324 - Genco - Augustine Declaration

14-11108-shl Doc 324 Filed 07/02/14 Entered 07/02/14 19:16:22 Main Document
Pg 1 of 3
SIDLEY AUSTIN LLP

Steven M. Bierman
Benjamin R. Nagin
Michael G. Burke
787 Seventh Avenue
New York, New York 10019
Telephone: (212) 839-5300
James F. Conlan (pro hac vice)

Larry J. Nyhan (pro hac vice)
One South Dearborn
Chicago, Illinois 60603
Telephone: (312) 853-7000
Counsel for the Official Committee of

Equity Holders of Genco Shipping & Trading
Limited and Affiliated Debtors-in-Possession
UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF NEW YORK
----------------------------------------------------------------- x
:
In re: : Chapter 11
:
GENCO SHIPPING & TRADING LIMITED, et al., : Case No. 14-11108 (SHL)
: (Jointly Administered)
Debtors. :
:
----------------------------------------------------------------- x
NOTICE OF FILING
PLEASE TAKE NOTICE THAT:
The Official Committee of Equity Security Holders appointed in the above-captioned
proceedings of Genco Shipping & Trading Limited and certain of its direct and indirect
subsidiaries, by and through its counsel, hereby submits the attached documents:
1. Redacted Expert Valuation Report of Neil Augustine dated June 11, 2014,
annexed hereto as Exhibit A.

Pg 2 of 3
2. Redacted Rebuttal Report of Neil Augustine dated June 11, 2014, annexed hereto
as Exhibit B;
3. Redacted Expert Report of Morten Arntzen dated June 11, 2014, annexed hereto
as Exhibit C;
4. Redacted Declaration of Neil A. Augustine in Support of the Official Committee
of Equity Security Holders Objections to Confirmation of the First Amended Prepackaged Plan
of Reorganization of the Debtors Under Chapter 11 of the Bankruptcy Code, dated June 20,
2014, annexed hereto as Exhibit D; and
5. Redacted Declaration of Morten Arntzen in Support of the Official Committee of
Equity Security Holders of the Debtors’ Objections to Confirmation of the First Amended
Prepackaged Plan of Reorganization of the Debtors Under Chapter 11 of the Bankruptcy Code,
dated June 20, 2014, annexed hereto as Exhibit E.
[The remainder of this page is intentionally left blank.]

Pg 3 of 3
Dated: New York, New York

July 2, 2014
SIDLEY AUSTIN LLP
/s/ Michael G. Burke__________

Steven M. Bierman
Benjamin R. Nagin
Michael G. Burke
787 Seventh Avenue
New York, NY 10019
Telephone: (212) 839-5300
Facsimile: (212) 839-5599
James F. Conlan
Larry J. Nyhan
One South Dearborn
Chicago, Illinois 60603
Telephone: (312) 853-7000
Facsimile: (312) 853-7036
Counsel for the Official Committee of

Equity Holders of Genco Shipping & Trading
Limited and Affiliated Debtors-in-Possession
14-11108-shl Doc 324-1 Filed 07/02/14 Entered 07/02/14 19:16:22 Exhibit A -
Augustine Expert Valuation Report Pg 1 of 85
EXHIBIT A
ROTHSCHILD
Expert valuation report

