated as a PFIC for U.S. federal income tax purposes if, after applying certain look through rules, either (1) at least 75% of its gross income for any taxable year consists of “passive income” or (2) at least 50% of the average value or adjusted bases of its assets (determined on a quarterly basis) produce or are held for the production of passive income, i.e., “passive assets.” As discussed above, we do not believe that our past or existing operations would cause, or would have caused, us to be deemed a PFIC with respect to any taxable year.
Holder: ​ ● fails to provide us with an accurate taxpayer identification number; 57 Table of Contents ● is notified by the IRS that they have become subject to backup withholding because they previously failed to report all interest and dividends required to be shown on their federal income tax returns; or ● fails to comply with applicable certification requirements ​ A holder that is not a U.S.
Holder: ​ ● fails to provide us with an accurate taxpayer identification number; ● is notified by the IRS that they have become subject to backup withholding because they previously failed to report all interest and dividends required to be shown on their federal income tax returns; or ● fails to comply with applicable certification requirements. ​ 56 Table of Contents A holder that is not a U.S.
Refer to Note 2 — Summary of Significant Accounting Policies and Note 5 — Vessel Acquisitions and Dispositions in our Consolidated Financial Statements for information regarding the sale of vessel assets and the classification of vessel assets held for sale as of December 31, 2024 and 2023. ​ Deferred drydocking costs ​ Our vessels are required to be drydocked approximately every 30 to 60 months for major repairs and maintenance that cannot be performed while the vessels are operating.
Refer to Note 2 — Summary of Significant Accounting Policies and Note 5 — Vessel Acquisitions and Dispositions in our Consolidated Financial Statements for information regarding the sale of vessel assets and the classification of vessel assets held for sale as of December 31, 2025 and 2024. ​ Deferred drydocking costs ​ Our vessels are required to be drydocked approximately every 30 to 60 months for major repairs and maintenance that cannot be performed while the vessels are operating.
Refer to Note 2 — Summary of Significant Accounting Policies in our Consolidated Financial Statements for further information regarding the impairment recorded during the years ended December 31, 2024 and 2023. ​ Under our credit facility, we regularly submit to the lenders’ valuations of our vessels on an individual charter free basis in order to evidence our compliance with the collateral maintenance covenants under our credit facility.
Refer to Note 2 — Summary of Significant Accounting Policies in our Consolidated Financial Statements for further information regarding the impairment recorded during the years ended December 31, 2025 and 2024. ​ Under our credit facility, we regularly submit to the lenders’ valuations of our vessels on an individual charter free basis in order to evidence our compliance with the collateral maintenance covenants under our credit facility.
Holder.” ​ Subject to the discussion of passive foreign investment company (PFIC) status on pages 37 - 38 of this report, any distributions made by us to a U.S. Holder with respect to our common shares generally will constitute dividends to the extent of our current or accumulated earnings and profits, as determined under U.S. federal income tax principles.
Holder.” ​ Subject to the discussion of passive foreign investment company (PFIC) status on pages 36 - 37 of this report, any distributions made by us to a U.S. Holder with respect to our common shares generally will constitute dividends to the extent of our current or accumulated earnings and profits, as determined under U.S. federal income tax principles.
At December 31, 2024, the total notional principal amount of the interest rate cap agreements was $0. ​ Refer to the table in Note 9 — Derivative instruments of our Consolidated Financial Statements for further information. ​ As part of our business strategy, we may enter into interest rate swap agreements to manage interest costs and the risk associated with changing interest rates.
At December 31, 2025, the total notional principal amount of the interest rate cap agreements was $0. ​ Refer to the table in Note 9 — Derivative instruments of our Consolidated Financial Statements for further information. ​ As part of our business strategy, we may enter into interest rate swap agreements to manage interest costs and the risk associated with changing interest rates.
However, neither such valuation nor the carrying value in the table below reflects the value of long-term time charters, if any, related to some of our vessels. ​ In the chart below, we list each of our vessels, the year it was built, the year we acquired it, and its carrying value as of December 31, 2024 and 2023.
However, neither such valuation nor the carrying value in the table below reflects the value of long-term time charters, if any, related to some of our vessels. ​ In the chart below, we list each of our vessels, the year it was built, the year we acquired it, and its carrying value as of December 31, 2025 and 2024.
Holders generally may obtain a refund of any amounts withheld under backup withholding rules that exceed their income tax liability by timely filing a refund claim with the IRS. ​ You are encouraged to consult your own tax advisor concerning the overall tax consequences arising in your own particular situation under U.S. federal, state, local, or foreign law from the payment of dividends on our common stock. ​ Cash Flows ​ Net cash provided by operating activities for the years ended December 31, 2024 and 2023 was $126.8 million and $91.8 million, respectively.
Holders generally may obtain a refund of any amounts withheld under backup withholding rules that exceed their income tax liability by timely filing a refund claim with the IRS. ​ You are encouraged to consult your own tax advisor concerning the overall tax consequences arising in your own particular situation under U.S. federal, state, local, or foreign law from the payment of dividends on our common stock. ​ Cash Flows ​ Net cash provided by operating activities for the years ended December 31, 2025 and 2024 was $31.9 million and $126.8 million, respectively.
However, when regulations place limitations over the ability of a vessel to trade on a worldwide basis, we will adjust the vessel’s useful life to end at the date such regulations preclude such vessel’s further commercial use. ​ The carrying value of each of our vessels does not represent the fair market value of such vessel or the amount we could obtain if we were to sell any of our vessels, which could be more or less.
However, 59 Table of Contents when regulations place limitations over the ability of a vessel to trade on a worldwide basis, we will adjust the vessel’s useful life to end at the date such regulations preclude such vessel’s further commercial use. ​ The carrying value of each of our vessels does not represent the fair market value of such vessel or the amount we could obtain if we were to sell any of our vessels, which could be more or less.
The MD&A is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and notes thereto included in Item 8 – Financial Statements and Supplementary Data. ​ The MD&A generally discusses 2024 and 2023 items and year-to-year comparisons between 2024 and 2023.
The MD&A is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and notes thereto included in Item 8 – Financial Statements and Supplementary Data. ​ The MD&A generally discusses 2025 and 2024 items and year-to-year comparisons between 2025 and 2024.
We obtained valuations for all of the vessels in our fleet pursuant to the terms of the $500 Million Revolver. ​ We compare the carrying value of our vessels with the vessel valuations obtained for covenant compliance purposes to determine whether an indicator of impairment is present.
We obtained valuations for all of the vessels in our fleet pursuant to the terms of the $600 Million Revolver. ​ We compare the carrying value of our vessels with the vessel valuations obtained for covenant compliance purposes to determine whether an indicator of impairment is present.
As such, the aforementioned vessels were not subject to impairment testing as of the dates noted. ​ For our impairment analysis, we utilize the ten-year historical one-year time charter average, as well as considering the current rate environment, to project future charter rates, which we believe appropriately takes into 64 Table of Contents account the volatility and highs and lows of the shipping cycle.
As such, the aforementioned vessels were not subject to impairment testing as of the dates noted. ​ For our impairment analysis, we utilize the ten-year historical one-year time charter average, as well as considering the current rate environment, to project future charter rates, which we believe appropriately takes into account the volatility and highs and lows of the shipping cycle.
We note that the ten-year historical one-year time charter average includes historically low rates from the period from 2015 to 2016 that adversely affect the total average. ​ Our time charter equivalent (TCE) rates for our fiscal years ended December 31, 2024 and 2023, respectively, were above or (below) the ten-year historical one-year time charter average as of such dates as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ TCE Rates as Compared with Ten- ​ ​ Year Historical One-Year Time ​ ​ Charter Average ​ ​ (as percentage above/(below)) ​ ​ For the Years Ended December 31, Vessel Class 2024 2023 Capesize 75.9 % 21.6 % Ultramax 15.8 % 8.2 % Supramax 13.0 % (6.0) % ​ ​ The projected net operating cash flows are determined by considering the future voyage revenues from existing time charters for the fixed fleet days and an estimated daily time charter equivalent for the unfixed days over the estimated remaining life of the vessel, assumed to be 25 years from the delivery of the vessel from the shipyard, reduced by brokerage and address commissions, expected outflows for vessels’ maintenance and vessel operating expenses (including planned drydocking and special survey expenditures) and required capital expenditures adjusted annually for inflation, assuming fleet utilization of 98%.
We note that the ten-year historical one-year time charter average includes historically low rates from 2016 that adversely affect the total average. ​ Our time charter equivalent (TCE) rates for our fiscal years ended December 31, 2025 and 2024, respectively, were above or (below) the ten-year historical one-year time charter average as of such dates as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ TCE Rates as Compared with Ten- ​ ​ Year Historical One-Year Time ​ ​ Charter Average ​ ​ (as percentage above/(below)) ​ ​ For the Years Ended December 31, Vessel Class ​ ​ ​ 2025 ​ ​ ​ 2024 Capesize 18.7 % 75.9 % Ultramax 3.6 % 15.8 % Supramax 2.2 % 13.0 % ​ ​ The projected net operating cash flows are determined by considering the future voyage revenues from existing time charters for the fixed fleet days and an estimated daily time charter equivalent for the unfixed days over the estimated remaining life of the vessel, assumed to be 25 years from the delivery of the vessel from the shipyard, reduced by brokerage and address commissions, expected outflows for vessels’ maintenance and vessel operating expenses (including planned drydocking and special survey expenditures) and required capital expenditures adjusted annually for inflation, assuming fleet utilization of 98%.
