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Genco Shipping & Trading Limited

11/04/2026 | Press release | Distributed by Public on 11/04/2026 16:06

Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995

This report contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements use words such as "anticipate," "budget", "estimate," "expect," "project," "intend," "plan," "believe," and other words and terms of similar meaning in connection with a discussion of potential future events, circumstances or future operating or financial performance. These forward-looking statements are based on our management's current expectations and observations. Included among the factors that, in our view, could cause actual results to differ materially from the forward looking statements contained in this report 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 conflicts in Ukraine and Iran, related attacks on commercial vessels, and other conflicts in the Middle East; (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, 2026 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; and (xxiv) other factors listed from time to time in our filings with the Securities and Exchange Commission, including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2025 and subsequent reports on Form 8-K and Form 10-Q. Our ability to pay dividends in any period will depend upon various factors, including the limitations under any credit agreements to which we may be a party, applicable provisions of Marshall Islands law and the final determination by the Board of Directors each quarter after its review of our financial performance, market developments, and the best interests of the Company and its shareholders. The timing and amount of dividends, if any, could also be affected by factors affecting cash flows, results of operations, required capital expenditures, or reserves. As a result, the amount of dividends actually paid may vary. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

The following management's discussion and analysis should be read in conjunction with our historical consolidated financial statements and the related notes included in this Form 10-Q.

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. Our fleet currently consists of 44 drybulk vessels, including two Newcastlemax, 18 Capesize, 15 Ultramax and 9 Supramax vessels, with an aggregate carrying capacity of approximately 5,117,000 deadweight tons ("dwt") and an average age of approximately 12.9 years.

See pages 38-39 for a table of our current fleet.

Our approach towards fleet composition is to own a high-quality fleet of vessels focused on Newcastlemax, Capesize, Ultramax and Supramax vessels. Newcastlemax and 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. 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. Overall, we utilize a portfolio approach to revenue generation through a combination of short-term, spot market employment, index-linked time charters as well as opportunistically booking longer term fixed-rate coverage or contracts of affreightment depending on market conditions and management's outlook. Our fleet deployment strategy is currently weighted towards short-term fixtures, which provides us with optionality on our sizeable fleet.

Our approach to capital allocation focuses on three key factors:

●

Compelling quarterly dividends,

●

Low financial leverage, and

●

Accretive growth and renewal of our fleet

Since 2021, we have executed this strategy by reducing our debt by $69.2 million cumulatively through September 30, 2026 while expanding our core major bulk and minor bulk segments. These actions have enabled us to further reduce our cash flow breakeven rate positioning us to pay sizeable quarterly dividends across various market environments.

In addition to the $94.6 million of cash on our balance sheet as of September 30, 2026, we had undrawn revolver availability of $300.0 million, bringing our total liquidity to $394.6 million.

Including the $1.05 dividend for the third quarter of 2026, we have declared 29 consecutive quarterly dividends, which total $9.765 per share.

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. Vessels receive ratings from A (best) to E (worst) and must implement corrective action plans if poorly rated.

●

The IMO is currently undertaking the second phase of its review of the EEXI, CII, and Ship Energy Efficiency Management Plan ("SEEMP") framework. The review includes consideration of potential revisions to CII reduction factors, calculation methodologies, correction factors, and implementation requirements. The timing, scope, and outcome of this review remain uncertain and could affect future vessel efficiency ratings and associated compliance requirements.

Revised IMO GHG Strategy

In July 2023, the IMO adopted an updated greenhouse gas ("GHG") strategy, setting forth the following targets:

●

Reduce total annual GHG emissions from shipping by at least 20%, striving for 30%, by 2030 compared to 2008 levels,

●

Achieve at least a 70% reduction, striving for 80%, by 2040,

●

Reach net-zero GHG emissions by around 2050.

IMO Net-Zero Framework

At its 83^rd session in April 2025, the IMO's Marine Environment Protection Committee ("MEPC") approved draft regulations forming the IMO Net-Zero Framework. Key components include:

●

A new global fuel standard for ships, establishing a phased reduction in the carbon intensity of marine fuels calculated on a "well-to-wake" basis.

●

A global pricing mechanism for GHG emissions that aims to reduce the cost gap between conventional and zero or near-zero GHG emission fuels through a two-tier compliance system where vessels exceeding the gradually more stringent emission limits will pay fees into a Net-Zero Fund established by the IMO.

At the second extraordinary session of the MEPC, held in October 2025 specifically to consider formal adoption of the IMO Net-Zero Framework as approved at MEPC's 83rd session, a lack of consensus among member states led to an unexpected adjournment of the session for one year.

At MEPC's 84th session in April 2026, member states did not reach agreement on adoption or substantive revision of the IMO Net-Zero Framework. An intersessional working group met in September 2026 to address remaining concerns with the draft amendments, with further discussions scheduled for November 2026.

MEPC's 85th session is scheduled for November 30 to December 3, 2026. Subject to decisions made at MEPC 85, the adjourned second extraordinary session is expected to be resumed directly thereafter, on December 4, 2026, to continue consideration of adoption of the IMO Net-Zero Framework.

Based on the outcomes of MEPC's 84th session, the IMO Net-Zero Framework is not expected to enter into force before 2028, although continued lack of consensus or further revisions could further delay implementation.

In the IMO Net-Zero Framework's current form, any vessel consuming conventional fossil fuels would be required to transfer surplus credits from over-compliant vessels, purchase remedial credits through contributions to the Net-Zero Fund, or both to clear its compliance deficit. The timing and final design of these measures remain uncertain but could result in increased compliance costs for drybulk vessels operating on conventional fuels.

Expansion of Emission Control Areas

In March 2026, amendments designating the Norwegian Sea and Canadian Arctic as Emission Control Areas for sulfur oxides, particulate matter and nitrogen oxides entered into force, with the 0.10% sulfur limit or approved equivalent compliance methods becoming applicable on March 1, 2027. In May 2026, the IMO adopted amendments designating the North-East Atlantic as an Emission Control Area for sulfur oxides, particulate matter and nitrogen oxides. The amendments are expected to enter into force on September 1, 2027, with the 0.10% sulfur limit or approved equivalent compliance methods becoming applicable on September 1, 2028. These requirements may increase fuel, operational and compliance costs.

United Kingdom Emissions Trading Scheme

The United Kingdom ("UK") government has confirmed the expansion of the UK Emissions Trading Scheme ("UK ETS") to the maritime sector. The UK ETS Authority has published its final response, which provides for the following:

●

The UK ETS maritime regime started on July 1, 2026 with the first reporting period running through December 31, 2026 and subsequent reporting periods on a full calendar year basis.

●

Verified emissions reports for the initial reporting period ending December 31, 2026 must be submitted by March 31, 2027.

●

The deadline for surrendering of allowances against verified emissions will be April 30 of the year following the reporting period, however allowances for 2026 will not need to be surrendered until April 30, 2028, together with the 2027 allowances.

●

The UK ETS will include all domestic voyages. All emissions within a voyage will be included, including while at anchor and while moored. In addition, all in-port emissions from ships which are travelling domestically, internationally, or both will be included.

●

The UK ETS Authority intends to expand the UK ETS to include 50% of emissions from international maritime voyages starting or ending in a UK port by 2028.

●

The regime applies to vessels of 5,000 gross tonnage and above and covers carbon dioxide, methane, and nitrous oxide emissions.

The UK government continues to consider the future inclusion of international maritime voyage emissions within the UK ETS.

