Genco Shipping & Trading Ltd Sample Contracts

Genco Shipping & Trading Ltd – GENCO SHIPPING & TRADING LIMITED ANNOUNCES (November 7th, 2018)

New York, New York, November 7, 2018 – Genco Shipping & Trading Limited (NYSE:GNK) (“Genco” or the “Company”), the largest U.S. headquartered drybulk shipowner focused on the transportation of major and minor bulk commodities globally, today reported its financial results for the three months and nine months ended September 30, 2018.

Genco Shipping & Trading Ltd – UP TO US$108,000,000 SENIOR SECURED CREDIT AGREEMENT among GENCO SHIPPING & TRADING LIMITED as Borrower, VARIOUS LENDERS and CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as Administrative Agent and as Security Agent (August 15th, 2018)

CREDIT AGREEMENT, dated as of August 14, 2018, among GENCO SHIPPING & TRADING LIMITED, a company incorporated under the laws of the Republic of the Marshall Islands (the “Borrower”), the Lenders party hereto from time to time, CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK (“CACIB”), as Structurer and Bookrunner, CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK and SKANDINAVISKA ENSKILDA BANKEN AB (PUBL), as Mandated Lead Arrangers (in such capacity, the “Mandated Lead Arrangers”) and CACIB, as Administrative Agent (in such capacity, the “Administrative Agent”) and as Security Agent under the Security Documents (in such capacity, the “Security Agent”).  All capitalized terms used herein and defined in Section 1.01 are used herein as therein defined.

Genco Shipping & Trading Ltd – RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE GENCO SHIPPING & TRADING LIMITED 2015 EQUITY INCENTIVE PLAN (August 8th, 2018)

WHEREAS, this Restricted Stock Unit Award Agreement (this “Award Agreement”), dated as of the Grant Date specified above, is entered into by and between Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), and the Participant specified above, pursuant to the Genco Shipping & Trading Limited 2015 Equity Incentive Plan (the “Plan”); and

Genco Shipping & Trading Ltd – GENCO SHIPPING & TRADING LIMITED ANNOUNCES SECOND QUARTER FINANCIAL RESULTS Executing on Genco’s Strategic Growth Initiatives Through the Acquisition of Six Modern, Fuel Efficient Capesize and Ultramax Vessels Accessed Commercial Bank Financing and the Capital Markets with a New Credit Facility and the Successful Completion of a $116 Million Equity Offering (August 8th, 2018)

New York, New York, August 8, 2018 – Genco Shipping & Trading Limited (NYSE:GNK) (“Genco” or the “Company”), the largest U.S. headquartered drybulk shipowner focused on the transportation of major and minor bulk commodities globally, today reported its financial results for the three months and six months ended June 30, 2018.

Genco Shipping & Trading Ltd – GENCO SHIPPING & TRADING LIMITED (June 29th, 2018)

INDENTURE dated as of [                 ], 20    between GENCO SHIPPING & TRADING LIMITED, a Marshall Islands corporation (the “Company”), and [                                                    ], as trustee (the “Trustee”).

Genco Shipping & Trading Ltd – 6,100,000 Shares Genco Shipping & Trading Limited Common Stock UNDERWRITING AGREEMENT (June 19th, 2018)
Genco Shipping & Trading Ltd – Genco Shipping & Trading Limited Common Stock UNDERWRITING AGREEMENT (June 14th, 2018)
Genco Shipping & Trading Ltd – FIRST AMENDMENT TO AMENDED AND RESTATED BY-LAWS OF GENCO SHIPPING & TRADING LIMITED AS ADOPTED JUNE 4, 2018 (June 5th, 2018)

The Amended and Restated By-Laws of Genco Shipping & Trading Limited, a Marshall Islands corporation, are hereby amended as follows:

Genco Shipping & Trading Ltd – UP TO US$460,000,000 SENIOR SECURED CREDIT AGREEMENT among GENCO SHIPPING & TRADING LIMITED as Borrower, VARIOUS LENDERS and NORDEA BANK AB (PUBL), NEW YORK BRANCH, as Administrative Agent and as Security Agent (June 5th, 2018)

CREDIT AGREEMENT, dated as of May 31, 2018, among GENCO SHIPPING & TRADING LIMITED, a company incorporated under the laws of the Republic of the Marshall Islands (the “Borrower”), the Lenders party hereto from time to time, NORDEA BANK AB (PUBL), NEW YORK BRANCH (“Nordea”), SKANDINAVISKA ENSKILDA BANKEN AB (PUBL), ABN AMRO CAPITAL USA LLC, DVB BANK SE, CRÉDIT AGRICOLE CORPORATE & INVESTMENT BANK AND DANISH SHIP FINANCE A/S, as Bookrunners and as Mandated Lead Arrangers (in such capacity, the “Lead Arrangers”) and Nordea, as Administrative Agent (in such capacity, the “Administrative Agent”) and as Security Agent under the Security Documents (in such capacity, the “Security Agent”).  All capitalized terms used herein and defined in Section 1.01 are used herein as therein defined.

Genco Shipping & Trading Ltd – Genco Shipping & Trading Limited Restricted Stock Unit Grant Agreement (May 9th, 2018)

THIS AGREEMENT, made as of February 27, 2018, between GENCO SHIPPING & TRADING LIMITED (the “Company”) and Apostolos Zafolias (the “Participant”).

Genco Shipping & Trading Ltd – THIS OPTION WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON FEBRUARY 27, 2024 OPTION TO PURCHASE 11,962 SHARES OF COMMON STOCK OF GENCO SHIPPING & TRADING LIMITED PURSUANT TO THE GENCO SHIPPING & TRADING LIMITED 2015 EQUITY INCENTIVE PLAN GRANT DATE: February 27, 2018 (May 9th, 2018)

This certifies that, for value received, Apostolos Zafolias (the “Holder”), is entitled to purchase from Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), subject to the terms and conditions hereof and the Plan, at any time before 5:00 p.m., New York time, on February 27, 2024, the number of fully paid and non-assessable shares of Common Stock set forth above at the Exercise Price (as defined herein).  The Exercise Price and the number and kind of shares purchasable hereunder are subject to adjustment from time to time as provided in Section 3.1 of this Option Agreement.  The initial Exercise Price shall be $13.69.  In the event of any conflict between the terms hereof and the Plan, the terms of this Agreement shall control.

Genco Shipping & Trading Ltd – THIS OPTION WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON FEBRUARY 27, 2024 OPTION TO PURCHASE 65,789 SHARES OF COMMON STOCK OF GENCO SHIPPING & TRADING LIMITED PURSUANT TO THE GENCO SHIPPING & TRADING LIMITED 2015 EQUITY INCENTIVE PLAN GRANT DATE: February 27, 2018 (May 9th, 2018)

This certifies that, for value received, John C. Wobensmith (the “Holder”), is entitled to purchase from Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), subject to the terms and conditions hereof and the Plan, at any time before 5:00 p.m., New York time, on February 27, 2024, the number of fully paid and non-assessable shares of Common Stock set forth above at the Exercise Price (as defined herein).  The Exercise Price and the number and kind of shares purchasable hereunder are subject to adjustment from time to time as provided in Section 3.1 of this Option Agreement.  The initial Exercise Price shall be $13.69.  In the event of any conflict between the terms hereof and the Plan, the terms of this Agreement shall control.