Our management uses EBITDA as a performance measure in our consolidated internal financial statements, and it is presented for review at our board meetings. We believe that EBITDA is useful to investors as the shipping industry is capital intensive which often results in significant depreciation and cost of financing.
Our management uses EBITDA as a performance measure in 48 Table of Contents our consolidated internal financial statements, and it is presented for review at our board meetings. We believe that EBITDA is useful to investors as the shipping industry is capital intensive which often results in significant depreciation and cost of financing.
Discussions of 2022 items and year-to-year comparisons between 2023 and 2022 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the SEC on February 27, 2024. ​ We are a Marshall Islands company that transports iron ore, coal, grain, steel products and other drybulk cargoes along worldwide shipping routes through the ownership and operation of drybulk carrier vessels.
Discussions of 2023 items and year-to-year comparisons between 2024 and 2023 that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the SEC on February 21, 2025. ​ We are a Marshall Islands company that transports iron ore, coal, grain, bauxite, steel products and other drybulk cargoes along worldwide shipping routes through the ownership and operation of drybulk carrier vessels.
In determining the fair value of interest rate derivatives, we consider the creditworthiness of both the counterparty and ourselves, which has not changed significantly and has no effect on the valuation. Valuations prior to any adjustments for credit risk would be validated by comparison with counterparty valuations.
In determining the fair value of interest rate derivatives, we consider the 57 Table of Contents creditworthiness of both the counterparty and ourselves, which has not changed significantly and has no effect on the valuation. Valuations prior to any adjustments for credit risk would be validated by comparison with counterparty valuations.
The amended structure consists of a $500 million revolving credit facility, which can be utilized to support growth of our asset base as well as general corporate purposes.
The amended structure consists of a $600 million revolving credit facility which can be utilized to support growth of our asset base, as well as general corporate purposes.
This fluctuation was primarily a result of $103.3 million of net proceeds from the sale of the Genco Commodus, the Genco Claudius, the Genco Maximus, the Genco Warrior and the Genco Hadrian during 2024.
This fluctuation was primarily a result of $103.4 million of net proceeds from the sale of the Genco Commodus, the Genco Claudius, the Genco Maximus, the Genco Warrior and the Genco Hadrian during 2024.
Daily vessel operating expenses are calculated by dividing vessel operating expenses by ownership days for the relevant period. 48 Table of Contents Operating Data ​ The following tables represent the operating data and certain balance sheet and other data as of and for the years ended December 31, 2024 and 2023 on a consolidated basis. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ ​ ​ 2024 2023 Change % Change Income Statement Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (U.S.
Daily vessel operating expenses are calculated by dividing vessel operating expenses by ownership days for the relevant period. 47 Table of Contents Operating Data ​ The following tables represent the operating data and certain balance sheet and other data as of and for the years ended December 31, 2025 and 2024 on a consolidated basis. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ Change ​ ​ ​ % Change Income Statement Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (U.S.
Such a valuation is not necessarily the same as the amount any vessel may bring upon sale, which may be more or less, and should not be relied upon as such. We were in compliance with the collateral maintenance covenant under our $500 Million Revolver as of December 31, 2024.
Such a valuation is not necessarily the same as the amount any vessel may bring upon sale, which may be more or less, and should not be relied upon as such. We were in compliance with the collateral maintenance covenant under our $600 Million Revolver as of December 31, 2025.
EBITDA is included because it is used by management and certain 49 Table of Contents investors as a measure of operating performance. EBITDA is used by analysts in the shipping industry as a common performance measure to compare results across peers.
EBITDA is included because it is used by management and certain investors as a measure of operating performance. EBITDA is used by analysts in the shipping industry as a common performance measure to compare results across peers.
Actual results may differ from these estimates under different assumptions and conditions. ​ 60 Table of Contents Critical accounting policies are those that reflect significant judgments of uncertainties and potentially result in materially different results under different assumptions and conditions.
Actual results may differ from these estimates under different assumptions and conditions. ​ Critical accounting policies are those that reflect significant judgments of uncertainties and potentially result in materially different results under different assumptions and conditions.
There can be no assurance as to how long charter rates and vessel values will remain at their currently low levels or whether they will improve by any significant degree. Charter rates may remain at depressed levels for a prolonged period of time, which could adversely affect our revenue and profitability, and future assessments of vessel impairment. ​
There can be no assurance as to how long charter rates and vessel values will remain at their current levels or whether they will change by any significant degree. Charter rates may remain at depressed levels for a prolonged period of time, which could adversely affect our revenue and profitability, and future assessments of vessel impairment. ​
Our vessels remain fully utilized and have a relatively long average remaining useful life of approximately 13 years in which to recover sufficient cash flows on an undiscounted basis to recover their carrying values as of December 31, 2024.
Our vessels remain fully utilized and have a relatively long average remaining useful life of approximately 12 years in which to recover sufficient cash flows on an undiscounted basis to recover their carrying values as of December 31, 2025.
As of December 31, 2024, eight of our Capesize vessels and four of our Ultramax vessels had carrying values that exceeded their vessel valuations, which is an indicator of impairment. As of December 31, 2023, eight of our Capesize vessels had carrying values that exceeded their vessel valuations, which is an indicator of impairment.
As of December 31, 2025, two of our Capesize vessels had carrying values that exceeded their vessel valuations, which is an indicator of impairment. As of December 31, 2024, eight of our Capesize vessels and four of our Ultramax vessels had carrying values that exceeded their vessel valuations, which is an indicator of impairment.
It is also reasonably possible that vessels that were not subject to impairment testing during 2024 because there was no indicator of impairment could be subject to such testing in the future. ​ Of the inputs that the Company uses for its impairment analysis, future charter rates are the most significant and most volatile.
It is also reasonably possible that vessels were not subject to impairment testing during 2025 because there was no indicator of impairment could be subject to such testing in the future. 62 Table of Contents ​ Of the inputs that the Company uses for its impairment analysis, future charter rates are the most significant and most volatile.
In order to set aside funds for these purposes, the voluntary reserve will be set on a quarterly basis in the discretion of our Board and is anticipated to be based on future quarterly debt repayments and interest expense. ​ On February 19, 2025, we announced a quarterly dividend of $0.30 per share.
In order to set aside funds for these purposes, the voluntary reserve will be set on a quarterly basis in the discretion of our Board and is anticipated to be based on future quarterly debt repayments and interest expense. ​ On February 17, 2026, we announced a quarterly dividend of $0.50 per share.
The decrease was primarily due to a decrease in chartered-in days during 2024 as compared to 2023, partially offset by an increase in hire rates. ​ GENERAL AND ADMINISTRATIVE EXPENSES- ​ We incur general and administrative expenses which relate to our onshore non-vessel-related activities.
The decrease was primarily due to a decrease in hire rates, partially offset by an increase in chartered-in days. ​ GENERAL AND ADMINISTRATIVE EXPENSES- ​ We incur general and administrative expenses which relate to our onshore non-vessel-related activities.
This increase in cash provided by operating activities was primarily due to higher rates earned by our major and minor bulk vessels, as well as changes in working capital.
This decrease in cash provided by operating activities was primarily due to lower rates earned by our major and minor bulk vessels, as well as changes in working capital.
Higher repairs and maintenance expenses during drydocking for vessels which are over 15 years old typically result in a higher number of off-hire days depending on the condition of the vessel. ​ During 2024 and 2023, we incurred a total of $20.6 million and $10.9 million of drydocking costs, respectively, excluding costs incurred during drydocking that were capitalized to vessel assets or vessel equipment. ​ We completed the drydocking of ten of our vessels during 2024.
Higher repairs and maintenance expenses during drydocking for vessels which are over 15 years old typically result in a higher number of off-hire days depending on the condition of the vessel. ​ During 2025 and 2024, we incurred a total of $55.8 million and $20.6 million of drydocking costs, respectively, excluding costs incurred during drydocking that were capitalized to vessel assets or vessel equipment. ​ We completed the drydocking of 17 of our vessels during 2025.
The interest rate on the debt, excluding unused commitment fees and any interest rate cap agreements, ranged from 6.24% to 7.24% and 6.43% to 7.58% during 2024 and 2023, respectively. ​ Capital Expenditures ​ We make capital expenditures from time to time in connection with our vessel acquisitions.
The interest rate on the debt, excluding unused commitment fees and any interest rate cap agreements, ranged from 5.53% to 6.24% and 6.24% to 7.24% during 2025 and 2024, respectively. ​ Capital Expenditures ​ We make capital expenditures from time to time in connection with our vessel acquisitions.
If we do not satisfy the collateral maintenance requirement, we will need to post additional collateral or prepay outstanding loans to bring us back into compliance, or we will need to seek waivers, which may not be available or may be subject to conditions. ​ In the future, we may require capital to fund acquisitions or to improve or support our ongoing operations and debt structure, particularly in light of economic conditions resulting from the war in Ukraine, the Houthi conflict in the Red Sea, the Israel-Hamas war, and the trajectory of China’s economic recovery and stimulus measures.
If we do not satisfy the collateral maintenance requirement, we will need to post additional collateral or prepay outstanding loans to bring us back into compliance, or we will need to seek waivers, which may not be available or may be subject to conditions. ​ In the future, we may require capital to fund acquisitions or to improve or support our ongoing operations and debt structure, particularly in light of economic conditions resulting from the U.S.-China trade dispute, the imposition if tariffs, the war in Ukraine, the Houthi conflict in the Red Sea, the Israel-Hamas war, other conflicts in the Middle East or Venezuela, and the trajectory of China’s economic recovery and stimulus measures.