Regional Carbon Taxing Schemes

In addition to the EU's established regional schemes, several national carbon taxing schemes have been implemented recently, most notably by Djibouti and Gabon. Liberia announced a carbon levy in early 2026 only to formally reverse its position several days later. While these recent schemes apply a relatively small price to emissions from ships that call these countries, they contribute to increasing regulatory fragmentation and complexity. This fragmentation may be exacerbated by the delay and uncertainty surrounding the IMO's Net-Zero Framework. Continued lack of consensus at IMO may also encourage broader adoption of regional or national carbon pricing measures by other jurisdictions. It is also possible that regional and national carbon taxing schemes will become more difficult to repeal once the IMO Net-Zero Framework enters into force, potentially resulting in overlapping taxation.

Biofouling Regulation

Brazil implemented biofouling regulations designed to minimize the risk of ships introducing invasive aquatic species, requiring vessels to arrive with a "clean hull" to comply with the regulations. In June 2026, the Brazilian Maritime Authority postponed the application of penalties and sanctions for non-compliance until January 10, 2028, while confirming that the underlying biofouling requirements remain in force. Brazil's biofouling regulations are aligned with the IMO's 2023 Biofouling Guidelines and similar to existing requirements in Australia and New Zealand. Biosecurity concerns coupled with growing safety and environmental restrictions on underwater hull and propeller

cleaning point toward an emerging area of regulatory and operational complexity and underscore the importance of proactive antifouling strategies.

At MEPC 83 in April 2025, the Committee formally agreed to develop a legally binding instrument for the control and management of ships' biofouling. This decision reflects a shift to elevate biofouling management, currently governed by the voluntary 2023 Biofouling Guidelines to an enforceable regime comparable to the Ballast Water Management Convention. The development process is structured around a multi-year work plan. Technical drafting began at the Pollution Prevention and Response ("PPR") 13 sub-committee meeting in February 2026. At MEPC 84 in April 2026, the Committee agreed that the instrument should be developed as a standalone legally binding instrument. The detailed requirements, implementation timeline, and entry into force remain under development, although the IMO currently expects a finalized draft instrument to be presented by 2029, with adoption and entry into force subject to subsequent approval and ratification.

Vessel Acquisitions and Sales

Acquisitions

On April 16, 2026, we entered into an agreement to acquire a 2019-built 182,000 dwt scrubber-fitted Capesize vessel for a purchase price of $65.0 million. The vessel, that was renamed the Genco Volunteer, was delivered on August 12, 2026. As a result of the delay in the delivery of the vessel, the purchase price was reduced by $1.1 million. We paid the $6.5 million deposit on May 1, 2026 utilizing cash on hand, which was held in an escrow account until we took delivery of the vessel. We drew down $50.0 million on our $680 Million Revolver on July 15, 2026 and used cash on hand to finance the remainder of the purchase.

On November 15, 2025, we entered into agreements to acquire two 2020-built 208,000 dwt scrubber-fitted Newcastlemax vessels for a total purchase price of $145.5 million. The vessels, that were renamed Genco Stars and Stripes and Genco Valkyrie, were delivered on March 5, 2026 and March 24, 2026, respectively. We drew down $30 million on the $600 Million Revolver on November 20, 2025 in part to fund the $14.6 million deposit made on November 24, 2025, which was held in an escrow account until we took delivery of the vessels. We drew down $65 million on our $600 Million Revolver on February 23, 2026 and $65 million on our $680 Million Revolver on March 16, 2026 to finance the remainder of the purchases.

On July 10, 2025, we entered into an agreement to acquire a vessel that was renamed the Genco Courageous, a 2020-built, 182,000 dwt scrubber-fitted Capesize vessel, for a purchase price of $63.6 million. The vessel was delivered on October 15, 2025. We drew down $10 million on our $500 Million Revolver on June 26, 2025 in part to fund the $6.4 million deposit made on July 23, 2025. We drew down $60 million on our $600 Million Revolver on September 16, 2025 to finance the remainder of the purchase.

Sales

On February 24, 2026, we entered into agreements to sell the Genco Picardy and the Genco Predator, both 2005-built Supramax vessels, to a third party for $10.6 million each less a commission payable to a third party. The Genco Picardy and Genco Predator were delivered to their third-party buyers on March 30, 2026 and April 15, 2026, respectively.

We will continue to seek opportunities to renew our fleet going forward.

Our Operations

Our major and minor bulk vessels have similar economic characteristics, as they serve the same type of customers, have similar operations and maintenance requirements, operate in the same regulatory environment, and are subject to similar economic characteristics. 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. Commercial management includes the negotiation of charters for vessels, managing the mix of various types of charters, such as time charters, spot market voyage charters and spot market-related time charters, and monitoring the performance of our vessels under their charters. Strategic management includes 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. Our technical management joint venture, GS Shipmanagement Pte. 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.

Factors Affecting Our Results of Operations

We believe that the following table reflects important measures for analyzing trends in our results of operations. The table reflects our ownership days, chartered-in days, available days, operating days, fleet utilization, TCE rates and daily vessel operating expenses for the three and nine months ended September 30, 2026 and 2025 on a consolidated basis.


		For the Three Months Ended
		September 30,						Increase
		2026			2025			(Decrease)			% Change
Fleet Data:
Ownership days (1)
Newcastlemax			184.0			-			184.0		100.0	%
Capesize			1,613.7			1,472.0			141.7		9.6	%
Ultramax			1,380.0			1,380.0			-		-	%
Supramax			828.0			1,012.0			(184.0)		(18.2)	%

Total			4,005.7			3,864.0			141.7		3.7	%

Chartered-in days (2)
Newcastlemax			-			-			-		-	%
Capesize			-			-			-		-	%
Ultramax			-			10.3			(10.3)		(100.0)	%
Supramax			27.6			-			27.6		100.0	%

Total			27.6			10.3			17.3		168.0	%

Available days (owned & chartered-in fleet) (3)
Newcastlemax			184.0			-			184.0		100.0	%
Capesize			1,484.0			1,136.5			347.5		30.6	%
Ultramax			1,313.1			1,355.5			(42.4)		(3.1)	%
Supramax			844.5			965.0			(120.5)		(12.5)	%

Total			3,825.6			3,457.0			368.6		10.7	%

Available days (owned fleet) (4)
Newcastlemax			184.0			-			184.0		100.0	%
Capesize			1,484.0			1,136.5			347.5		30.6	%
Ultramax			1,313.1			1,345.2			(32.1)		(2.4)	%
Supramax			816.9			965.0			(148.1)		(15.3)	%

Total			3,798.0			3,446.7			351.3		10.2	%

Operating days (5)
Newcastlemax			184.0			-			184.0		100.0	%
Capesize			1,480.4			1,127.9			352.5		31.3	%
Ultramax			1,304.1			1,338.7			(34.6)		(2.6)	%
Supramax			838.2			962.6			(124.4)		(12.9)	%

Total			3,806.7			3,429.2			377.5		11.0	%

Fleet utilization (6)
Newcastlemax			100.0	%		-	%		100.0		100.0	%
Capesize			98.9	%		97.1	%		1.8	%	1.9	%
Ultramax			97.2	%		98.0	%		(0.8)	%	(0.8)	%
Supramax			98.0	%		99.7	%		(1.7)	%	(1.7)	%

Fleet average			98.2	%		98.1	%		0.1	%	0.1	%


	For the Three Months Ended
	September 30,						Increase
	2026			2025			(Decrease)			% Change
Average Daily Results:
Time Charter Equivalent (7)
Newcastlemax	$	41,315		$	-		$	41,315		100.0	%
Capesize		36,980			21,380			15,600		73.0	%
Ultramax		20,629			13,687			6,942		50.7	%
Supramax		18,395			12,741			5,654		44.4	%

Fleet average		27,539			15,959			11,580		72.6	%
Major bulk vessels		37,458			21,380			16,078		75.2	%
Minor bulk vessels		19,772			13,292			6,480		48.8	%