Author: Neil Augustine, Executive Vice Chairman, Co-Chair of North America Debt
Advisory and Restructuring
June 11,2014 Strictly confidential
533858
Disclaimer
This presentation was prepared exclusively and on a confidential basis by Rothschild Inc. ("Rothschild"), as financial advisor to the Official Equity
Committee (the "Committee") of Genco Shipping & Trading Limited (the "Company"), in connection with the bankruptcy proceedings of the Company. In
creating this presentation, Rothschild has relied upon information that is publicly available or which was provided to Rothschild by or on behalf of the
Company. In addition, at the direction of the Committee, Rothschild has relied upon forecasts and projections prepared for the Company by CMG Advisory
Services LLC ("CMG"), an advisor to the Committee. This information, including any such forecasts or projections, involves numerous and significant
assumptions and subjective determinations by the Company, CMG and other sources, which may or may not be correct. Rothschild has not assumed any
responsibility for independent verification of any of such information contained herein, including, but not limited to, any such forecasts or projections set
forth herein, and Rothschild has relied on such information being complete and accurate in all material respects. Accordingly, no representation or warranty,
express or implied, can be made or is made by Rothschild as to the accuracy or completeness of any such information or the achievability of any such
forecasts or projections. Except where otherwise indicated, this presentation speaks as of the date hereof and is necessarily based upon the information
available to Rothschild and financial, stock market and other conditions and circumstances existing and disclosed to Rothschild as of the date hereof, all of
which are subject to change. Rothschild does not have any obligation to update, bring-down, review or reaffirm this presentation. Under no circumstances
should the delivery of this presentation imply that any information or analyses included in this presentation would be the same if made as of any other date.
Nothing contained in this presentation is, or shall be relied upon as, a promise or representation as to the past, present or future. Nothing contained herein
shall be deemed to be a recommendation from Rothschild to any party, including without limitation, any security holder or other interested party of the
Company, to enter into any transaction or to take any course of action. By accepting these materials, the recipient acknowledges that Rothschild is not in
the business of providing (and the recipient is not relying on Rothschild for) legal, tax or accounting advice, and the recipient should receive (and rely on)
separate and qualified legal, tax and accounting advice. It should be noted that any valuation contained herein is only an approximation, subject to
uncertainties and contingencies, including market conditions, all of which are difficult to predict and beyond the control of Rothschild, and thus, a valuation
is not intended to be, and should not be construed in any respect as, a guaranty of value. These analyses must be considered in their totality. The
accompanying material does not represent an opinion as to the prices at which the Company, or any interests therein, actually would be acquired or sold
nor is the accompanying material intended to, and it does not, constitute an opinion as to the fairness, from a financial point of view, of any transaction or
other matters. These materials do not constitute an offer or solicitation to sell or purchase any securities. Rothschild is not acting in any capacity as a
fiduciary or agent of any party. Except for required court disclosures made in connection with the Company's bankruptcy proceedings, this presentation is
strictly confidential. Rothschild shall not have any liability, whether direct or indirect, in contract or tort or otherwise, to any person in connection with this
presentation.
1
m •H ROTHSCHILD
Contents
Sections
1 Rothschild's qualifications 3
2 Overview of Genco 13
3 Current dry bulk sector sentiment 16
4 Valuation conclusion 20
5 Valuation approach 30
6 Trading values analysis 36
7 Precedent transaction analysis 44
8 Discounted cash flow analysis 47
9 Asset valuation 54
10 Market implied valuation 59
Appendices
A Adjusted projections 62
B Comparable peer group analysis supporting materials 65
C Supporting valuation analysis 68
D Debt trading levels since RSA date 72
•D ROTHSCHILD
533858
Contents
E Historical control premia analysis 75
F Management contracts valuation 77
G Rothschild due diligence 80
3 512 HIS ROTHSCHILD

533858
l. Rothschild's qualifications
533858 l. Rothschild's qualifications
1.1 Rothschild's qualifications