Crew costs on our vessels could increase in the future due to higher wages as a result of the potential impact of the war in Ukraine, the Israel-Hamas war, and the Houthi conflict in the Red Sea among other potential macroeconomic events, are unpredictable, and the actual amount of DVOE could be higher or lower than budgeted as a result. ​ Based on estimates provided by GSSM, our DVOE budget for the full year of 2025 is expected to be $6,375 per vessel per day.
Crew costs on our vessels could increase in the future due to higher wages as a result of the potential impact of the war in Ukraine, the Israel-Hamas war, and the Houthi conflict in the Red Sea, and other conflicts in the Middle East or Venezuela, among other potential macroeconomic events, are unpredictable, and the actual amount of DVOE could be higher or lower than budgeted as a result. ​ 50 Table of Contents Based on estimates provided by GSSM, our DVOE budget for the full year of 2026 is expected to be $6,500 per vessel per day.
We have not entered into any FFAs as of December 31, 2024 and 2023. ​ Interest Rates ​ The effective interest rate for the years ended December 31, 2024 and 2023 include interest rates associated with the interest expense for our various credit facilities, including the following: the $500 Million Revolver and the $450 Million Credit Facility (until the $450 Million Credit Facility was amended to become the $500 Million Revolver on November 29, 2023). ​ The effective interest rate for the aforementioned credit facilities, including the cost associated with unused commitment fees, if applicable, was 9.08% and 8.29% during 2024 and 2023, respectively.
We have not entered into any FFAs as of December 31, 2025 and 2024. ​ Interest Rates ​ The effective interest rate for the years ended December 31, 2025 and 2024 include interest rates associated with the interest expense for our various credit facilities, including the following: the $600 Million Revolver and the $500 Million Revolver (until the $500 Million Revolver was amended to become the $600 Million Revolver on July 10, 2025). ​ The effective interest rate for the aforementioned credit facilities, including the cost associated with unused commitment fees, if applicable, was 8.27% and 9.08% during 2025 and 2024, respectively.
The potential impacts of various macroeconomic events, including but not limited to the war in Ukraine, the Israel-Hamas war and the Houthi conflict in the Red Sea, are unpredictable, and the actual amount of our DVOE could be higher or lower than budgeted as a result. ​ CHARTER HIRE EXPENSES- ​ Charter hire expenses decreased marginally by $0.1 million from $9.1 million during 2023 to $9.1 million during 2024.
The potential impacts of various macroeconomic events, including but not limited to the war in Ukraine, the Israel-Hamas war, the Houthi conflict in the Red Sea, and other conflicts in the Middle East or Venezuela, are unpredictable, and the actual amount of our DVOE could be higher or lower than budgeted as a result. ​ CHARTER HIRE EXPENSES- ​ Charter hire expenses decreased by $3.1 million from $9.1 million during 2024 to $6.0 million during 2025.
As of December 31, 2024, the $500 Million Revolver contained collateral maintenance covenants that require the aggregate appraised value of collateral vessels to be at least 140% of the principal amount of the loan outstanding under such facility.
As of December 31, 2025, the $600 Million Revolver contained collateral maintenance covenants that require the aggregate appraised value of collateral vessels to be at least 135% of the principal amount of the loan outstanding under such facility.
Fleet utilization decreased marginally from 97.3% during 2023 to 96.8% during 2024. ​ Please see pages 7 - 8 for a table that sets forth information about the current employment of the vessels in our fleet. ​ VOYAGE EXPENSES- ​ In time charters and spot market-related time charters, operating costs including crews, maintenance and insurance are typically paid by the owner of the vessel and specified voyage costs such as fuel and port charges are paid by the charterer.
Fleet utilization increased from 96.8% during 2024 to 98.4% during 2025. ​ Please see pages 7 - 8 for a table that sets forth information about the current employment of the vessels in our fleet. ​ VOYAGE EXPENSES- ​ In time charters and spot market-related time charters, operating costs including crews, maintenance and insurance, which are recorded as part of vessel operating expenses, are typically paid by the owner of the vessel and specified voyage costs such as fuel and port charges are paid by the charterer.
The average amount by which the carrying value of these vessels exceeded the valuation of such vessels for covenant compliance purposes was $3.2 million and $6.0 million as of December 31, 2024 and 2023, respectively.
The average amount by which the carrying value of these vessels exceeded the valuation of such vessels for covenant compliance purposes was $1.8 million and $3.2 million as of December 31, 2025 and 2024, respectively.
The following table demonstrates our calculation of EBITDA and provides a reconciliation of EBITDA to net income attributable to Genco Shipping & Trading Limited for each of the periods presented above: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended ​ December 31, ​ 2024 2023 Net income (loss) attributable to Genco Shipping & Trading Limited ​ $ 76,401 $ (12,870) ​ Net interest expense ​ 10,319 ​ 6,113 ​ Income tax expense ​ — ​ — ​ Depreciation and amortization ​ 68,666 ​ 66,465 ​ ​ ​ ​ ​ ​ ​ ​ ​ EBITDA (1) ​ $ 155,386 $ 59,708 ​ ​ Results of Operations ​ VOYAGE REVENUES- ​ Our revenues are driven primarily by the number of vessels in our fleet, the number of days during which our vessels operate, the type of fixture our vessels are chartered on (spot market voyage charters or fixed rate time charters), and the amount of daily charterhire or freight rates that our vessels earn, that, in turn, are affected by a number of factors, including: ​ ● the duration of our charters; ​ ● our decisions relating to vessel acquisitions and disposals; ​ ● the amount of time that we spend positioning our vessels; ​ ● the amount of offhire time that our vessels spend in repositioning for and undergoing drydock repairs, which is expected to be higher during 2025 due to scheduled drydockings; ​ ● maintenance and upgrade work; ​ ● the age, condition and specifications of our vessels; ​ ● levels of supply and demand in the drybulk shipping industry; and ​ ● other factors affecting spot market charter rates for drybulk carriers. ​ During 2024, voyage revenues increased by $39.2 million, or 10.2%, to $423.0 million as compared to $383.8 million during 2023.
The following table demonstrates our calculation of EBITDA and provides a reconciliation of EBITDA to net income attributable to Genco Shipping & Trading Limited for each of the periods presented above: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended ​ December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 Net (loss) income attributable to Genco Shipping & Trading Limited ​ $ (4,366) $ 76,401 ​ Net interest expense ​ 10,776 ​ 10,319 ​ Income tax expense ​ — ​ — ​ Depreciation and amortization ​ 76,230 ​ 68,666 ​ ​ ​ ​ ​ ​ ​ ​ ​ EBITDA (1) ​ $ 82,640 $ 155,386 ​ ​ Results of Operations ​ VOYAGE REVENUES- ​ Our revenues are driven primarily by the number of vessels in our fleet, the number of days during which our vessels operate, the type of fixture our vessels are chartered on (spot market voyage charters or fixed rate time charters), and the amount of daily charterhire or freight rates that our vessels earn, that, in turn, are affected by a number of factors, including: ​ ● the duration of our charters; ​ ● our decisions relating to vessel acquisitions and disposals; ​ ● the amount of time that we spend positioning our vessels; ​ ● the amount of offhire time that our vessels spend in repositioning for and undergoing drydock repairs, which was higher during 2025 due to a greater number of scheduled drydockings; ​ ● maintenance and upgrade work; ​ ● the age, condition and specifications of our vessels; ​ ● levels of supply and demand in the drybulk shipping industry; and ​ ● other factors affecting spot market charter rates for drybulk carriers. ​ During 2025, voyage revenues decreased by $80.9 million, or 19.1%, to $342.1 million as compared to $423.0 million during 2024.
Additionally, the drydocking for one of our vessels began during the fourth quarter of 2024 and completed during the first quarter of 2025.
Additionally, the drydocking for two of our vessels began during the fourth quarter of 2025 and completed during the first quarter of 2026.
However, based on the analysis of the anticipated undiscounted future net cash flows to be derived from each of these vessels as of December 31, 2024 and 2023, there were no impairment losses recorded for these vessels during 2024 and 2023. ​ The amount by which the carrying value at December 31, 2024 of eight of our Capesize vessels and four of our Ultramax vessels exceeded the valuation of such vessels for covenant compliance purposes ranged, on an individual vessel basis, from $0.04 million to $6.9 million per vessel, and $38.7 million on an aggregate fleet basis.
However, based on the analysis of the anticipated undiscounted future net cash flows to be derived from each of these vessels as of December 31, 2025 and 2024, there were no impairment losses recorded for these vessels during 2025 and 2024. ​ The amount by which the carrying value at December 31, 2025 of two of our Capesize vessels exceeded the valuation of such vessels for covenant compliance purposes ranged, on an individual vessel basis, from $1.5 million to $2.0 million per vessel, and $3.5 million on an aggregate fleet basis.
We also incur general and administrative expenses for our overseas offices located in Singapore and Copenhagen. ​ General and administrative expenses increased by $0.8 million from $28.3 million during 2023 to $29.1 million during 2024.
We also incur general and administrative expenses for our overseas offices located in Singapore and Copenhagen. ​ General and administrative expenses increased by $1.7 million from $29.1 million during 2024 to $30.8 million during 2025.
Heightened economic uncertainty and the potential for renewed drybulk market weakness as a result of the war in Ukraine, the Israel-Hamas war, the Houthi conflict in the Red Sea, and related economic conditions may result in our suspension, reduction, or termination of future quarterly dividends. ​ 55 Table of Contents U.S. Federal Income Tax Treatment of Dividends ​ U.S.