Daily vessel operating expenses (8)
Newcastlemax	$	6,816		$	-		$	6,816		100.0	%
Capesize		6,653			7,017			(364)		(5.2)	%
Ultramax		6,879			5,724			1,155		20.2	%
Supramax		7,217			6,090			1,127		18.5	%

Fleet average		6,855			6,312			543		8.6	%


		For the Nine Months Ended
		September 30,						Increase
		2026			2025			(Decrease)			% Change
Fleet Data:
Ownership days (1)
Newcastlemax			400.9			-			400.9		100.0	%
Capesize			4,690.7			4,368.0			322.7		7.4	%
Ultramax			4,095.0			4,095.0			-		-	%
Supramax			2,649.3			3,003.0			(353.7)		(11.8)	%

Total			11,835.9			11,466.0			369.9		3.2	%

Chartered-in days (2)
Newcastlemax			-			-			-		-	%
Capesize			-			-			-		-	%
Ultramax			313.3			311.4			1.9		0.6	%
Supramax			138.4			161.6			(23.2)		(14.4)	%

Total			451.7			473.0			(21.3)		(4.5)	%

Available days (owned & chartered-in fleet) (3)
Newcastlemax			394.8			-			394.8		100.0	%
Capesize			4,405.7			3,713.0			692.7		18.7	%
Ultramax			4,264.4			4,271.3			(6.9)		(0.2)	%
Supramax			2,708.8			2,880.7			(171.9)		(6.0)	%

Total			11,773.7			10,865.0			908.7		8.4	%

Available days (owned fleet) (4)
Newcastlemax			394.8			-			394.8		100.0	%
Capesize			4,405.7			3,713.0			692.7		18.7	%
Ultramax			3,951.1			3,959.9			(8.8)		(0.2)	%
Supramax			2,570.4			2,719.1			(148.7)		(5.5)	%

Total			11,322.0			10,392.0			930.0		8.9	%


		For the Nine Months Ended
		September 30,						Increase
		2026			2025			(Decrease)			% Change
Operating days (5)
Newcastlemax			394.4			-			394.4		100.0	%
Capesize			4,381.4			3,652.9			728.5		19.9	%
Ultramax			4,241.6			4,226.6			15.0		0.4	%
Supramax			2,688.9			2,869.1			(180.2)		(6.3)	%

Total			11,706.3			10,748.6			957.7		8.9	%

Fleet utilization (6)
Newcastlemax			99.9	%		-	%		99.9	%	100.0	%
Capesize			98.9	%		97.0	%		1.9	%	2.0	%
Ultramax			98.6	%		98.5	%		0.1	%	0.1	%
Supramax			98.2	%		99.0	%		(0.8)	%	(0.8)	%

Fleet average			98.7	%		98.1	%		0.6	%	0.6	%


	For the Nine Months Ended
	September 30,						Increase
	2026			2025			(Decrease)			% Change
Average Daily Results:
Time Charter Equivalent (7)
Newcastlemax	$	36,781		$	-		$	36,781		100.0	%
Capesize		32,399			16,926			15,473		91.4	%
Ultramax		17,692			12,704			4,988		39.3	%
Supramax		16,239			11,179			5,060		45.3	%

Fleet average		23,751			13,813			9,938		71.9	%
Major bulk vessels		32,760			16,926			15,834		93.5	%
Minor bulk vessels		17,119			12,083			5,036		41.7	%

Daily vessel operating expenses (8)
Newcastlemax	$	6,608		$	-		$	6,608		100.0	%
Capesize		6,935			6,961			(26)		(0.4)	%
Ultramax		6,422			5,808			614		10.6	%
Supramax		7,202			6,283			919		14.6	%

Fleet average		6,806			6,371			435		6.8	%

Definitions

In order to understand our discussion of our results of operations, it is important to understand the meaning of the following terms used in our analysis and the factors that influence our results of operations.

(1) Ownership days. We define ownership days as the aggregate number of days in a period during which each vessel in our fleet has been owned by us. Ownership days are an indicator of the size of our fleet over a period and affect both the amount of revenues and the amount of expenses that we record during a period.

(2) Chartered-in days. We define chartered-in days as the aggregate number of days in a period during which we chartered-in third-party vessels.

(3) Available days (owned and chartered-in fleet). We define available days as the number of our ownership days and chartered-in days less the aggregate number of days that our vessels are off-hire due to familiarization upon acquisition, repairs or repairs under guarantee, vessel upgrades or special surveys. Companies in the shipping industry generally use available days to measure the number of days in a period during which vessels should be capable of generating revenues.

(4) Available days (owned fleet). We define available days for the owned fleet as available days less chartered-in days.

(5) Operating days. We define operating days as the number of our total available days in a period less the aggregate number of days that our vessels are off-hire due to unforeseen circumstances. The shipping industry uses operating days to measure the aggregate number of days in a period during which vessels actually generate revenues.

(6) Fleet utilization. We calculate fleet utilization as the number of our operating days during a period divided by the number of ownership days plus chartered-in days less drydocking days.

(7) Time charter equivalent. We define time charter equivalent ("TCE") rates as our voyage revenues less voyage expenses, charter-hire expenses and realized gains or losses on fuel hedges, divided by the number of the available days of our owned fleet during the period. TCE rate is not an item recognized by U.S. GAAP (i.e., it is a non-GAAP measure). However, it 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.


	Entire Fleet					Major Bulk					Minor Bulk
	For the Three Months Ended					For the Three Months Ended					For the Three Months Ended
	September 30,					September 30,					September 30,
	2026			2025		2026			2025		2026			2025
Voyage revenues (in thousands)	$	151,855		$	79,921	$	91,389		$	37,570	$	60,466		$	42,351
Voyage expenses (in thousands)		44,938			24,810		28,709			13,272		16,229			11,538
Charter hire expenses (in thousands)		1,984			106		-			-		1,984			106
Realized loss on fuel hedges (in thousands)		(337)			-		(199)			-		(138)			-
		104,596			55,005		62,481			24,298		42,115			30,707
Total available days for owned fleet		3,798			3,447		1,668			1,137		2,130			2,310
Total TCE rate	$	27,539		$	15,959	$	37,458		$	21,380	$	19,772		$	13,292


	Entire Fleet					Major Bulk					Minor Bulk
	For the Nine Months Ended					For the Nine Months Ended					For the Nine Months Ended
	September 30,					September 30,					September 30,
	2026			2025		2026			2025		2026			2025
Voyage revenues (in thousands)	$	402,698		$	232,130	$	229,704		$	106,319	$	172,994		$	125,811
Voyage expenses (in thousands)		125,299			84,169		72,246			43,473		53,053			40,696
Charter hire expenses (in thousands)		8,465			4,425		-			-		8,465			4,425
Realized (loss) gain on fuel hedges (in thousands)		(26)			12		(192)			-		166			12
		268,908			143,548		157,266			62,846		111,642			80,702
Total available days for owned fleet		11,322			10,392		4,801			3,713		6,521			6,679
Total TCE rate	$	23,751		$	13,813	$	32,760		$	16,926	$	17,119		$	12,083

(8) Daily vessel operating expenses. We define daily vessel operating expenses to include crew wages and related costs, the cost of insurance expenses relating to repairs and maintenance (excluding drydocking), the costs of spares and consumable stores, tonnage taxes and other miscellaneous expenses. Daily vessel operating expenses are calculated by dividing vessel operating expenses by ownership days for the relevant period.

Operating Data

The following tables represent the operating data for the three and nine months ended September 30, 2026 and 2025 on a consolidated basis.