Rothschild globally
• Worldwide reputation for excellence,

objectivity and impartial advice
- 285 deals worldwide totaling
$223bn in 2013
• Global perspective and scale
- 1,000 corporate finance bankers
worldwide
m Stockholm - 650 in Europe including CEE and
Manchester L5eds
Birmingham
...
Frankfurt Warsaw
Moscow Russia
Calgary i que
Pra$L e K
London
"Budapest - 137 in US and Canada
Toro o Paris Milan -ûcharest
Barcelona
Washington Rome ®
Istanbul Beijing
Seoul
- 120 in Asia
Lisbon
Los Angeles s Madrid Athens i: Tokyo
::: Tel Aviv Shanghai - 40 in Australia
Dubai
Abu Dhabi; £ Hong Kong - 20 in Latin America
Mexico City i Mumbai &
£ Manila - 40 in Africa and ME
Ho Chi Minh City
Kuala Lumpur 3
Singapore
- 52 offices in 37 countries
- Dedicated sector teams providing
in-depth industry expertise
5 Johannesburg • Rothschild is exclusively focused on
Sydney ^ Auckland M&A advisory, financing and debt
Melbourne %l *§ advisory services
Wellington
- No conflicts from underwriting,
sales, trading and research
activities
Rothschild office
1.2 Rothschild's qualifications (cont'd)

Rothschild debt advisory & restructuring services
Advisory focus comprised of approximately 100 dedicated specialist bankers globally in New York, London,
Paris, Frankfurt, Milan and Sydney
• Lender negotiations (waivers, amendments, forbearance agreements)
n Capital raising (refinancings, rights offerings, rescue financing, DIP and exit financings)
m Exchange offers (debt-for-debt, debt-for-equity, hybrid)
• Distressed M&A both in-court (§363 sales) and out-of-court
• Pre-packaged and pre-negotiated chapter 11 plans
• Traditional chapter 11 plans
Rothschild's success in restructuring and debt advisory is a result of:
• Depth of professional and transactional experience and a broad mix of skills represented by Rothschild bankers
• Demonstrated valuation expertise in various industries and an extensive range of contacts among strategic and
financial buyers

Neil Augustine - biography
• Neil Augustine is an Executive Vice Chairman and Co-Chair of North America Debt Advisory and Restructuring
• Mr. Augustine has experience both investing in and advising troubled companies and their creditors
• Over the last 24 years, Mr. Augustine's transactions experience has ranged from out-of-court restructurings to in-court
insolvencies in the US, Europe, Canada and Mexico
• His merger and acquisition experience includes both plain vanilla and troubled company buyside and sellside assignments as well
as Special Committee representations
• On the financing front, Mr. Augustine's expertise includes debtor-in-possession financings, secured debt, exit financings, second
lien loans, unsecured notes, convertible notes, rights offerings and preferred and common stock
• Mr. Augustine works with a diverse group of clients and investors in a wide range of industries, including:
Automotive & • Original equipment manufacturers, welded assemblies and precision machined components for the
Related Industries automotive industry, metal formed components for the automotive industry and suspension products
for the automotive industry
Consumer • Greeting cards, bed / bath products, dry pasta and noodles, ladders, furniture, cellular / wireless, toys
and specialty foods
Financial Services • Mortgage banking, insurance, institutional securities, payday lending and retail banking
Healthcare • Long-term care facilities
Manufacturing • Paper products, bed / bath products, chemical / plastic products, glass products, dry pasta and
noodles, flooring products, ladders, furniture, plastic bags and film products, buses, electronics
products, wire products, multi-layer circuit boards, motor coaches, homebuilders, electric products,
apparel, cement and municipal products
Media • Radio broadcasting, trade magazine publishing and cable telecommunications
Natural Resources • Natural gas exploration / development, production and sale of ethanol, aggregates and seismic
services mm ROTHSCHILD

Neil Augustine - biography (cont'd)
Education • For profit education and publishing
Retail / Restaurants • Family footwear, apparel and accessories, electronics, grocery, videostores, casual dining and
seasonal gift baskets
Service Industry • Sports marketing and management, cement, recovery audit services, industrial services, waste
management and gaming
Software Industry • Enterprise information technology management software solutions
Transportation • Logistics and yellow bus
Telecommunications • Cellular / wireless, broadband, phone, DSL and long distance
Prior professional experience