Heightened economic uncertainty and the potential for renewed drybulk market weakness as a result of the war in Ukraine, the Israel-Hamas war, the Houthi conflict in the Red Sea, other conflicts in the Middle East or Venezuela, and related economic conditions may result in our suspension, reduction, or termination of future quarterly dividends. ​ 54 Table of Contents U.S.
These increases were partially offset by an increase in drydocking costs incurred during 2024 as compared to 2023. ​ Net cash provided by (used in) investing activities during the years ended December 31, 2024 and 2023 was $47.8 million and ($91.6) million, respectively.
Additionally, there was an increase in drydocking costs incurred during 2025 as compared to 2024. ​ Net cash (used in) provided by investing activities during the years ended December 31, 2025 and 2024 was ($91.6) million and $47.8 million, respectively.
Based on the sensitivity analysis performed by the Company, the Company would record impairment on its vessels for time charter declines as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage Decline ​ ​ at Which Point Impairment ​ ​ Would be Recorded ​ As of As of ​ ​ December 31, ​ December 31, Vessel Class 2024 2023 Capesize (2.8) % (10.5) % Ultramax (1) (0.8) ​ N/A ​ Supramax (1) N/A ​ N/A ​ (1) There were no indicators of impairment for our Supramax vessels at December 31, 2024 and 2023 and our Ultramax vessels as of December 31, 2023, as the respective fair market values of these vessels were higher than their respective carrying values.
Based on the sensitivity analysis performed by the Company, the Company would record impairment on its vessels for time charter declines as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage Decline ​ ​ at Which Point Impairment ​ ​ Would be Recorded ​ ​ ​ ​ As of ​ ​ ​ As of ​ ​ December 31, ​ December 31, Vessel Class ​ ​ ​ 2025 ​ ​ ​ 2024 Capesize (13.2) % (2.8) % Ultramax (1) N/A ​ (0.8) ​ Supramax (1) N/A ​ N/A ​ (1) There were no indicators of impairment for our Ultramax and Supramax vessels at December 31, 2025 and our Supramax vessels at December 31, 2024.
We estimate that an additional 18 of our vessels will be drydocked during 2025 and eight of our vessels will by drydocked during 2026, excluding seven vessels that have drydocking class deadlines during the first quarter of 2027. ​ CRITICAL ACCOUNTING POLICIES AND ESTIMATES ​ The discussion and analysis of our financial condition and results of operations is based upon our Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.
We estimate that 11 of our vessels will be drydocked during 2026 and 14 of our vessels will by drydocked during 2027. ​ CRITICAL ACCOUNTING POLICIES AND ESTIMATES ​ The discussion and analysis of our financial condition and results of operations is based upon our Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.
However, if market conditions are unfavorable, we may be unable to accomplish any of the foregoing on acceptable terms or at all. ​ On November 29, 2023, we entered into a fourth amendment to amend, extend and upsize our existing $450 Million Credit Facility and implement the $500 Million Revolver.
However, if market conditions are unfavorable, we may be unable to accomplish any of the foregoing on acceptable terms or at all. ​ On July 10, 2025, we entered into a fifth amendment to amend, extend and upsize our existing $500 Million Revolver and implement the $600 Million Revolver.
There were no vessel sales during 2023. ​ Refer to Note 5 — Vessel Acquisitions and Dispositions in our Consolidated Financial Statements for further information regarding the sale of these vessels. ​ OTHER OPERATING EXPENSE- ​ Other operating expense of $5.7 million recorded during 2024 consists of costs incremental to routine expenses that were incurred related to our 2024 annual meeting held on May 23, 2024. ​ OTHER (EXPENSE) INCOME- ​ INTEREST EXPENSE- ​ Interest expense increased by $4.5 million from $8.8 million during 2023 to $13.3 million during 2024.
There were no vessel sales during 2025. ​ Refer to Note 5 — Vessel Acquisitions and Dispositions in our Consolidated Financial Statements for further information regarding the sale of these vessels. ​ OTHER OPERATING EXPENSE- ​ Other operating expense of $1.9 million and $5.7 million recorded during 2025 and 2024, respectively, consists of costs incremental to routine expenses that were incurred related to our 2026 Annual Meeting of Shareholders and our 2024 Annual Meeting of Shareholders, respectively. ​ OTHER (EXPENSE) INCOME- ​ INTEREST EXPENSE- ​ Interest expense decreased by $1.0 million from $13.3 million during 2024 to $12.3 million during 2025.
As of December 31, 2024, eight of our Capesize vessels and four of our Ultramax vessels had indicators of impairment and the estimated future undiscounted cash flows for those Capesize vessels exceeded each of those vessels’ carrying values by a margin of approximately 3% to 33% of the carrying value.
As of December 31, 2025, two of our Capesize vessels had indicators of impairment and the estimated future undiscounted cash flows for those Capesize vessels exceeded each of those vessels’ carrying values by a margin of approximately 34% of the carrying value.
Refer to Note 8 — Debt in the Consolidated Financial Statements for information regarding our credit facilities. ​ INTEREST INCOME- ​ Interest income increased by $0.3 million from $2.7 million during 2023 to $3.0 million during 2024 primarily due to higher interest income earned on our cash and cash equivalents. ​ OTHER EXPENSE- ​ Other expense was $0.2 million and $0.4 million during 2024 and 2023, respectively. ​ NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST – ​ During 2024 and 2023, net income attributable to noncontrolling interest was $0.1 million and $0.5 million, respectively, which is associated with the net income attributable to the noncontrolling interest of GSSM. ​ 53 Table of Contents LIQUIDITY AND CAPITAL RESOURCES ​ Our primary sources of liquidity are cash flow from operations, cash on hand, equity offerings and credit facility borrowings.
Refer to in Note 8 — Debt in our Consolidated Financial Statements. ​ OTHER EXPENSE- ​ Other expense was $0.5 million and $0.2 million during 2025 and 2024, respectively. ​ NET (LOSS) INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST – ​ During 2025 and 2024, net (loss) income attributable to noncontrolling interest was ($0.1) million and $0.1 million, respectively, which is associated with the net (loss) income attributable to the noncontrolling interest of GSSM. ​ 52 Table of Contents LIQUIDITY AND CAPITAL RESOURCES ​ Our primary sources of liquidity are cash flow from operations, cash on hand, equity offerings and credit facility borrowings.
GAAP, we would not record a loss if the fair market value of a vessel (excluding its charter) is below our carrying value unless and until we determine to sell that vessel or the vessel is impaired as discussed below under the heading “Impairment of long-lived assets.” ​ During the years ended December 31, 2024 and 2023 we recorded losses of $6.6 million and $41.7 million, respectively, related to the impairment of vessel assets.
GAAP, we would not record a loss if the fair market value of a vessel (excluding its charter) is below our carrying value unless and until we determine to sell that vessel or the vessel is impaired as discussed below under the heading “Impairment of long-lived assets.” ​ During the year ended December 31, 2025, we recorded an impairment loss of $0.7 million for the loss on disposal of replaced equipment on certain vessels.
We drew down a total of $65 million on our revolving credit facility under the $450 Million Credit Facility during the fourth quarter of 2023 and utilized cash on hand to finance the purchases. ​ Sales ​ In order to opportunistically renew our fleet, we agreed to divest three older, less fuel efficient vessels with their third special survey scheduled in 2024.
We drew down $20 million on our $500 Million Revolver during the fourth quarter of 2024 and utilized cash on hand to finance the purchase. ​ Sales ​ In order to opportunistically renew our fleet, we agreed to divest three older, less fuel efficient vessels with their third special survey due in 2024.
The increase was primarily due to higher compensation related expenses partially offset by lower ordinary legal and professional fees. ​ TECHNICAL MANAGEMENT EXPENSES- ​ Technical management expenses include the direct costs incurred by GSSM for the technical management of the vessels under its management. Technical management fees were $4.6 million and $4.0 million during 2024 and 2023, respectively.
The increase was primarily due to higher nonvested stock amortization expense and higher legal and professional fees. ​ TECHNICAL MANAGEMENT EXPENSES- ​ Technical management expenses include the direct costs incurred by GSSM for the technical management of the vessels under its management. Technical management fees were $5.2 million and $4.6 million during 2025 and 2024, respectively.
Comparatively, the amount by which the carrying value at December 31, 2023 of eight of our Capesize vessels exceeded 61 Table of Contents the valuation of such vessels for covenant compliance purposes ranged, on an individual vessel basis, from $4.1 million to $8.3 million per vessel, and $47.9 million on an aggregate fleet basis.
Comparatively, the amount by which the carrying value at December 31, 2024 of eight of our Capesize vessels and four of our Ultramax vessels exceeded the valuation of such vessels for covenant compliance purposes ranged, on an individual vessel basis, from $0.04 million to $6.9 million per vessel, and $38.7 million on an aggregate fleet basis.
Dividends ​ Under our quarterly dividend policy, the amount available for quarterly dividends is to be calculated based on the following formula: ​ Operating cash flow Less: Voluntary quarterly reserve Cash flow distributable as dividends ​ The amount of dividends payable under the foregoing formula for each quarter of the year will be determined on a quarterly basis. ​ For purposes of the foregoing calculation, operating cash flow is defined as voyage revenue less voyage expenses, charter hire expenses, realized gains or losses on fuel hedges, vessel operating expenses, general and administrative expenses other than non-cash restricted stock expenses, technical management fees, and interest expense other than non-cash deferred financing costs.