		For the Three Months Ended
		September 30,
		2026			2025			Change			% Change

		(U.S. dollars in thousands, except for per share amounts)
Revenue:
Voyage revenues		$	151,855		$	79,921		$	71,934		90.0	%

Total revenues			151,855			79,921			71,934		90.0	%

Operating Expenses:
Voyage expenses			44,938			24,810			20,128		81.1	%
Vessel operating expenses			27,459			24,391			3,068		12.6	%
Charter hire expenses			1,984			106			1,878		1,771.7	%
General and administrative expenses (inclusive of nonvested stock amortization expense of $2,187 and $1,919, respectively)			7,751			7,584			167		2.2	%
Technical management expenses			1,073			1,265			(192)		(15.2)	%
Depreciation and amortization			23,359			19,298			4,061		21.0	%
Impairment of vessel assets			643			-			643		100.0	%
Other operating expense			397			-			397		100.0	%

Total operating expenses			107,604			77,454			30,150		38.9	%

Operating income			44,251			2,467			41,784		1,693.7	%
Other expense, net			(6,162)			(3,545)			(2,617)		73.8	%

Net income (loss)			38,089			(1,078)			39,167		(3,633.3)	%
Less: Net income (loss) attributable to noncontrolling interest			86			(25)			111		(444.0)	%
Net income (loss) attributable to Genco Shipping & Trading Limited		$	38,003		$	(1,053)		$	39,056		(3,709.0)	%

Net earnings (loss) per share - basic		$	0.87		$	(0.02)		$	0.89		(4,450.0)	%
Net earnings (loss) per share - diluted		$	0.85		$	(0.02)		$	0.87		(4,350.0)	%
Weighted average common shares outstanding - basic			43,922,464			43,414,340			508,124		1.2	%
Weighted average common shares outstanding - diluted			44,634,839			43,414,340			1,220,499		2.8	%

EBITDA (1)		$	66,907		$	21,008		$	45,899		218.5	%


		For the Nine Months Ended
		September 30,
		2026			2025			Change			% Change

		(U.S. dollars in thousands, except for per share amounts)
Revenue:
Voyage revenues		$	402,698		$	232,130		$	170,568		73.5	%

Total revenues			402,698			232,130			170,568		73.5	%

Operating Expenses:
Voyage expenses			125,299			84,169			41,130		48.9	%
Vessel operating expenses			80,555			73,055			7,500		10.3	%
Charter hire expenses			8,465			4,425			4,040		91.3	%
General and administrative expenses (inclusive of nonvested stock amortization expense of $6,262 and $5,195 respectively)			23,764			22,477			1,287		5.7	%
Technical management expenses			2,912			3,821			(909)		(23.8)	%
Depreciation and amortization			66,764			55,095			11,669		21.2	%
Impairment of vessel assets			2,368			651			1,717		263.7	%
Net gain on sale of vessels			(4,017)			-			(4,017)		(100.0)	%
Other operating expense			17,274			-			17,274		100.0	%

Total operating expenses			323,384			243,693			79,691		32.7	%

Operating income (loss)			79,314			(11,563)			90,877		(785.9)	%
Other expense, net			(14,913)			(8,286)			(6,627)		80.0	%

Net income (loss)			64,401			(19,849)			84,250		(424.5)	%
Less: Net income (loss) attributable to noncontrolling interest			440			(72)			512		(711.1)	%
Net income (loss) attributable to Genco Shipping & Trading Limited		$	63,961		$	(19,777)		$	83,738		(423.4)	%

Net earnings (loss) per share - basic		$	1.46		$	(0.46)			1.92		(417.4)	%
Net earnings (loss) per share - diluted		$	1.44		$	(0.46)			1.90		(413.0)	%
Weighted average common shares outstanding - basic			43,834,475			43,322,949			511,526		1.2	%
Weighted average common shares outstanding - diluted			44,540,519			43,322,949			1,217,570		2.8	%

EBITDA (1)		$	145,248		$	42,576		$	102,672		241.1	%

(1)

EBITDA represents net income (loss) attributable to Genco Shipping & Trading Limited plus net interest expense, taxes and depreciation and amortization. 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. 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. EBITDA presents investors with a measure in addition to net income to evaluate our performance prior to these costs. EBITDA is a non-GAAP measure and should not be considered as an alternative to net income, operating income or any other indicator of a company's operating performance required

by U.S. GAAP. EBITDA is not a measure of liquidity or cash flows as shown in our Condensed Consolidated Statements of Cash Flows. The definition of EBITDA used here may not be comparable to that used by other companies. 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 Three Months Ended					For the Nine Months Ended
	September 30,					September 30,
	2026		2025			2026			2025
Net income (loss) attributable to Genco Shipping & Trading Limited	$	38,003	$	(1,053)		$	63,961		$	(19,777)
Net interest expense		5,545		2,763			14,523			7,258
Income tax expense		-		-			-			-
Depreciation and amortization		23,359		19,298			66,764			55,095

EBITDA (1)	$	66,907	$	21,008		$	145,248		$	42,576

Results of Operations

The following table sets forth information about the most recent employment of the vessels in our fleet as of November 3, 2026:


		Year		Charter
Vessel		Built		Expiration(1)		Cash Daily Rate(2)

Newcastlemax Vessels
Genco Stars and Stripes		2020		November 2026		Voyage
Genco Valkyrie		2020		January 2027		Voyage

Capesize Vessels
Genco Augustus		2007		October 2026		Voyage
Genco Tiberius		2007		January 2027		Voyage
Genco London		2007		December 2026		Voyage
Genco Titus		2007		November 2026		Voyage
Genco Constantine		2008		November 2026		Voyage
Genco Tiger		2011		January 2027		Voyage
Genco Lion		2012		March 2027		99.5% of BCI (3)
Genco Bear		2010		May 2027		100.0% of BCI (3)
Genco Wolf		2010		September 2027		100.5% of BCI (3)
Genco Resolute		2015		December 2026		Voyage
Genco Endeavour		2015		December 2026		Voyage
Genco Defender		2016		November 2026		Voyage
Genco Liberty		2016		November 2026		Voyage
Genco Ranger		2016		November 2026		Voyage
Genco Reliance		2016		November 2026		Voyage
Genco Intrepid		2016		November 2026		Voyage
Genco Courageous		2020		November 2026		Voyage
Genco Volunteer		2019		November 2026		Voyage

Ultramax Vessels
Genco Hornet		2014		November 2026		$23,500
Genco Wasp		2015		December 2026		$36,000
Genco Scorpion		2015		December 2026		Voyage
Genco Mantis		2015		November 2026		Voyage
Genco Weatherly		2014		November 2026		$21,000
Genco Columbia		2016		November 2026		Voyage
Genco Magic		2014		November 2026		Voyage
Genco Vigilant		2015		November 2026		$34,750
Genco Freedom		2015		November 2026		Voyage


		Year		Charter
Vessel		Built		Expiration(1)		Cash Daily Rate(2)

Genco Enterprise		2016		November 2026		$19,000
Genco Constellation		2017		November 2026		Voyage
Genco Madeleine		2014		November 2026		$19,000
Genco Mayflower		2017		January 2027		$23,100
Genco Mary		2022		November 2026		Voyage
Genco Laddey		2022		November 2026		$19,300

Supramax Vessels
Genco Hunter		2007		December 2026		Voyage
Genco Aquitaine		2009		November 2026		Voyage
Genco Ardennes		2009		November 2026		$33,000
Genco Auvergne		2009		December 2026		Voyage
Genco Bourgogne		2010		December 2026		Voyage
Genco Brittany		2010		November 2026		$32,500
Genco Languedoc		2010		December 2026		$25,500
Genco Pyrenees		2010		December 2026		Voyage
Genco Rhone		2011		November 2026		$19,900

(1)

The charter expiration dates presented represent the earliest dates that our charters may be terminated in the ordinary course. Under the terms of certain contracts, the charterer is entitled to extend the time charter from two to four months in order to complete the vessel's final voyage plus any time the vessel has been off-hire.