- Morgens, Waterfall, Vintiadis & Company Inc.
- Lehman Brothers, Inc.
- Whippoorwill Associates, Inc.
- The Blackstone Group
- Chemical Bank
Education
- BA and MBA from the University of Rochester
Securities licenses
- NASD
- Series 7 - General Securities Representative
- Series 24 - General Securities Principal
- Series 79 - Investment Banking Representative
||S @11 ROTHSCHILD


• Mr. Augustine has been recognized for his achievements in the restructuring industry, including:
- Mr. Augustine was named Global Restructuring Investment Banker of the Year by Turnaround Atlas Awards in 2013 (team)
and 2012
- Mr. Augustine was lead advisor on the restructuring of Aquilex Holdings LLC which won the Turnaround Management
Association's Transaction of the Year. Large Company' in 2012
- Mr. Augustine was lead Rothschild advisor on the restructuring of Harry & David which won the Turnaround Management
Association's Turnaround of the year: Large Company' in 2012
- Mr. Augustine was lead advisor on the restructuring of Sbarro Inc. which won Turnaround Atlas 'Chapter 11 Reorganization
Deal of the Year - Middle Markets' in 2012
- Mr. Augustine was lead advisor on the restructuring of Blockbuster which won Turnaround Atlas 'Special Situation M&A of the
Year - Middle Markets' in 2012
- Mr. Augustine was lead advisor on the restructuring of Controladora Comercial Mexicana which won LatinFinance's
'Restructuring of the Year' in 2011
- Mr. Augustine was lead advisor on the restructuring of Sanluis Corporacion which won LatinFinance's 'Deal of the Year' in
2003
- Mr. Augustine has served as a guest lecturer at NYU Stern School of Business and NYU School of Law as well as presented
at various industry conferences
BB ROTHSCHILD
i. Rothschild's qualifications

Since joining Rothschild, Mr. Augustine has testified in deposition and I or trial in numerous cases, including
but not limited to:
Atlantic Express Transportation Group, Inc. LifeCare Holdings, Inc. - Trump Entertainment
Cable Satisfaction International, Inc. Milacron Holdings Inc. Resorts, Inc.
Fairpoint Communications, Inc Motor Coach Industries - VeraSun Energy Corp.
Harry & David Holdings, Inc. International, Inc. - Werner Ladder Co.
Inner City Broadcasting Corp. Nassau Broadcasting Partners, LP. - WestPoint Stevens, Inc.
Innovative Communications Corp. New World Pasta Corp.
Since joining Rothschild, Mr. Augustine has performed fairness opinions, valuation work and M&A work in the
following situations:
- Doral Financial Corp. - Mega Brands Inc. - Viasystems Group, Inc.
Aquilex Holdings LLC International Wireless Inc. Sbarro Holdings, LLC

Atlantic Express Transportation Group, Inc. LifeCare Holdings, Inc. Tire Rack, Inc.
BHM Technologies Holdings, Inc. Mega Brands Inc. VeraSun Energy Corp.
Cable Satisfaction International, Inc. Microcell Telecommunications Inc. Viasystems Group, Inc.
Cadence Innovation LLC Motor Coach Industries Werner Ladder Co.
Cengage Learning International, Inc. WestPoint Stevens, Inc.
Congoleum Corporation Mpower Communications Corp. Wet Seal Inc.
Corporacion Durango SA de CV Neenah Foundry Co.
Cydsa SAB de CV New World Pasta Corp.
Doral Financial Corp. Oxford Automotive Inc.
Fairpoint Communications, Inc Precision Parts International LLC
Harry & David Holdings, Inc. PRG-Schultz International Inc.
Innovative Communications Corp. Recycled Paper Greetings, Inc.
IMG Media Ltd. SANLUIS Corporacion SAB de CV
10 m ROTHSCHILD
i. Rothschild's qualifications

Since joining Rothschild, Mr. Augustine has performed fairness opinions, valuation work and M&A work in the
following situations (cont'd):
- Allen Systems Group - Milacron Holdings Inc.