Refer to Note 8 — Debt in our Consolidated Financial Statements for further details regarding the terms of the $600 Million Revolver, which information is incorporated herein by reference. ​ As of December 31, 2025, we were in compliance with all financial covenants under the $600 Million Revolver. 53 Table of Contents ​ Dividends ​ Under our quarterly dividend policy, the amount available for quarterly dividends is to be calculated based on the following formula: ​ Operating cash flow Less: Voluntary quarterly reserve Cash flow distributable as dividends ​ The amount of dividends payable under the foregoing formula for each quarter of the year will be determined on a quarterly basis. ​ For purposes of the foregoing calculation, operating cash flow is defined as voyage revenue less voyage expenses, charter hire expenses, realized gains or losses on fuel hedges, vessel operating expenses, general and administrative expenses other than non-cash restricted stock expenses, technical management fees, and interest expense other than non-cash deferred financing costs.
At the beginning of 2025, freight rates have been impacted by various seasonal factors, including weather related disruptions affecting seaborne cargo availability, the frontloaded nature of the newbuilding orderbook, and the timing of the Chinese New Year. These factors have impacted the supply and demand balance leading to reduced freight rates relative to 2024 levels.
At the beginning of 2026, freight rates have been impacted by various seasonal factors, including weather related disruptions affecting seaborne cargo availability, the frontloaded nature of the newbuilding orderbook, and the timing of the Chinese 49 Table of Contents New Year.
Such resources include unrestricted cash and cash equivalents of $43.7 million as of December 31, 2024 in addition to the $337.3 million availability under the $500 Million Revolver as of December 31, 2024, which compares to a minimum liquidity requirement under our credit facility of approximately $21.0 million as of the date of this report.
Such resources include unrestricted cash and cash equivalents of $55.5 million as of December 31, 2025 in addition to the $400 million availability under the $600 Million Revolver as of December 31, 2025, which compares to a minimum liquidity requirement under our credit facility of approximately $21.5 million as of December 31, 2025.
The future estimated expenditures are included in the table below. ​ In addition to acquisitions that we may undertake in future periods, we will incur additional expenditures due to special surveys and drydockings for our fleet. ​ We estimate our drydocking costs, including capitalized costs incurred during drydocking related to vessel assets and vessel equipment, ballast water treatment systems (“BWTS”) costs, fuel efficiency upgrades and scheduled off-hire days for our fleet through 2026 to be: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Estimated Drydocking Costs ​ Estimated BWTS Costs Estimated Fuel Efficiency Upgrade Costs ​ Estimated Off-hire Days ​ ​ (U.S. dollars in millions) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ $ 42.5 ​ $ 2.2 ​ $ 6.0 ​ 605 ​ 2026 (1) ​ $ 20.5 ​ $ 4.4 ​ $ 1.6 ​ 268 ​ ​ (1) These amounts exclude a total of $15.7 million of estimated drydocking costs and fuel efficiency upgrade costs and 238 estimated offhire days for vessels that have drydocking class deadlines during the first quarter of 2027 and may, therefore, not be drydocked until 2027. ​ The costs reflected are estimates based on drydocking our vessels in China.
The upgrades have been successfully installed during previous drydockings. ​ The future estimated expenditures are included in the table below. 58 Table of Contents ​ In addition to acquisitions that we may undertake in future periods, we will incur additional expenditures due to special surveys and drydockings for our fleet. ​ We estimate our drydocking costs, including capitalized costs incurred during drydocking related to vessel assets and vessel equipment, ballast water treatment systems (“BWTS”) costs, fuel efficiency upgrades and scheduled off-hire days for our fleet through 2027 to be: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ​ ​ ​ Estimated Drydocking Costs ​ Estimated BWTS Costs ​ ​ ​ Estimated Fuel Efficiency Upgrade Costs ​ Estimated Off-hire Days ​ ​ (U.S. dollars in millions) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2026 ​ $ 28.9 ​ $ 4.6 ​ $ 1.6 ​ 463 ​ 2027 ​ $ 32.9 ​ $ — ​ $ 0.3 ​ 610 ​ ​ The costs reflected are estimates based on drydocking our vessels in China.
Our fleet currently consists of 42 drybulk vessels, including 16 Capesize drybulk carriers, 15 Ultramax drybulk carriers and eleven Supramax drybulk carriers. ​ 59 Table of Contents As previously announced, we have implemented a fuel efficiency upgrade program for certain of our vessels in an effort to generate fuel savings and increase the future earnings potential for these vessels.
After the expected delivery of two Newcastlemax vessels we have agreed to acquire, our fleet will consist of 45 drybulk vessels, including two Newcastlemax,17 Capesize vessels, 15 Ultramax and 11 Supramax vessels. ​ As previously announced, we have implemented a fuel efficiency upgrade program for certain of our vessels in an effort to generate fuel savings and increase the future earnings potential for these vessels.
TCE rate is a common shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charterhire rates for vessels on voyage charters are generally not expressed in per-day amounts while charterhire rates for vessels on time charters generally are expressed in such amounts. ​ ​ 47 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Entire Fleet ​ Major Bulk ​ Minor Bulk ​ ​ ​ ​ For the Year Ended ​ For the Year Ended ​ For the Year Ended ​ ​ ​ ​ December 31, ​ December 31, ​ December 31, ​ ​ ​ ​ 2024 2023 ​ 2024 2023 ​ 2024 2023 ​ Voyage revenues (in thousands) ​ $ 423,016 ​ $ 383,825 ​ $ 224,250 ​ $ 190,176 ​ $ 198,766 ​ $ 193,649 ​ ​ Voyage expenses (in thousands) ​ 126,960 ​ 142,971 ​ 69,763 ​ 77,968 ​ 57,197 ​ 65,003 ​ ​ Charter hire expenses (in thousands) ​ ​ 9,069 ​ ​ 9,135 ​ ​ — ​ ​ — ​ ​ 9,069 ​ ​ 9,135 ​ ​ Realized gain on fuel hedges (in thousands) ​ ​ 78 ​ ​ 202 ​ ​ — ​ ​ — ​ ​ 78 ​ ​ 202 ​ ​ ​ ​ 287,065 ​ 231,921 ​ 154,487 ​ 112,208 ​ 132,578 ​ 119,713 ​ ​ Total available days for owned fleet ​ 15,024 ​ 15,706 ​ 5,786 ​ 6,138 ​ 9,238 ​ 9,568 ​ ​ Total TCE rate ​ $ 19,107 ​ $ 14,766 ​ $ 26,699 ​ $ 18,280 ​ $ 14,351 ​ $ 12,512 ​ ​ ​ (8) Daily vessel operating expenses .
TCE rate is a common shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charterhire rates for vessels on voyage charters are generally not expressed in per-day amounts while charterhire rates for vessels on time charters generally are expressed in such amounts. ​ ​ 46 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Entire Fleet ​ Major Bulk ​ Minor Bulk ​ ​ ​ ​ For the Year Ended ​ For the Year Ended ​ For the Year Ended ​ ​ ​ ​ December 31, ​ December 31, ​ December 31, ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ 2025 ​ ​ ​ 2024 ​ 2025 ​ ​ ​ 2024 ​ Voyage revenues (in thousands) ​ $ 342,054 ​ $ 423,016 ​ $ 160,236 ​ $ 224,250 ​ $ 181,818 ​ $ 198,766 ​ ​ Voyage expenses (in thousands) ​ 115,321 ​ 126,960 ​ 59,932 ​ 69,763 ​ 55,389 ​ 57,197 ​ ​ Charter hire expenses (in thousands) ​ ​ 5,958 ​ ​ 9,069 ​ ​ — ​ ​ — ​ ​ 5,958 ​ ​ 9,069 ​ ​ Realized (loss) gain on fuel hedges (in thousands) ​ ​ (60) ​ ​ 78 ​ ​ — ​ ​ — ​ ​ (60) ​ ​ 78 ​ ​ ​ ​ 220,715 ​ 287,065 ​ 100,304 ​ 154,487 ​ 120,411 ​ 132,578 ​ ​ Total available days for owned fleet ​ 14,238 ​ 15,024 ​ 5,222 ​ 5,786 ​ 9,016 ​ 9,238 ​ ​ Total TCE rate ​ $ 15,502 ​ $ 19,107 ​ $ 19,210 ​ $ 26,699 ​ $ 13,355 ​ $ 14,351 ​ ​ ​ (8) Daily vessel operating expenses .
Holders ​ For purposes of this discussion, the term “U.S.
Federal Income Tax Treatment of Dividends ​ U.S. Holders ​ For purposes of this discussion, the term “U.S.
This increase was primarily due to higher repair and maintenance costs and the timing of the purchase of stores and spares. ​ Average daily vessel operating expenses (“DVOE”) for our fleet increased to $6,440 per vessel per day during 2024 from $6,017 per vessel per day during 2023.
This decrease was primarily due to the operation of a smaller fleet. ​ Average daily vessel operating expenses (“DVOE”) for our fleet decreased marginally to $6,395 per vessel per day during 2025 from $6,440 per vessel per day during 2024, primarily due to the timing of purchase of stores, lower insurance costs and lower repairs and maintenance expenses, partially offset by higher crew costs and the timing of the purchase of spares. ​ Our vessel operating expenses increase to the extent our fleet expands.
Lastly, on July 16, 2024, we entered into an agreement to sell the Genco Hadrian, a 2008-built Capesize vessel, for $25.0 million less a 2.0% commission payable to a third party and the sale was completed on October 4, 2024. ​ We will continue to seek opportunities to renew our fleet going forward. ​ 45 Table of Contents Factors Affecting Our Results of Operations ​ We believe that the following table reflects important measures for analyzing trends in our results of operations.