(2)	Time charter rates presented are the gross daily charterhire rates before third-party brokerage commission generally ranging from 1.25% to 5.00%. In a time charter, the charterer is responsible for voyage expenses such as bunkers, port expenses, agents' fees and canal dues.

(3)	BCI is the Baltic Capesize Index.

Three months ended September 30, 2026 compared to the three months ended September 30, 2025

VOYAGE REVENUES-

For the three months ended September 30, 2026, voyage revenues increased by $72.0 million, or 90.0%, to $151.9 million as compared to $79.9 million for the three months ended September 30, 2025. The increase in voyage revenues was primarily due to higher rates earned by our major and minor bulk vessels, the operation of a larger fleet, as well as fewer drydocking days during the third quarter of 2026 as compared to the third quarter of 2025. During the third quarter of 2026, freight rates were stronger on a year-over-year basis, reaching multi-year highs, led by strong iron ore, bauxite and coal trades together with limited net fleet global growth and continued global fleet-wide inefficiencies as a result of various geopolitical factors.

Various geopolitical factors continue to impact the macroeconomic environment as well as freight rates. These factors include tariffs and trade protectionism, the war in Iran, the war in Ukraine, and attacks on commercial vessels in the Middle East. Such attacks have reduced drybulk vessel transits through the Suez Canal, increasing vessel sailing distances and effectively reducing available vessel capacity. Government intervention to reduce commodity exports, such as a cap to bauxite shipments originating from Guinea, could reduce cargo volumes and negatively impact freight rates.

The average TCE rate of our overall fleet increased 72.6% to $27,539 a day during the third quarter of 2026 from $15,959 a day during the third quarter of 2025. The TCE for our major bulk vessels increased by 75.2% from $21,380 a day during the third quarter of 2025 to $37,458 a day during the third quarter of 2026. This increase was primarily a result of higher rates achieved by our Capesize vessels, and the purchase of two Newcastlemax vessels. The

TCE for our minor bulk vessels increased by 48.8% from $13,292 a day during the third quarter of 2025 to $19,772 a day during the third quarter of 2026 primarily a result of higher rates achieved by our Ultramax and Supramax vessels.

Fleet utilization increased marginally from 98.1% during the third quarter of 2025 to 98.2% during the third quarter of 2026. From October 1, 2026 until December 31, 2026, we expect approximately 120 days of offhire related to scheduled drydockings and special surveys. Refer to "Capital Expenditures" section below for further details.

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. These expenses are borne by the Company during spot market voyage charters. There are certain other non-specified voyage expenses such as commissions, which are typically borne by us. Voyage expenses include port and canal charges, fuel (bunker) expenses and brokerage commissions payable to unaffiliated third parties. Port and canal charges and bunker expenses primarily increase in periods during which vessels are employed on spot market voyage charters because these expenses are for the account of the vessel owner. At the inception of a time charter, we record the difference between the cost of bunker fuel delivered by the terminating charterer and the bunker fuel sold to the new charterer as a gain or loss within voyage expenses. Voyage expenses also include the cost of bunkers consumed during short-term time charters pursuant to the terms of the time charter agreement. Additionally, we may record the lower of cost and net realizable value adjustments to re-value the bunker fuel on a quarterly basis for certain time charter agreements where the inventory is subject to gains and losses. Refer to Note 2 - Summary of Significant Accounting Policies in our Condensed Consolidated Financial Statements.

Voyage expenses increased by $20.1 million, or 81.1%, from $24.8 million during the three months ended September 30, 2025 to $44.9 million during the three months ended September 30, 2026. The increase was primarily due to the operation of a larger fleet, higher bunker consumption and higher overall port and agency fees.

VESSEL OPERATING EXPENSES-

Vessel operating expenses increased by $3.1 million from $24.4 million during the three months ended September 30, 2025 to $27.5 million during the three months ended September 30, 2026. This increase was primarily due to the operation of a larger fleet as well as higher crew costs and insurance costs.

Average daily vessel operating expenses ("DVOE") for our fleet increased to $6,855 per vessel per day for the three months ended September 30, 2026 from $6,312 per vessel per day for the three months ended September 30, 2025. The increase in daily vessel operating expense was primarily due to higher crew costs and insurance costs, as well as the timing of the purchase of stores. We believe daily vessel operating expenses are best measured for comparative purposes over a 12-month period in order to take into account all of the expenses that each vessel in our fleet will incur over a full year of operation.

Our vessel operating expenses increase to the extent our fleet expands. Other factors beyond our control, some of which may affect the shipping industry in general, including, for instance, developments relating to market prices for crewing, lubes, and insurance, may also cause these expenses to increase. 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 Iran and related attacks on commercial vessels, the war in Ukraine, and other conflicts in the Middle East, among other potential macroeconomic events. The potential impact of these items is unpredictable, and the actual amount of our DVOE could be higher or lower than budgeted as a result.

The DVOE budget for the fourth quarter of 2026 is expected to be $6,750 per vessel per day on a fleet-wide basis. The potential impacts of various macroeconomic events, including but not limited to the war in Iran and related attacks on commercial vessels, the war in Ukraine, and other conflicts in the Middle East, among other potential macroeconomic events, 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 increased by $1.9 million from $0.1 million during the three months ended September 30, 2025 to $2.0 million during the three months ended September 30, 2026. The increase was primarily due to an increase in hire rates.

GENERAL AND ADMINISTRATIVE EXPENSES-

We incur general and administrative expenses that relate to our onshore non-vessel-related activities. Our general and administrative expenses include our payroll expenses, including those relating to our executive officers, operating lease expense, legal, auditing and other professional expenses. General and administrative expenses include nonvested stock amortization expense which represent the amortization of stock-based compensation that has been issued to our directors and employees pursuant to the 2015 Plan. Refer to Note 13 - Stock-Based Compensation in our Condensed Consolidated Financial Statements. General and administrative expenses also include legal and professional fees associated with our credit facilities, which are not capitalizable to deferred financing costs. We also incur general and administrative expenses for our overseas offices located in Singapore and Copenhagen.

General and administrative expenses increased marginally from $7.6 million during the three months ended September 30, 2025 to $7.8 million during the three months ended September 30, 2026. This increase was primarily due to higher nonvested stock amortization expense partially offset by lower legal 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 expenses were $1.1 million and $1.3 million during the three months ended September 30, 2026 and 2025, respectively, with the variance due to timing of expenses during the year.

DEPRECIATION AND AMORTIZATION-

Depreciation and amortization expense increased by $4.1 million to $23.4 million during the three months ended September 30, 2026 as compared to $19.3 million during the three months ended September 30, 2025. This increase was primarily due to an increase in vessel depreciation expense for the Genco Courageous, which was delivered during the fourth quarter of 2025, and the Genco Stars and Stripes, the Genco Valkyrie and the Genco Volunteer, which were delivered during the nine months ended September 30, 2026. Additionally, there was an increase in drydocking amortization expense for certain vessels that completed their respective drydockings during 2025 and the nine months ended September 30, 2026.

IMPAIRMENT OF VESSEL ASSETS-

During the three months ended September 30, 2026 and 2025, we recorded $0.6 million and $0 million, respectively, of impairment of vessel assets related to the loss on disposal of replaced equipment on certain vessels. Refer to Note 2 - Summary of Significant Accounting Policies in our Condensed Consolidated Financial Statements for further information.