Genco Shipping & Trading Ltd – THIS OPTION WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON FEBRUARY 27, 2024 OPTION TO PURCHASE 26,914 SHARES OF COMMON STOCK OF GENCO SHIPPING & TRADING LIMITED PURSUANT TO THE GENCO SHIPPING & TRADING LIMITED 2015 EQUITY INCENTIVE PLAN GRANT DATE: February 27, 2018 (May 9th, 2018)

This certifies that, for value received, Arthur L. Regan (the “Holder”), is entitled to purchase from Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), subject to the terms and conditions hereof and the Plan, at any time before 5:00 p.m., New York time, on February 27, 2024, the number of fully paid and non-assessable shares of Common Stock set forth above at the Exercise Price (as defined herein).  The Exercise Price and the number and kind of shares purchasable hereunder are subject to adjustment from time to time as provided in Section 3.1 of this Option Agreement.  The initial Exercise Price shall be $13.69.  In the event of any conflict between the terms hereof and the Plan, the terms of this Agreement shall control.

Genco Shipping & Trading Ltd – Genco Shipping & Trading Limited Executive Officer Restricted Stock Unit Grant Agreement (May 9th, 2018)

THIS AGREEMENT, made as of February 27, 2018, between GENCO SHIPPING & TRADING LIMITED (the “Company”) and John C. Wobensmith (the “Participant”).

Genco Shipping & Trading Ltd – Genco Shipping & Trading Limited Executive Officer Restricted Stock Unit Grant Agreement (May 9th, 2018)

THIS AGREEMENT, made as of February 27, 2018, between GENCO SHIPPING & TRADING LIMITED (the “Company”) and Arthur L. Regan (the “Participant”).

Genco Shipping & Trading Ltd – GENCO SHIPPING & TRADING LIMITED ANNOUNCES FIRST QUARTER FINANCIAL RESULTS Continued Strong Commercial Performance During Q1 2018 New Credit Facility is Expected to Provide Lower Interest Costs and Enhanced Financial Flexibility (May 8th, 2018)

New York, New York, May 8, 2018 – Genco Shipping & Trading Limited (NYSE:GNK) (“Genco” or the “Company”), the largest U.S. headquartered drybulk shipowner focused on the transportation of major and minor bulk commodities globally, today reported its financial results for the three months ended March 31, 2018.

Genco Shipping & Trading Ltd – GENCO SHIPPING & TRADING LIMITED ANNOUNCES FOURTH QUARTER FINANCIAL RESULTS Transformed commercial platform and continued expense optimization together with an improving drybulk market lead to strong financial performance (February 27th, 2018)

New York, New York, February 27, 2018 – Genco Shipping & Trading Limited (NYSE:GNK) (“Genco” or the “Company”), the largest U.S. headquartered drybulk shipowner focused on the transportation of major and minor bulk commodities globally, today reported its financial results for the three and twelve months ended December 31, 2017.

Genco Shipping & Trading Ltd – RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE GENCO SHIPPING & TRADING LIMITED 2015 EQUITY INCENTIVE PLAN (August 10th, 2017)

WHEREAS, this Restricted Stock Unit Award Agreement (this “Award Agreement”), dated as of the Grant Date specified above, is entered into by and between Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), and the Participant specified above, pursuant to the Genco Shipping & Trading Limited 2015 Equity Incentive Plan (the “Plan”); and

Genco Shipping & Trading Ltd – GENCO SHIPPING & TRADING LIMITED (August 10th, 2017)

Reference is made to that certain CREDIT AGREEMENT, dated as of November 10, 2016 (as in effect on the date hereof, the “Credit Agreement”), by and among GENCO SHIPPING & TRADING LIMITED, a company incorporated under the laws of the Republic of the Marshall Islands (the “Borrower”), the Lenders party thereto from time to time, and NORDEA BANK AB (PUBL), NEW YORK BRANCH (“Nordea”), as Administrative Agent (in such capacity, the “Administrative Agent”) and as Security Agent under the Security Documents (in such capacity, the “Security Agent”). Unless otherwise indicated, all capitalized terms used in this letter (this “Consent Letter”) and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement.

Genco Shipping & Trading Ltd – AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (March 28th, 2017)

This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of November 15, 2016, by and among Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), and the other parties signatory hereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant hereto (each a “Holder” and collectively, the “Holders”).