- Aquilex Holdings LLC. - Nassau Broadcasting Partners, L.P.
- Atlantic Express Transportation Group, Inc. - New World Pasta Corp.
- Beechcraft Holdings LLC - Prestolite Electric Holding, Inc.
- Blockbuster, Inc. - SANLUIS Corporation SAB de CV (Luismin
mining subsidiary)
- Cabovisao - Televisao Por Cabo, S.A.
- Sbarro Holdings, LLC
- Cadence Innovation LLC
- Sino-Forest Corp.
- The Cash Stores Financial
- Tire Rack, Inc.
- Circuit City Stores, Inc.
- VeraSun Energy Corp.
- Congoleum Corporation
- Viasystems' Wire Harness Division
- IMG Media Ltd.
- Werner Ladder Co.
- Inner City Broadcasting Corp.
- WestPoint Stevens, Inc.
- International Wire's Insulated Division
- Wet Seal Inc.
- LifeCare Holdings, Inc.
11 Ba BE ROTHSCHILD
533858 l. Rothschild's qualifications
1.8 Compensation
This report was provided pursuant to the engagement of Rothschild by the Official Committee of Equity Security Holders
(the "Committee"). Rothschild's compensation for services provided to the Committee pursuant to Rothschild's
engagement, including this report, is $150,000 per month; plus a Completion Fee of $1,350,000 if either (x) Rothschild
delivers an expert valuation report to the Committee or (y) the Committee does not object to such Plan or Transaction or
settles such objection; or $2,250,000 if such Plan or Transaction improves the recoveries of the class of holders of the
existing equity of the Companyl
To date, Rothschild hasn't been reimbursed for any fees or expenses
Rothschild's compensation is not contingent upon the nature of its findings
Note
1 Referring to the Order entered on June 9, 2014
12 mm ROTHSCHILD
533858
2. Overview of Genco
533858
2.1 Overview of Genco
Genco is engaged in the ocean transportation of dry bulk cargoes world wide through a high quality modern
fleet of 53 vessels
• The Company transports iron ore, coal, grain, steel products and other dry cargoes
• Genco's fleet consists of 53 dry bulk carriers, including 9 Capesize, 8 Panamax, 17 Supramax, 6 Handymax and 13
Handysize carriers with an aggregate carrying capacity of approximately 3,810,000 deadweight tons
• In addition to transporting cargoes, the Company provides commercial and technical services for Baltic Trading and
Maritime Equity Partners
• The Company owns an 11.1% economic ownership in Baltic Trading Limited ("Baltic Trading") (65% voting) and
~20% economic ownership of Jinhui Shipping & Transportation Ltd. ("Jinhui")
- Baltic Trading is a dry bulk carrier with a fleet of 13 owned vessels (4 Capesize, 4 Supramax and 5 Handysize)
- Jinhui is a dry bulk carrier focused primarily on Supramax vessels with a fleet of 36 owned vessels
Genco possesses several competitive strengths that differentiate it from other dry bulk carriers which have
been highlighted previously by management to their investors1
• New York based management team with substantial access / networks to the capital markets
- Founder and Chairman of the Board of Directors, Peter Georgiopoulos has served with the Company since
inception and has intimate knowledge of the Company and the dry bulk industry
- In addition to his role at Genco, Peter Georgiopoulos holds senior executive roles with Baltic Trading, General
Maritime Corporation, Maritime Equity Partners and Aegean Marine Petroleum Network, Inc.
- CFO John Wobensmith and President Robert Buchanan have over 18 and 40 years of shipping experience,
respectively
- John Wobensmith also is the President and CFO of Baltic Trading
• Strong relationships with members of the shipping industry including with established dry bulk charterers
- Developed strong relationships with major international charterers, shipbuilders and financial institutions
- Have a strong relationship with technical managers Wallem Shipmanagement Limited ("Wallem"), Anglo-Eastern
Group ("Anglo") and V.Ships Limited ("V.Ships")
- Wallem, Anglo and V.Ships are among the largest ship management companies in the world known for their
agency networks, covering all major ports and providing services to over 1,000 vessels of all types
14 1 Competitive strengths per the Jefferies Shipping Conference Presentation (9/6/2012), 2005 Genco Prospectus and 2010 Baltic mm ROTHSCHILD
Prospectus
2.2 Overview of Genco (cont'd)
One of the largest, most-diversified fleets of high-quality vessels of the dry bulk peer group
Low-cost and highly efficient operations, with one of the lowest operating expenses per vessel levels in the industry1
- Maintaining a fleet that includes sister ships increases Genco's revenue generating potential by improving its
operational and scheduling flexibility and reduces costs by creating economies of scale in the maintenance, supply
and crewing of its vessels
A flexible chartering strategy that takes advantage of market conditions and high exposure to the spot market
Genco has substantial earnings power even before adjusting for fleet growth
$331 100%
$350
89% $298
$300
73% 74% $249 80%
$250 S209 79%
60%
$200 64%
S164
52% 37%
$150 36% 40%
$100 $83
20%
$50 34 53 53
24 S30II
2006 2007 2008 2009 2010 2011 2012 2013
EE EBITDA Margin I# of vessels
Its recent Chapter 11 filing was a result of:

• Significant levels of leverage and the debt service burden of its capital structure, including scheduled amortization
payments
• Volatility in the dry bulk market and Genco's exposure to depressed shipping rates in the spot market as a result of
the Baltic Dry Index reaching their lowest point in ten years
Note
1 Per Debtor's earnings call (11/7/2013)
HO ROTHSCHILD
k3I
. Current dry bulk sector sentiment

3- Current dry bulk sector sentiment
3.1 Current dry bulk sector sentiment

Baltic Dry Index
The Baltic Dry Index ("BDI") is a shipping and trade index created by the London-based Baltic for tracking dry bulk
shipping and trading costs. The BDI is currently at 1,004
• 69% below its 10 year average
• 91% below its 10 year peak
• Near to the 10 year low of 647
10 year peak: 11,793 12 000
10,000
3,000
Genco is well-positioned to benefit
from any increase in shipping rates
6,000 with Genco's projected spot
exposure of 100% in FY15 and
FY16
4,000
10 year average: 3,271
Current2:1,004 2,000
10 year low: 647

^ QO j£> (5° $ s? s? s? •O'
& ^ o° ^ ^
•O' >v) v>
,o'
^ <50° ^
J* Ou" ^ ^ Vs or <i
The Baltic Dry Index remains significantly below the 10 year average ..
Source Brokers and market analysts
Notes
17 Represents the aggregate index ROTHSCHILD
mi As of 6/10/14
3- Current dry bulk sector sentiment
3.2 Current dry bulk sector sentiment (cont'd)

Comparable company perspectives
"It is our opinion that overall fleet growth will decelerate over the next 2 years from previous
levels. We believe this could be an essential step towards the establishment of balance,
In January 2014, Baltic
Trading announced that supply and demand fundamentals within the dry bulk industry"
it exercised its option to - Q4 2013 earnings call February 27, 2013
acquire two additional
Ultramax newbuiidings,
which are expected to be
delivered during 2Q and
3Q 2015. Baltic is
"Diana Shipping continued to pursue the strategy designed to position the company for future
expecting delivery of four
new vessels in total opportunities and eventual upturn in the dry bulk shipping cycle"
_v
-Simeon P. Paiios, Chairman and CEO, Q4 2013 earnings press release
Source Q4 2013 press
release DIANA SHIPPING
I "We believe our ongoing efforts to renew and gradually expand our fleet has positioned us well
'tT"1 tfws early stage of the forthcoming shipping cycle"
AFEBULXERS "Dr" Loukas Barmparis, President, Q4 2013 earnings press release
. .will allow us to capture the maximum benefits from the shaping dry bulk market
recovery.. .the supply demand balance for the dry bulk sector over the next two years looks
iStarBulk CABwms cobp. favorable
-Spyros Capralos, President arid CEO , Q1 2014 earnings release
..Genco's peers are anticipating a significant rebound and stabilization ...
18 BSH HQ ROTHSCHILD
533858
3. Current dry bulk sector sentiment
3.3 Current dry bulk sector sentiment (cont'd)