OTHER OPERATING EXPENSE-

Other operating expense of $0.4 million recorded during the three months ended September 30, 2026 consists of costs for non-routine aspects of our 2026 Annual Meeting of Shareholders and costs associated with proposals to purchase our common stock.

OTHER (EXPENSE) INCOME -

INTEREST EXPENSE -

Interest expense increased by $3.2 million from $3.2 million during the three months ended September 30, 2025 to $6.4 million during the three months ended September 30, 2026. Interest expense during the three months ended September 30, 2026 and 2025 consisted of interest expense under our credit facilities and amortization of deferred financing costs for those facilities. The increase was primarily due to higher outstanding debt during the third quarter of 2026 as compared to the third quarter of 2025, partially offset by lower interest rates.

INTEREST INCOME -

Interest income increased by $0.4 million from $0.4 million during the three months ended September 30, 2025 to $0.8 million during the three months ended September 30, 2026 primarily due to higher interest income earned on our cash and cash equivalents.

OTHER EXPENSE -

Other expense increased by $0.5 million from $0.1 million during the three months ended September 30, 2025 to $0.6 million during the three months ended September 30, 2026 primarily due to an increase in losses on our fuel hedge agreements.

LOSS ON DEBT EXTINGUISHMENT -

During the three months ended September 30, 2025, we recorded $0.7 million related to the loss on the extinguishment of debt as a result of the refinancing of the $500 Million Revolver with the $600 Million Revolver on July 10, 2025. Refer to Note 8 - Debt in our Condensed Consolidated Financial Statements.

NET INCOME (LOSS) ATTRIBUTABLE TO NONCONTROLLING INTEREST -

During the three months ended September 30, 2026 and 2025, net income (loss) attributable to noncontrolling interest was $0.09 million and ($0.03) million, respectively, which is associated with the net income (loss) attributable to the noncontrolling interest of GSSM.

Nine months ended September 30, 2026 compared to the nine months ended September 30, 2025

VOYAGE REVENUES-

For the nine months ended September 30, 2026, voyage revenues increased by $170.6 million, or 73.5%, to $402.7 million as compared to $232.1 million for the nine months ended September 30, 2025. The increase in voyage revenues was primarily due to higher rates earned by our major and minor bulk vessels, the operation of a larger fleet, as well as fewer drydocking days during the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. Refer to the discussion above included under the section "Three months ended September 30, 2026 compared to the three months ended September 30, 2025 - Voyage Revenues" for further information.

The average TCE rate of our overall fleet increased by 71.9% to $23,751 a day during the nine months ended September 30, 2026 from $13,813 a day during the nine months ended September 30, 2025. The TCE for our major bulk vessels increased by 93.5% from $16,926 a day during the nine months ended September 30, 2025 to $32,760 a day during the nine months ended September 30, 2026. This increase was primarily a result of higher rates achieved by our Capesize vessels, and the purchase of two Newcastlemax vessels. The TCE for our minor bulk vessels increased by 41.7% from $12,083 a day during the nine months ended September 30, 2025 to $17,119 a day during the nine months ended September 30, 2026 primarily a result of higher rates achieved by our Ultramax and Supramax vessels.

Fleet utilization increased from 98.1% during the nine months ended September 30, 2025 to 98.7% during the nine months ended September 30, 2026.

VOYAGE EXPENSES-

Voyage expenses increased by $41.1 million, or 48.9%, from $84.2 million during the nine months ended September 30, 2025 to $125.3 million during the nine months ended September 30, 2026. The increase was primarily due to the operation of a larger fleet, higher bunker consumption, as well as higher overall port and agency fees.

VESSEL OPERATING EXPENSES-

Vessel operating expenses increased by $7.5 million from $73.1 million during the nine months ended September 30, 2025 to $80.6 million during the nine months ended September 30, 2026. This increase was primarily due to the operation of a larger fleet as well as higher crew costs and insurance costs.

DVOE for our fleet increased to $6,806 per vessel per day for the nine months ended September 30, 2026 from $6,371 per vessel per day for the nine months ended September 30, 2025. The increase in daily vessel operating expense was primarily due to higher crew costs and insurance costs, as well as the timing of the purchase of stores. We believe that daily vessel operating expenses are best measured for comparative purposes over a 12-month period in order to take into account all of the expenses that each vessel in our fleet will incur over a full year of operation.

CHARTER HIRE EXPENSES-

Charter hire expenses increased by $4.1 million from $4.4 million during the nine months ended September 30, 2025 to $8.5 million during the nine months ended September 30, 2026. The increase was primarily due to an increase in hire rates.

GENERAL AND ADMINISTRATIVE EXPENSES-

For the nine months ended September 30, 2026 and 2025, general and administrative expenses were $23.8 and $22.5 million, respectively. This increase was primarily due to higher nonvested stock amortization expense.

TECHNICAL MANAGEMENT EXPENSES-

Technical management expenses were $2.9 million and $3.8 million during the nine months ended September 30, 2026 and 2025, respectively, with the variance due to timing of expenses during the year.

DEPRECIATION AND AMORTIZATION-

Depreciation and amortization expense increased by $11.7 million to $66.8 million during the nine months ended September 30, 2026 as compared to $55.1 million during the nine months ended September 30, 2025. This increase was primarily due to an increase in vessel depreciation expense for the Genco Courageous, which was delivered during the fourth quarter of 2025, and the Genco Stars and Stripes, the Genco Valkyrie and the Genco Volunteer, which were delivered during the nine months ended September 30, 2026. Additionally, there was an increase in drydocking amortization expense for certain vessels that completed their respective drydockings during 2025 and the nine months ended September 30, 2026.

IMPAIRMENT OF VESSEL ASSETS-

During the nine months ended September 30, 2026 and 2025, we recorded $2.4 million and $0.7 million of impairment of vessel assets, respectively, related to the loss on disposal of replaced equipment on certain vessels. Refer to Note 2 - Summary of Significant Accounting Policies in our Condensed Consolidated Financial Statements for further information.

NET GAIN ON SALE OF VESSELS

During the nine months ended September 30, 2026, we recorded a net gain on sale of vessels of $4.0 million related to the sales of the Genco Picardy and the Genco Predator on March 30, 2026 and April 15, 2026, respectively. There were no vessels sold during the nine months ended September 30, 2025. Refer to Note 5 - Vessel Acquisitions and Dispositions in our Condensed Consolidated Financial Statements for further information.

OTHER OPERATING EXPENSE-

Other operating expense of $17.3 million recorded during the nine months ended September 30, 2026 consists of costs for non-routine aspects of our 2026 Annual Meeting of Shareholders and costs associated with proposals to purchase our common stock.

OTHER (EXPENSE) INCOME -

INTEREST EXPENSE -

Interest expense increased by $8.3 million from $8.3 million during the nine months ended September 30, 2025 to $16.6 million during the nine months ended September 30, 2026. The increase was primarily due to higher outstanding debt during the nine months ended September 30, 2026 as compared to the same period during 2025, partially offset by lower interest rates.

INTEREST INCOME -

Interest income increased by $1.1 million from $1.0 million during the nine months ended September 30, 2025 to $2.1 million during the nine months ended September 30, 2026 primarily due to higher interest income earned on our cash and cash equivalents.

LOSS ON DEBT EXTINGUISHMENT -

During the nine months ended September 30, 2025, we recorded $0.7 million related to the loss on the extinguishment of debt as a result of the refinancing of the $500 Million Revolver with the $600 Million Revolver on July 10, 2025. Refer to Note 8 - Debt in our Condensed Consolidated Financial Statements.

NET INCOME (LOSS) ATTRIBUTABLE TO NONCONTROLLING INTEREST -

During the nine months ended September 30, 2026 and 2025, net income (loss) attributable to noncontrolling interest was $0.4 million and ($0.07) million, respectively, which is associated with the net income (loss) attributable to the noncontrolling interest of GSSM.