Genco Shipping & Trading Ltd – Genco Shipping & Trading Limited Executive Officer Restricted Stock Unit Grant Agreement (March 28th, 2017)

THIS AGREEMENT, made as of March 23, 2017, between GENCO SHIPPING & TRADING LIMITED (the “Company”) and John C. Wobensmith (the “Participant”).

Genco Shipping & Trading Ltd – THIS OPTION WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON March 23, 2023 OPTION TO PURCHASE 133,000 SHARES OF COMMON STOCK OF GENCO SHIPPING & TRADING LIMITED PURSUANT TO THE GENCO SHIPPING & TRADING LIMITED 2015 EQUITY INCENTIVE PLAN (March 28th, 2017)

This certifies that, for value received, John C. Wobensmith (the “Holder”), is entitled to purchase from Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), subject to the terms and conditions hereof and the Plan, at any time before 5:00 p.m., New York time, on March 23, 2023, the number of fully paid and non-assessable shares of Common Stock set forth above at the Exercise Price (as defined herein).  The Exercise Price and the number and kind of shares purchasable hereunder are subject to adjustment from time to time as provided in Section 3.1 of this Option Agreement.  The initial Exercise Price shall be $11.13.  In the event of any conflict between the terms hereof and the Plan, the terms of this Agreement shall control.

Genco Shipping & Trading Ltd – UP TO US$400,000,000 SENIOR SECURED CREDIT AGREEMENT among GENCO SHIPPING & TRADING LIMITED as Borrower, VARIOUS LENDERS and NORDEA BANK FINLAND PLC, NEW YORK BRANCH, as Administrative Agent, as Security Agent and as Co-ordinator (March 28th, 2017)

CREDIT AGREEMENT, dated as of November 10, 2016, among GENCO SHIPPING & TRADING LIMITED, a company incorporated under the laws of the Republic of the Marshall Islands (the “Borrower”), the Lenders party hereto from time to time, NORDEA BANK FINLAND PLC, NEW YORK BRANCH (“Nordea”), SKANDINAVISKA ENSKILDA BANKEN AB (PUBL), DVB BANK SE, ABN AMRO CAPITAL USA LLC (together with its affiliates, “ABN”), CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, DEUTSCHE BANK AG FILIALE DEUTSCHLANDGESCHÄFT, CRÉDIT INDUSTRIEL ET COMMERCIAL and BNP PARIBAS, as Bookrunners and as Mandated Lead Arrangers (in such capacity, the “Lead Arrangers”) and NORDEA BANK FINLAND PLC, NEW YORK BRANCH, as Administrative Agent (in such capacity, the “Administrative Agent”) and as Security Agent under the Security Documents (in such capacity, the “Security Agent”).  All capitalized terms used herein and defined in Section 1.01 are used herein as therein defined.

Genco Shipping & Trading Ltd – Contract (March 28th, 2017)

Second Supplemental Agreement to $16,800,000 Secured Loan Facility Agreement dated 8 October 2014 (as amended and supplemented by a first supplemental agreement dated 14 July 2015 and a further supplemental letter dated 31 December 2015)

Genco Shipping & Trading Ltd – Contract (March 28th, 2017)

Second Supplemental Agreement to $16,800,000 Secured Loan Facility Agreement dated 8 October 2014 (as amended and supplemented by a first supplemental agreement dated 14 July 2015 and a further supplemental letter dated 31 December 2015)

Genco Shipping & Trading Ltd – March 23, 2017 Genco Shipping & Trading Limited (March 28th, 2017)
Genco Shipping & Trading Ltd – (1) EACH OF THE ENTITIES LISTED IN SCHEDULE 1 PART I (March 28th, 2017)
Genco Shipping & Trading Ltd – REGISTRATION RIGHTS AGREEMENT (March 28th, 2017)

This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 15, 2016, by and among Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), and the other parties signatory hereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant hereto (each a “Holder” and collectively, the “Holders”).