We completed the sale of three of our Capesize vessels, the Genco Commodus, the Genco Claudius and the Genco Maximus, on February 7, 2024, April 22, 2024 and April 2, 2024, respectively. ​ Additionally, on July 5, 2024 we completed the sale of the Genco Warrior, a 2005-built Supramax vessel, and on October 4, 2024 we completed the sale of the Genco Hadrian, a 2008-built Capesize vessel. ​ We will continue to seek opportunities to renew our fleet going forward. ​ 44 Table of Contents Factors Affecting Our Results of Operations ​ We believe that the following table reflects important measures for analyzing trends in our results of operations.
Furthermore, rates during 2024 achieved atypical strength during the first half of the year with rates declining towards the end of the year. ​ When indicators of impairment are present and our estimate of future undiscounted cash flows for any vessel is lower than the vessel’s carrying value, the carrying value is written down, by recording a charge to operations, to the vessel’s fair market value if the fair market value is lower than the vessel’s carrying value. ​ 63 Table of Contents We determined that as of December 31, 2024, the future income streams expected to be earned by such vessels over their remaining operating lives and upon disposal on an undiscounted basis would be sufficient to recover their carrying values.
If indicators of impairment are present, which may include events or changes in circumstances affecting the legal environment, the business climate, market value, extent or manner of use, and physical condition of the vessel assets, we perform an analysis of the anticipated undiscounted future net cash flows to be derived from the related long-lived assets. ​ When indicators of impairment are present and our estimate of future undiscounted cash flows for any vessel is lower than the vessel’s carrying value, the carrying value is written down, by recording a charge to operations, to the vessel’s fair market value if the fair market value is lower than the vessel’s carrying value. ​ We determined that as of December 31, 2025, the future income streams expected to be earned by such vessels over their remaining operating lives and upon disposal on an undiscounted basis would be sufficient to recover their carrying values.
The TCE for our major bulk vessels increased by 46.1% from $18,280 a day during 2023 to $26,699 a day during 2024. This increase was primarily a result of higher rates achieved by our Capesize vessels, as well as lower voyage expenses.
The TCE for our major bulk vessels decreased by 28.0% from $26,699 a day during 2024 to $19,210 a day during 2025. This decrease was primarily a result of lower rates achieved by our Capesize vessels.
Interest expense during 2024 and 2023 consisted primarily of interest expense under our credit facilities and amortization of deferred financing costs for those facilities. The increase was primarily a result of lower settlement payments received under our interest rate cap agreements during 2024 as compared to 2023 as a result of the expiration of these agreements.
Interest expense during 2025 and 2024 consisted primarily of interest expense under our credit facilities and amortization of deferred financing costs for those facilities. The decrease was primarily due to lower outstanding debt during 2025 as compared to 2024, as well as lower interest rates.
Refer to Note 2 — Summary of Significant Accounting Policies in our Consolidated Financial Statements. ​ Voyage expenses were $127.0 million and $143.0 million during 2024 and 2023, respectively. This decrease was primarily due to a decrease in voyage expenses for our major bulk vessels and for our Supramax vessels, part of our minor bulk fleet.
Refer to Note 2 — Summary of Significant Accounting Policies in our Consolidated Financial Statements. ​ Voyage expenses were $115.3 million and $127.0 million during 2025 and 2024, respectively. This decrease was primarily due to lower bunker consumption on our Capesize vessels due to additional drydocking days during 2025 as well lower bunker prices.
Dollars in thousands, except for per share amounts) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Voyage revenues ​ $ 423,016 ​ $ 383,825 ​ $ 39,191 10.2 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues ​ 423,016 ​ 383,825 ​ 39,191 10.2 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Voyage expenses ​ 126,960 ​ 142,971 ​ (16,011) (11.2) % Vessel operating expenses ​ 101,638 ​ 97,093 ​ 4,545 4.7 % Charter hire expenses ​ ​ 9,069 ​ ​ 9,135 ​ ​ (66) ​ (0.7) % General and administrative expenses (inclusive of nonvested stock amortization expense of $5,850 and $5,530, respectively) ​ 29,136 ​ 28,268 ​ 868 3.1 % Technical management expenses ​ ​ 4,643 ​ ​ 4,021 ​ ​ 622 ​ 15.5 % Depreciation and amortization ​ 68,666 ​ 66,465 ​ 2,201 3.3 % Impairment of vessel assets ​ ​ 6,595 ​ ​ 41,719 ​ ​ (35,124) ​ (84.2) % Net gain on sale of vessels ​ ​ (16,468) ​ ​ — ​ ​ (16,468) ​ 100.0 % Other operating expense ​ 5,728 ​ — ​ 5,728 100.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total operating expenses ​ 335,967 ​ 389,672 ​ (53,705) (13.8) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating income (loss) ​ 87,049 ​ (5,847) ​ 92,896 (1,588.8) % Other expense, net ​ (10,553) ​ (6,509) ​ (4,044) 62.1 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) ​ 76,496 ​ (12,356) ​ 88,852 (719.1) % Less: Net income attributable to noncontrolling interest ​ ​ 95 ​ ​ 514 ​ (419) ​ (81.5) % Net income (loss) attributable to Genco Shipping & Trading Limited ​ ​ 76,401 ​ ​ (12,870) ​ ​ 89,271 ​ (693.6) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings (loss) per share-basic ​ $ 1.77 ​ $ (0.30) ​ $ 2.07 (690.0) % Net earnings (loss) per share-diluted ​ $ 1.75 ​ $ (0.30) ​ $ 2.05 (683.3) % Weighted average common shares outstanding-basic ​ 43,054,459 ​ 42,766,262 ​ ​ 288,197 0.7 % Weighted average common shares outstanding-diluted ​ 43,650,499 ​ 42,766,262 ​ ​ 884,237 2.1 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ ​ ​ 2024 2023 Change % Change Balance Sheet Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (U.S.
Dollars in thousands, except for per share amounts) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Voyage revenues ​ $ 342,054 ​ $ 423,016 ​ $ (80,962) (19.1) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues ​ 342,054 ​ 423,016 ​ (80,962) (19.1) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Voyage expenses ​ 115,321 ​ 126,960 ​ (11,639) (9.2) % Vessel operating expenses ​ 98,541 ​ 101,638 ​ (3,097) (3.0) % Charter hire expenses ​ ​ 5,958 ​ ​ 9,069 ​ ​ (3,111) ​ (34.3) % General and administrative expenses (inclusive of nonvested stock amortization expense of $7,046 and $5,850, respectively) ​ 30,755 ​ 29,136 ​ 1,619 5.6 % Technical management expenses ​ ​ 5,198 ​ ​ 4,643 ​ ​ 555 ​ 12.0 % Depreciation and amortization ​ 76,230 ​ 68,666 ​ 7,564 11.0 % Impairment of vessel assets ​ ​ 651 ​ ​ 6,595 ​ ​ (5,944) ​ (90.1) % Net gain on sale of vessels ​ ​ — ​ ​ (16,468) ​ ​ 16,468 ​ (100.0) % Other operating expense ​ 1,930 ​ 5,728 ​ (3,798) (66.3) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total operating expenses ​ 334,584 ​ 335,967 ​ (1,383) (0.4) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating income ​ 7,470 ​ 87,049 ​ (79,579) (91.4) % Other expense, net ​ (11,985) ​ (10,553) ​ (1,432) 13.6 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (loss) income ​ (4,515) ​ 76,496 ​ (81,011) (105.9) % Less: Net (loss) income attributable to noncontrolling interest ​ ​ (149) ​ ​ 95 ​ (244) ​ (256.8) % Net (loss) income attributable to Genco Shipping & Trading Limited ​ ​ (4,366) ​ ​ 76,401 ​ ​ (80,767) ​ (105.7) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (loss) earnings per share-basic ​ $ (0.10) ​ $ 1.77 ​ $ (1.87) (105.6) % Net (loss) earnings per share-diluted ​ $ (0.10) ​ $ 1.75 ​ $ (1.85) (105.7) % Weighted average common shares outstanding-basic ​ 43,373,304 ​ 43,054,459 ​ ​ 318,845 0.7 % Weighted average common shares outstanding-diluted ​ 43,373,304 ​ 43,650,499 ​ ​ (277,195) (0.6) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ Change ​ ​ ​ % Change Balance Sheet Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (U.S.
During the year ended December 31, 2024, we recorded an impairment loss for the Genco Hadrian, one of our Capesize vessels. The sale of the Genco Hadrian was completed on October 4, 2024.
During the year ended December 31, 2024, we recorded $6.6 million of impairment expense, which includes $1.0 million related to the loss on disposal of replaced equipment on certain vessels. ​ During the year ended December 31, 2024, we recorded an impairment loss for the Genco Hadrian, one of our Capesize vessels.
Depreciation is based on the cost of the vessel less its estimated residual value. ​ 52 Table of Contents Depreciation and amortization expenses increased by $2.2 million from $66.5 million during 2023 to $68.7 million during 2024.
Depreciation is based on the cost of the vessel less its estimated residual value. ​ Depreciation and amortization expenses increased by $7.5 million from $68.7 million during 2024 to $76.2 million during 2025. This increase was primarily due to an increase in drydocking amortization expense for certain vessels that completed their respective drydockings during 2024 and 2025.
Given anticipated capital expenditures related to drydockings and fuel efficiency upgrade costs of $50.7 million and $42.2 million during 2025 and 2026, respectively, as well as any quarterly dividend payments, we anticipate to continue to have significant cash expenditures. Refer to “Capital Expenditures” below for further details.
Given anticipated capital expenditures related to drydockings and fuel efficiency upgrade costs of $35.1 million and $33.2 million during 2026 and 2027, respectively, the $131.0 remining payment for the purchase of the two Newcastlemax vessels expected to be delivered during the first quarter of 2026, as well as any quarterly dividend payments, we anticipate to continue to have significant cash expenditures.