LIQUIDITY AND CAPITAL RESOURCES

Our primary sources of liquidity are cash flow from operations, cash on hand, equity offerings and credit facility borrowings. We currently use our funds primarily for the acquisition of vessels, fleet renewal, drydocking for our vessels, payment of dividends, debt repayments and satisfying working capital requirements as may be needed to support our business. Our ability to continue to meet our liquidity needs is subject to and will be affected by cash utilized in operations, the economic or business environment in which we operate, shipping industry conditions, the financial condition of our customers, vendors and service providers, our ability to comply with the financial and other covenants of our indebtedness, and other factors.

We believe, given our current cash holdings and undrawn revolver availability, if drybulk shipping rates do not decline significantly from current levels, our capital resources, including cash anticipated to be generated within the year, are sufficient to fund our operations for at least the next twelve months. Such resources include unrestricted cash and cash equivalents of $94.6 million as of September 30, 2026, in addition to the $300.0 million availability under the $680

Million Revolver as of September 30, 2026, which compares to a minimum liquidity requirement under our credit facility of approximately $22 million as of September 30, 2026. Given anticipated capital expenditures related to drydockings and fleet upgrade costs of $6.2 million and $26.5 million during the remainder of 2026 and 2027, 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. However, if market conditions were to worsen significantly due to the U.S.-China trade dispute, the imposition of tariffs, the war in Iran and related attacks on commercial vessels, the war in Ukraine, other conflicts in the Middle East, 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. As of September 30, 2026, there are no mandatory debt repayments due through 2028 until we must repay $47.3 million and $332.7 million during 2029 and 2030, respectively. Nonetheless, we intend to continue to pay down debt on a voluntary basis.

As of September 30, 2026, the $680 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. If the values of our vessels were to decline as a result of the various geopolitical factors previously mentioned or otherwise, we may not satisfy this collateral maintenance requirement. 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 of tariffs, the war in Iran and related attacks on commercial vessels, the war in Ukraine, other conflicts in the Middle East, and the trajectory of China's economic recovery and stimulus measures. We may from time to time seek to raise additional capital through equity or debt offerings, selling vessels or other assets, pursuing strategic opportunities, or otherwise. We may also from time to time seek to incur additional debt financing from private or public sector sources, refinance our indebtedness or obtain waivers or modifications to our credit agreements to obtain more favorable terms, enhance flexibility in conducting our business, or otherwise. We may also seek to manage our interest rate exposure through hedging transactions. We may seek to accomplish any of these independently or in conjunction with one or more of these actions. However, if market conditions are unfavorable, we may be unable to accomplish any of the foregoing on acceptable terms or at all.

On February 27, 2026, we entered into an amendment to upsize our existing $600 Million Revolver. Specifically, we utilized $80 million under the $300 million accordion feature to increase our borrowing capacity from $600 million to $680 million. The increased borrowing capacity was available upon delivery of the two Newcastlemax vessels, the Genco Stars and Stripes and the Genco Valkyrie, which were delivered on March 5, 2026 and March 24, 2026, respectively. Refer to Note 8 - Debt in our Condensed Consolidated Financial Statements for further details regarding the terms of the $680 Million Revolver, which information is incorporated herein by reference.

As of September 30, 2026, we were in compliance with all financial covenants under the $680 Million Revolver.

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. Anticipated uses for the voluntary quarterly reserve include, but are not limited to, vessel acquisitions, debt prepayments and repayments, and general corporate purposes. In order to set aside funds for these purposes, the voluntary reserve will be set on a quarterly basis at the discretion of our Board and is anticipated to be based on future quarterly debt repayments and interest expense.

On November 4, 2026, we announced a quarterly dividend of $1.05 per share. Our quarterly dividend policy and declaration and payment of dividends are subject to legally available funds, compliance with applicable law and contractual obligations (including our credit facilities) 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.

Since 2021, in connection with our comprehensive value strategy, we have paid down additional indebtedness under our credit facilities.

The declaration and payment of any dividend or any stock repurchase is subject to the discretion of our Board of Directors. Our Board of Directors and management continue to closely monitor market developments together with the evaluation of our quarterly dividend policy in the current market environment. The principal business factors that our Board of Directors expects to consider when determining the timing and amount of dividend payments or stock repurchases include our earnings, financial condition, and cash requirements at the time. Marshall Islands law generally prohibits the declaration and payment of dividends or stock repurchases other than from surplus. Marshall Islands law also prohibits the declaration and payment of dividends or stock repurchases while a company is insolvent or would be rendered insolvent by the payment of such a dividend or such a stock repurchase. Heightened economic uncertainty and the potential for renewed drybulk market weakness as a result of the war in Iran and related attacks on commercial vessels, the war in Ukraine, other conflicts in the Middle East, and related economic conditions may result in our suspension, reduction, or termination of future quarterly dividends.

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 nine months ended September 30, 2026 and 2025 was $115.4 million and $16.0 million, respectively. 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. Additionally, there was a decrease in drydocking costs incurred during the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025 due to fewer drydockings during the nine months ended September 30, 2026 as compared to the same period during 2025.

Net cash used in investing activities for the nine months ended September 30, 2026 and 2025 was $182.1 million and $17.8 million, respectively. This fluctuation was primarily a result of a $186.6 million increase in the purchase of vessel assets in 2026 due to the purchase of the Genco Stars and Stripes, the Genco Valkyrie and the Genco Volunteer, which were delivered on March 5, 2026, March 24, 2026 and August 12, 2026, respectively. This increase in net cash used in investing activities was partially offset by $21.0 million net proceeds from the sale of the Genco Picardy and the Genco Predator on March 30, 2026 and April 15, 2026, respectively.

Net cash provided by financing activities during the nine months ended September 30, 2026 and 2025 was $105.7 million and $47.7 million, respectively. Overall credit facility related cash inflows increased by $100.0 million during the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025. On February 27, 2026, the $600 Million Revolver was refinanced with the $680 Million Revolver. As part of the debt modification, $4.3 million was settled net among the lenders of the $600 Million Revolver and $680 Million Revolver.

Additionally, on July 10, 2025, the $500 Million Revolver was refinanced with the $600 Million Revolver. As part of the debt modification, $15.3 million was settled net among the lenders of the $500 Million Revolver and $600 Million Revolver. The fluctuation in net cash provided by financing activities is primarily due to drawdowns totaling $180.0 million on the $600 Million Revolver and the $680 Million Revolver made by the Company during the nine months ended September 30, 2026 as compared to drawdowns of only $80.0 million on the $600 Million Revolver and the $500 Million Revolver, respectively, during the nine months ended September 30, 2025. Additionally, there was a $5.1 million decrease year over year in the payment of deferred financing costs related to the aforementioned refinancings of our credit facility agreements. These increases in cash provided by financing activities were partially offset by a $46.4 million increase in the payment of dividends during the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025.

Interest Rate Swap and Cap Agreements, Forward Freight Agreements and Currency Swap Agreements

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. 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. Amounts would not and should not be identical due to the different modeling assumptions. Any material differences would be investigated.