Genco Shipping & Trading Ltd – GENCO SHIPPING & TRADING LIMITED AMENDED AND RESTATED 2015 EQUITY INCENTIVE PLAN (March 28th, 2017)
Genco Shipping & Trading Ltd – ARTICLES OF AMENDMENT OF SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION OF GENCO SHIPPING & TRADING LIMITED UNDER SECTION 90 OF THE BUSINESS CORPORATIONS ACT (January 4th, 2017)

The undersigned, the President of Genco Shipping & Trading Limited, a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Corporation”), for the purpose of amending the Second Amended and Restated Articles of Incorporation of the Corporation, hereby certifies:

Genco Shipping & Trading Ltd – CERTIFICATE OF DESIGNATIONS OF RIGHTS, PREFERENCES AND PRIVILEGES OF SERIES A PREFERRED STOCK OF GENCO SHIPPING & TRADING LIMITED (November 15th, 2016)
Genco Shipping & Trading Ltd – ABN AMRO Capital USA LLC (November 4th, 2016)

Secured loan agreement dated 8 October 2014  (as amended and supplemented by a first supplemental agreement dated 14 July 2015 and a further supplemental letter dated 31 December 2015, the "Loan Agreement") made between Baltic Wasp Limited as borrower (the "Borrower"), the financial institutions listed in Schedule 1 to the Loan Agreement as lenders, ABN AMRO Capital USA LLC, as MLA, ABN AMRO Capital USA LLC, as agent (acting in that capacity, the "Agent"), ABN AMRO Capital USA LLC, as security agent (acting in that capacity, the "Security Agent"), ABN AMRO Bank N.V. Singapore Branch, as Sinosure Agent and ABN AMRO Bank N.V., as swap provider

Genco Shipping & Trading Ltd – Nordea Bank Finland plc, New York Branch, as Co-ordinator 1211 Avenue of the Americas, 23rd Floor New York, New York 10036 The Mandated Lead Arrangers party to the Commitment Letter (as defined below) Re: Extension of Waiver Termination Event Ladies and Gentleman: (November 4th, 2016)

Reference is made to that certain Commitment Letter, dated as of June 30, 2016, (as the same may be amended, restated, supplemented and/or otherwise modified from time to time, the “Commitment Letter”) among Genco Shipping & Trading Limited, Nordea Bank Finland plc, New York Branch (“Nordea”), Skandinaviska Enskilda Banken AB (publ) (“SEB”), DVB Bank SE (“DVB”), ABN AMRO Capital USA LLC (“ABN”), Crédit Agricole Corporate and Investment Bank (“CA-CIB”), Deutsche Bank AG Filiale Deutschlandgeschäft (“DB”), Crédit Industriel et Commercial (“CIC”) and BNP Paribas (“BNPP” and together with Nordea, SEB, DVB, ABN, CA-CIB, DB and CIC, the “Mandated Lead Arrangers”).  Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Commitment Letter.

Genco Shipping & Trading Ltd – ABN AMRO Capital USA LLC (November 4th, 2016)

Secured loan agreement dated 8 October 2014  (as amended and supplemented by a first supplemental agreement dated 14 July 2015 and a further supplemental letter dated 31 December 2015, the "Loan Agreement") made between Baltic Hornet Limited as borrower (the "Borrower"), the financial institutions listed in Schedule 1 to the Loan Agreement as lenders, ABN AMRO Capital USA LLC, as MLA, ABN AMRO Capital USA LLC, as agent (acting in that capacity, the "Agent"), ABN AMRO Capital USA LLC, as security agent (acting in that capacity, the "Security Agent"), ABN AMRO Bank N.V. Singapore Branch, as Sinosure Agent and ABN AMRO Bank N.V., as swap provider

Genco Shipping & Trading Ltd – PURCHASE AGREEMENT (November 4th, 2016)

THIS PURCHASE AGREEMENT (“Agreement”) is made as of October 4, 2016 by and among Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).