Refer to Note 8 — Debt in our Consolidated Financial Statements for further details regarding the terms of the $500 Million Revolver, which information is incorporated herein by reference. ​ 58 Table of Contents Interest Rate Swap Agreements, Forward Freight Agreements and Currency Swap Agreements ​ During the first quarter of 2024, our last remaining interest rate cap agreement that we used to manage interest costs and the risk associated with changing interest rates expired.
The $100 million debt outstanding under the $500 Million Revolver was transferred to the $600 Million Revolver on July 10, 2025. ​ Interest Rate Swap Agreements, Forward Freight Agreements and Currency Swap Agreements ​ During the first quarter of 2024, our last remaining interest rate cap agreement that we used to manage interest costs and the risk associated with changing interest rates expired.
The table reflects our ownership days, chartered-in days, available days, operating days, fleet utilization, TCE rates and daily vessel operating expenses for the years ended December 31, 2024 and 2023 on a consolidated basis. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended ​ ​ ​ ​ ​ ​ ​ December 31, ​ Increase ​ ​ ​ 2024 2023 (Decrease) % Change Fleet Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ownership days (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 6,079.3 ​ ​ 6,280.2 ​ ​ (200.9) (3.2) % Panamax ​ — ​ ​ — ​ ​ — — % Ultramax ​ 5,490.0 ​ ​ 5,475.0 ​ ​ 15.0 0.3 % Supramax ​ 4,212.3 ​ ​ 4,380.0 ​ ​ (167.7) (3.8) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 15,781.6 ​ ​ 16,135.2 ​ ​ (353.6) (2.2) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Chartered-in days (2) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ ​ — ​ ​ — ​ ​ — ​ — % Panamax ​ ​ 66.2 ​ ​ — ​ ​ 66.2 ​ 100.0 % Ultramax ​ ​ 271.7 ​ ​ 435.4 ​ ​ (163.7) ​ (37.6) % Supramax ​ ​ 193.4 ​ ​ 120.9 ​ ​ 72.5 60.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 531.3 ​ ​ 556.3 ​ ​ (25.0) ​ (4.5) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available days (owned & chartered-in fleet) (3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 5,785.7 ​ ​ 6,138.2 ​ ​ (352.5) (5.7) % Panamax ​ 66.2 ​ ​ — ​ ​ 66.2 100.0 % Ultramax ​ 5,527.8 ​ ​ 5,880.0 ​ ​ (352.2) (6.0) % Supramax ​ 4,175.6 ​ ​ 4,244.5 ​ ​ (68.9) (1.6) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 15,555.3 ​ ​ 16,262.7 ​ ​ (707.4) (4.3) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available days (owned fleet) (4) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ ​ 5,785.7 ​ ​ 6,138.2 ​ ​ (352.5) (5.7) % Panamax ​ ​ — ​ ​ — ​ ​ — — % Ultramax ​ ​ 5,256.1 ​ ​ 5,444.6 ​ ​ (188.5) (3.5) % Supramax ​ ​ 3,982.2 ​ ​ 4,123.6 ​ ​ (141.4) (3.4) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 15,024.0 ​ ​ 15,706.4 ​ ​ (682.4) (4.3) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating days (5) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 5,707.6 ​ ​ 6,088.6 ​ ​ (381.0) (6.3) % Panamax ​ 66.2 ​ ​ — ​ ​ 66.2 100.0 % Ultramax ​ 5,476.8 ​ ​ 5,745.4 ​ ​ (268.6) (4.7) % Supramax ​ 4,105.4 ​ ​ 4,167.4 ​ ​ (62.0) (1.5) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 15,356.0 ​ ​ 16,001.4 ​ ​ (645.4) (4.0) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet utilization (6) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 95.1 % ​ 98.1 % ​ (3.0) % (3.1) % Panamax ​ 100.0 % ​ — % ​ 100.0 % 100.0 % Ultramax ​ 98.5 % ​ 97.2 % ​ 1.3 % 1.3 % Supramax ​ 96.9 % ​ 96.1 % ​ 0.8 % 0.8 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet average ​ 96.8 % ​ 97.3 % ​ (0.5) % (0.5) % ​ ​ 46 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ Increase ​ ​ ​ ​ 2024 2023 (Decrease) % Change Average Daily Results: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Time Charter Equivalent (7) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ $ 26,699 ​ $ 18,280 ​ $ 8,419 46.1 % Panamax ​ — ​ — ​ — — % Ultramax ​ 15,089 ​ 13,780 ​ 1,309 9.5 % Supramax ​ 13,338 ​ 10,840 ​ 2,498 23.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet average ​ 19,107 ​ 14,766 ​ 4,341 29.4 % Major bulk vessels ​ ​ 26,699 ​ ​ 18,280 ​ ​ 8,419 ​ 46.1 % Minor bulk vessels ​ ​ 14,351 ​ ​ 12,512 ​ ​ 1,839 ​ 14.7 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Daily vessel operating expenses (8) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ $ 7,001 ​ $ 6,270 ​ $ 731 11.7 % Panamax ​ — ​ — ​ — — % Ultramax ​ 5,800 ​ 5,449 ​ 351 6.4 % Supramax ​ 6,461 ​ 6,405 ​ 56 0.9 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet average ​ 6,440 ​ 6,017 ​ 423 7.0 % (1) Ownership days .
The table reflects our ownership days, chartered-in days, available days, operating days, fleet utilization, TCE rates and daily vessel operating expenses for the years ended December 31, 2025 and 2024 on a consolidated basis. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended ​ ​ ​ ​ ​ ​ ​ December 31, ​ Increase ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ (Decrease) ​ ​ ​ % Change Fleet Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ownership days (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 5,917.9 ​ ​ 6,079.3 ​ ​ (161.4) (2.7) % Panamax ​ — ​ ​ — ​ ​ — — % Ultramax ​ 5,475.0 ​ ​ 5,490.0 ​ ​ (15.0) (0.3) % Supramax ​ 4,015.0 ​ ​ 4,212.3 ​ ​ (197.3) (4.7) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 15,407.9 ​ ​ 15,781.6 ​ ​ (373.7) (2.4) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Chartered-in days (2) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ ​ — ​ ​ — ​ ​ — ​ — % Panamax ​ ​ — ​ ​ 66.2 ​ ​ (66.2) ​ (100.0) % Ultramax ​ ​ 385.8 ​ ​ 271.7 ​ ​ 114.1 ​ 42.0 % Supramax ​ ​ 161.6 ​ ​ 193.4 ​ ​ (31.8) (16.4) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 547.4 ​ ​ 531.3 ​ ​ 16.1 ​ 3.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available days (owned & chartered-in fleet) (3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 5,221.5 ​ ​ 5,785.7 ​ ​ (564.2) (9.8) % Panamax ​ — ​ ​ 66.2 ​ ​ (66.2) (100.0) % Ultramax ​ 5,700.1 ​ ​ 5,527.8 ​ ​ 172.3 3.1 % Supramax ​ 3,863.6 ​ ​ 4,175.6 ​ ​ (312.0) (7.5) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 14,785.2 ​ ​ 15,555.3 ​ ​ (770.1) (5.0) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available days (owned fleet) (4) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ ​ 5,221.5 ​ ​ 5,785.7 ​ ​ (564.2) (9.8) % Panamax ​ ​ — ​ ​ — ​ ​ — — % Ultramax ​ ​ 5,314.3 ​ ​ 5,256.1 ​ ​ 58.2 1.1 % Supramax ​ ​ 3,702.0 ​ ​ 3,982.2 ​ ​ (280.2) (7.0) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 14,237.8 ​ ​ 15,024.0 ​ ​ (786.2) (5.2) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating days (5) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 5,146.2 ​ ​ 5,707.6 ​ ​ (561.4) (9.8) % Panamax ​ — ​ ​ 66.2 ​ ​ (66.2) (100.0) % Ultramax ​ 5,650.9 ​ ​ 5,476.8 ​ ​ 174.1 3.2 % Supramax ​ 3,851.6 ​ ​ 4,105.4 ​ ​ (253.8) (6.2) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 14,648.7 ​ ​ 15,356.0 ​ ​ (707.3) (4.6) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet utilization (6) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ 97.5 % ​ 95.1 % ​ 2.4 % 2.5 % Panamax ​ — % ​ 100.0 % ​ (100.0) % (100.0) % Ultramax ​ 98.7 % ​ 98.5 % ​ 0.2 % 0.2 % Supramax ​ 99.1 % ​ 96.9 % ​ 2.2 % 2.3 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet average ​ 98.4 % ​ 96.8 % ​ 1.6 % 1.7 % ​ ​ 45 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ Increase ​ ​ ​ ​ ​ ​ ​ 2025 ​ ​ ​ 2024 ​ ​ ​ (Decrease) ​ ​ ​ % Change Average Daily Results: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Time Charter Equivalent (7) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ $ 19,210 ​ $ 26,699 ​ $ (7,489) (28.0) % Panamax ​ — ​ — ​ — — % Ultramax ​ 13,966 ​ 15,089 ​ (1,123) (7.4) % Supramax ​ 12,477 ​ 13,338 ​ (861) (6.5) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet average ​ 15,502 ​ 19,107 ​ (3,605) (18.9) % Major bulk vessels ​ ​ 19,210 ​ ​ 26,699 ​ ​ (7,489) ​ (28.0) % Minor bulk vessels ​ ​ 13,355 ​ ​ 14,351 ​ ​ (996) ​ (6.9) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Daily vessel operating expenses (8) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capesize ​ $ 6,725 ​ $ 7,001 ​ $ (276) (3.9) % Panamax ​ — ​ — ​ — — % Ultramax ​ 6,026 ​ 5,800 ​ 226 3.9 % Supramax ​ 6,415 ​ 6,461 ​ (46) (0.7) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet average ​ 6,395 ​ 6,440 ​ (45) (0.7) % (1) Ownership days .