As part of our business strategy, we may enter into arrangements commonly known as forward freight agreements, or FFAs, to hedge and manage our exposure to the charter market risks relating to the deployment of our vessels. Generally, these arrangements would bind us and each counterparty in the arrangement to buy or sell a specified tonnage freighting commitment "forward" at an agreed time and price and for a particular route. Upon settlement, if the contracted charter rate is less than the average of the rates (as reported by an identified index) for the specified route and period, the seller of the FFA is required to pay the buyer an amount equal to the difference between the contracted rate and the settlement rate multiplied by the number of days in the specific period. Conversely, if the contracted rate is greater than the settlement rate, the buyer is required to pay the seller the settlement sum. Although FFAs can be entered into for a variety of purposes, including for hedging, as an option, for trading, or for arbitrage, if we decided to enter into FFAs, our objective would be to hedge and manage market risks as part of our commercial management. It is not currently our intention to enter into FFAs to generate a stream of income independent of the revenues we derive from the operation of our fleet of vessels. If we determine to enter into FFAs, we may reduce our exposure to any declines in our results from operations due to weak market conditions or downturns, but may also limit our ability to benefit economically during periods of strong demand in the market. We have not entered into any FFAs as of September 30, 2026 and December 31, 2025.

Capital Expenditures

We make capital expenditures from time to time in connection with our vessel acquisitions. Our fleet currently consists of 44 drybulk vessels, including two Newcastlemax, 18 Capesize, 15 Ultramax and 9 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. The upgrades have been successfully installed during previous drydockings.

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, fleet upgrade costs consisting of ballast water treatment systems and fuel efficiency upgrades, and scheduled off-hire days for our fleet through 2027 to be:


Year		Estimated Drydocking Costs		Estimated Fleet Upgrade Costs			Estimated Off-hire Days

		(U.S. dollars in millions)

October 1 - December 31, 2026		$	6.1	$	0.1		120
2027 (1)		$	26.4	$	0.1		465

(1)

These amounts exclude a total of $7.3 million of estimated drydocking costs and fleet upgrade costs and 130 estimated offhire days for certain vessels that have drydocking class deadlines during the first quarter of 2028 and may, therefore, not be drydocked until 2028.

The costs reflected are estimates based on drydocking our vessels in China. Actual costs will vary based on various factors, including where the drydockings are actually performed. We expect to fund these costs with cash on hand. These costs do not include drydock expense items that are reflected in vessel operating expenses.

Actual length of drydocking will vary based on the condition of the vessel, yard schedules and other factors. Higher repairs and maintenance expense 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 the nine months ended September 30, 2026 and 2025, we incurred a total of $23.0 million and $53.2 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 the nine months ended September 30, 2026. We estimate that an additional three of our vessels will be drydocked during the remainder of 2026 and 11 of our vessels will be drydocked during 2027.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Inflation

Inflation has only a moderate effect on our expenses given current economic conditions. In the event that significant global inflationary pressures appear, these pressures would increase our operating, voyage, general and administrative, and financing costs.

CRITICAL ACCOUNTING POLICIES

Except as described below, there have been no changes or updates to our critical accounting policies as disclosed in the 2025 10-K.

Vessels and Depreciation

We record the value of our vessels at their cost (which includes acquisition costs directly attributable to the vessel and expenditures made to prepare the vessel for its initial voyage) less accumulated depreciation. We depreciate our drybulk vessels on a straight-line basis over their estimated useful lives, estimated to be 25 years from the date of initial delivery from the shipyard. Depreciation is based on cost less the estimated residual scrap value of $400/lightweight ton (lwt) based on the 15-year average scrap value of steel. An increase in the residual value of the vessels will decrease the annual depreciation charge over the remaining useful life of the vessels. Similarly, an increase in the useful life of a drybulk vessel would also decrease the annual depreciation charge. Comparatively, a decrease in the useful life of a drybulk vessel or in its residual value would have the effect of increasing the annual depreciation charge. 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. Under U.S. 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 in the 2025 10-K.

During the three and nine months ended September 30, 2026, we recorded an impairment loss of $0.6 million and $2.4 million, respectively, for the loss on disposal of replaced equipment on certain vessels. During the three and nine months ended September 30, 2025, we recorded an impairment loss of $0 and $0.7 million, respectively, for the loss on disposal of replaced equipment on certain vessels.

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. 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 $680 Million Revolver as of September 30, 2026. We obtained valuations for all of the vessels in our fleet pursuant to the terms of the $680 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 (excluding any vessels held for sale). As of September 30, 2026, none of our vessels had carrying values that exceeded their vessel valuations, therefore there were no indicators 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. However, based on an analysis of the anticipated undiscounted future net cash flows to be derived from each of these vessels as described in the 2025 10-K, there were no impairment losses recorded for these vessels incurred during the year ended December 31, 2025.

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 for these two vessels. 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 as of December 31, 2025. 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 September 30, 2026 and December 31, 2025. Vessels have been grouped according to their collateralized status as of September 30, 2026 and does not include any vessels held for sale.


						Carrying Value (U.S. dollars in
						thousands) as of
				Year		September 30,			December 31,
Vessels		Year Built		Acquired		2026			2025
$680 Million Revolver
Genco Bear		2010		2010		$	28,055		$	29,621
Genco Wolf		2010		2010			28,590			30,129
Genco Lion		2012		2013			24,784			25,823
Genco Tiger		2011		2013			23,932			24,525
Genco Scorpion		2015		2015			18,754			19,512
Genco Mantis		2015		2015			19,079			19,686
Genco Hunter		2007		2007			6,420			6,662
Genco Aquitaine		2009		2010			7,248			7,526
Genco Ardennes		2009		2010			7,271			7,555
Genco Auvergne		2009		2010			7,316			7,586
Genco Bourgogne		2010		2010			7,799			8,105
Genco Brittany		2010		2010			7,826			8,131
Genco Languedoc		2010		2010			7,802			8,113
Genco Pyrenees		2010		2010			8,035			8,361
Genco Rhone		2011		2011			9,014			9,016
Genco Constantine		2008		2008			23,646			25,386
Genco Augustus		2007		2007			21,119			22,869
Genco London		2007		2007			22,379			23,924
Genco Titus		2007		2007			22,772			24,355
Genco Tiberius		2007		2007			20,947			22,658
Genco Hornet		2014		2014			17,465			18,197
Genco Wasp		2015		2015			17,709			18,442
Genco Endeavour		2015		2018			35,089			36,459
Genco Resolute		2015		2018			35,505			36,836
Genco Columbia		2016		2018			19,719			20,432
Genco Weatherly		2014		2018			15,853			16,524
Genco Liberty		2016		2018			38,150			38,639
Genco Defender		2016		2018			37,951			38,622
Genco Magic		2014		2020			12,214			12,659
Genco Vigilant		2015		2021			13,226			13,696
Genco Freedom		2015		2021			13,259			13,759
Genco Enterprise		2016		2021			16,973			17,377
Genco Madeleine		2014		2021			18,335			19,117
Genco Constellation		2017		2021			20,947			21,742
Genco Mayflower		2017		2021			21,370			22,081
Genco Laddey		2022		2022			25,497			26,271
Genco Mary		2022		2022			25,525			26,300
Genco Ranger		2016		2023			39,030			39,785
Genco Reliance		2016		2023			39,068			39,746
Genco Intrepid		2016		2024			45,832			47,605
Genco Courageous		2020		2025			61,669			63,552
Genco Stars and Stripes		2020		2026			71,375			-
Genco Valkyrie		2020		2026			71,500			-
Genco Volunteer		2019		2026			64,090			-
Total						$	1,100,139		$	927,384
Sold / Unencumbered
Genco Picardy		2005		2010			-			6,035
Genco Predator		2005		2007			-			5,908
Total						$	-		$	11,943
Consolidated Total						$	1,100,139		$	939,327

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. Refer to Note 2 - Summary of Significant Accounting Policies and Note 5 - Vessel Acquisitions and Dispositions in our Condensed Consolidated Financial Statements for information regarding the sale of vessel assets.

Genco Shipping & Trading Limited published this content on November 04, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on November 04, 2026 at 22:35 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]

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Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)