Dollars in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash provided by operating activities ​ $ 126,849 ​ $ 91,784 ​ $ 35,065 38.2 % Net cash provided by (used in) investing activities ​ 47,848 ​ (91,624) ​ 139,472 (152.2) % Net cash used in financing activities ​ (177,549) ​ (17,403) ​ (160,146) 920.2 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EBITDA (1) ​ $ 155,386 ​ $ 59,708 ​ $ 95,678 160.2 % (1) EBITDA represents net income (loss) attributable to Genco Shipping & Trading Limited plus net interest expense, taxes and depreciation and amortization.
Dollars in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash provided by operating activities ​ $ 31,890 ​ $ 126,849 ​ $ (94,959) (74.9) % Net cash (used in) provided by investing activities ​ (91,571) ​ 47,848 ​ (139,419) (291.4) % Net cash provided by (used in) financing activities ​ 71,216 ​ (177,549) ​ 248,765 (140.1) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EBITDA (1) ​ $ 82,640 ​ $ 155,386 ​ $ (72,746) (46.8) % (1) EBITDA represents net (loss) income attributable to Genco Shipping & Trading Limited plus net interest expense, taxes and depreciation and amortization.
These increases were partially offset by a $5.5 million decrease in deferred financing costs during 2024 as compared to 2023 related to the $500 Million Revolver that was entered into on November 29, 2023 to amend our $450 Million Credit Facility. ​ Credit Facilities ​ On November 29, 2023, we entered into a fourth amendment to amend, extend and upsize our prior $450 Million Credit Facility, implementing the $500 Million Revolver.
These decreases were partially offset by a $5.9 million increase in the payment of deferred financing costs during 2025 related to the $600 Million Revolver. ​ Credit Facilities ​ On July 10, 2025, the Company entered into a fifth amendment to amend, extend and upsize its existing $500 Million Revolver.
Dollars in thousands, at end of period) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash, including restricted cash ​ $ 44,005 ​ $ 46,857 ​ $ (2,852) (6.1) % Total assets ​ 1,056,602 ​ 1,141,902 ​ (85,300) (7.5) % Total debt (long-term, net of deferred financing fees) ​ 82,175 ​ 190,169 ​ (107,994) (56.8) % Total equity ​ 928,228 ​ 914,646 ​ 13,582 1.5 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (U.S.
Dollars in thousands, at end of period) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash, including restricted cash ​ $ 55,540 ​ $ 44,005 ​ $ 11,535 26.2 % Total assets ​ 1,138,108 ​ 1,056,602 ​ 81,506 7.7 % Total debt (long-term, net of deferred financing fees) ​ 189,080 ​ 82,175 ​ 106,905 130.1 % Total equity ​ 897,820 ​ 928,228 ​ (30,408) (3.3) % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Data: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (U.S.
The majority of the vessels in our current fleet are presently engaged under time charter, spot market voyage charters and spot market-related time charters that expire (assuming the option periods in the time charters are not exercised) between February 2025 and March 2026. ​ See pages 5 for a table of our current fleet. ​ IMO 2023 Compliance ​ In 2021, Genco initiated a comprehensive plan to comply with IMO regulations that took effect in 2023, namely the Energy Efficiency Existing Ship Index (“EEXI”) and the Carbon Intensity Indicator (“CII”) metrics, which call for a reduction in vessel greenhouse gas emissions.
The majority of the vessels in our current fleet are presently engaged under time charter, spot market voyage charters and spot market-related time charters that expire (assuming the option periods in the time charters are not exercised) between February 2026 and March 2027. ​ See pages 5 for a table of our current fleet. ​ IMO 2023 Compliance Requirements ​ The International Maritime Organization (“IMO”) implemented two key measures to enhance energy efficiency in international shipping with effect from January 2023 which are as follows: ​ ● Energy Efficiency Existing Ship Index (“EEXI”): Requires vessels of 400 gross tonnage and above which were already in operation at the time the regulation entered force to meet specific minimum energy efficiency standards. ​ ● Carbon Intensity Indicator (“CII”): Mandates ships of 5,000 gross tonnage and above to annually report their carbon intensity against a gradually more stringent target trajectory.
The TCE for our minor bulk vessels increased by 14.7% from $12,512 a day during 2023 to $14,351 a day during 2024 primarily a result of higher rates achieved by our Ultramax and Supramax vessels, as well as lower voyage expenses. ​ For 2024 and 2023, we had ownership days of 15,781.6 and 16,135.2 days, respectively.
The TCE for our minor bulk vessels decreased by 6.9% from $14,351 a day during 2024 to $13,355 a day during 2025 primarily a result of lower rates achieved by our Ultramax and Supramax vessels. ​ Total ownership days decreased from 15,781.6 days during 2024 to 15,407.9 days during 2025 due to the sale of four Capesize vessels and one Supramax vessel during 2024, partially offset by the delivery of one Capesize vessel during the fourth quarter of 2024 and one Capesize vessel during the fourth quarter of 2025.
However, if market conditions were to worsen significantly due to the war in Ukraine, the Houthi conflict in the Red Sea, the Israel-Hamas war, or other causes, then our cash resources may decline to a level that may put at risk our ability to pay dividends per our capital allocation strategy or at all. ​ Throughout 2022, 2023 and 2024, we made a total of $241.0 million of voluntary debt prepayments, resulting in a reduced cash flow breakeven rate from previous levels.
However, if market conditions were to worsen significantly due to the U.S.-China trade dispute, the imposition of tariffs, the war in Ukraine, the Houthi conflict in the Red Sea, the Israel-Hamas war, other conflicts in the Middle East or Venezuela, or other causes, then our cash resources may decline to a level that may put at risk our ability to pay dividends per our capital allocation strategy or at all. ​ Going forward, given the nature of our revolving credit facility, we plan to actively manage our debt balance to reduce interest expense and may also opportunistically draw down debt to assist in funding accretive growth opportunities.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeOn May 30, 2023, we entered into an amendment to the $450 Million Credit Facility to transition from the use of LIBOR to calculate interest to SOFR effective June 30, 2023, During the years ended December 31, 2024 and 2023, we were subject to the following interest rates on the outstanding debt under our credit facilities (refer to Note 8 — Debt in our Consolidated Financial Statements for effective dates and termination dates for our credit facilities outlined below): ​ ● $450 Million Credit Facility ​ ● One-month or three-month LIBOR plus 2.15% until June 30, 2023.
Biggest changeDuring the years ended December 31, 2025 and 2024, we were subject to the following interest rates on the outstanding debt under our credit facilities (refer to Note 8 — Debt in our Consolidated Financial Statements for effective dates and termination dates for our credit facilities outlined below): ​ ● $500 Million Revolver ​ ● One-month SOFR plus 1.85% until August 1, 2024 when the applicable margin was increased from 1.85% to 1.90% pursuant to the sustainability link term of the facility.
We incur certain operating expenses in currencies other than the U.S. Dollar, and the foreign exchange risk associated with these operating expenses is immaterial. ​ ​ 66 Table of Contents
We incur certain operating expenses in currencies other than the U.S. Dollar, and the foreign exchange risk associated with these operating expenses is immaterial. ​ ​ 64 Table of Contents
During the first quarter of 2024, our last remaining interest rate cap agreement that we used to manage interest costs and the risk associated with changing interest rates expired.
During the first quarter of 2024, our last remaining 63 Table of Contents interest rate cap agreement that we used to manage interest costs and the risk associated with changing interest rates expired.
These rates were applicable until November 29, 2023, when we entered into the $500 Million Revolver. ​ ● $500 Million Revolver ​ ● One-month SOFR plus 1.85% until August 1, 2024 when the applicable margin was increased from 1.85% to 1.90% pursuant to the sustainability link term of the facility. ​ A 1% increase in SOFR would have resulted in an increase of $1.3 million in interest expense for the year ended December 31, 2024. ​ From time to time, the Company may consider derivative financial instruments such as swaps and caps or other means to protect itself against interest rate fluctuations. ​ Derivative financial instruments ​ As part of our business strategy, we may enter into interest rate swap agreements or interest rate cap agreements to manage interest costs and the risk associated with changing interest rates.
These rates were applicable until July 10, 2025 when we entered into the $600 Million Revolver. ​ ● $600 Million Revolver ​ ● One-month SOFR plus 1.75% from July 10, 2025 until July 31, 2025 when the applicable margin was increased from 1.75% to 1.80% pursuant to the sustainability link term of the facility. ​ ​ A 1% increase in SOFR would have resulted in an increase of $1.2 million in interest expense for the year ended December 31, 2025. ​ From time to time, the Company may consider derivative financial instruments such as swaps and caps or other means to protect itself against interest rate fluctuations. ​ Derivative financial instruments ​ As part of our business strategy, we may enter into interest rate swap agreements or interest rate cap agreements to manage interest costs and the risk associated with changing interest rates.
Removed
Effective June 30, 2023, we transitioned from the use of LIBOR to SOFR Rates. Additionally, on August 3, 2023, the applicable margin was reduced from 2.15% to 2.10% pursuant to the sustainability link term 65 Table of Contents of the facility.

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