Equity analysts perspectives
"Despite near-term weakness, the long-term outlook appears bright, in our view. For most of our dry bulk coverage, the long-term picture continues to
KSON brighten with forecast demand growth expected to exceed supply growth 2014-2016"
MARKETS
-Clarkson Capital Markets - 4/30/2014
"Our dry bulk story remains intact. We reiterate our optimistic view on the dry bulk space based on a combination of: 1) the end of double-digit fleet growth;
and 2) still- strong demand for dry bulk commodity transportation services after years of record- high investments in global mining capacity"
islll -DNB 3/21/2014
• "Despite China fears, dry bulk trade remains robust...even with Chinese steel production slowing to 4% year-over-year growth in 1Q14 (versus 9% in 1Q13),
iron ore imports increased 19% year over year in the past quarter"
Everco re Partn er s Evercore - 4/16/2014
"Dry Bulk Shipping Market To Gain Momentum In Coming Month .... we continue to believe the outlook for 2H14 & 2015 is very attractive given the
• significant new iron ore production capacity being brought online in Australia and Brazil"
Jefferies Jefferies-4/21/2014
""The dry bulk market is priced for a rebound in the third quarter, strengthening additionally in the fourth quarter of the year"
/Tareto Securities Pareto-5/12/2014
"Most shipping markets, with the exception of LNG, are in the early stage of a cyclical revival, as fleet growth falls below trend for the next several years,
while a stronger global economy revives growth in tonnage demand"
RS Platou-2/10/2014
"In regards to the dry bulk market, we believe the market is well positioned for a recovery in the second half of 2014 as new mining capacity soaks up
ST1FEL shipping supply..."
FINANCIAL -Stifel 4/21/14
"Improved fundamentals within the dry bulk space (current rate weakness aside)... we generally believe the dry bulk market should show gradual yr/yr
improvement (volatility aside), \Ne are also refreshing our dry bulk estimates across the board, DSX, DRYS, EGLE, GNK, and ESEA, and are generally (though
mmm still cautious) positive on the sector."
Wells Fargo -2/3/2014
.. and equity analysts are also expectant of a substantial strengthening in the sector
BgH iQ ROTHSCHILD
533858
4. Valuation conclusion
4- Valuation conclusion
4.1 Valuation conclusion

Introduction
For the purpose of its valuation, Rothschild has relied upon the projections (the "Adjusted Projections"
included in Appendix A) prepared by CMG Advisory Services LLC ("CMG"), the shipping industry expert
retained by the Committee (the "Shipping Expert")
Based on CMG's review of the Debtor's business plan, CMG concluded that the projections, and in particular the
use of only one analyst for FY16-FY17, were excessively conservative
• CMG utilizes a consensus forecast for dry bulk rates for 2014-2017, while also adjusting for energy efficiency
investments and utilization
• A comparison of the Adjusted Projections to the Debtor's business plan is provided in Appendix A
Critical assumptions that are incorporated into the Rothschild analysis include:
• Genco successfully performs to the levels forecasted in the Adjusted Projections
• The Company maintains sufficient liquidity to fully fund the Adjusted Projections
• Capital markets consistent with conditions that exist as of June 10, 2014
• No significant disruptions to Genco's operations
• All valuation methodologies are predicated upon numerous assumptions as explained herein pertaining to prospective
market, economic and operating conditions
• Valuation assumed as of June 30, 2014
Key valuation observations include:

• Rothschild's total enterprise value range for Genco is $1,540 million to $1,910 million, with a midpoint of $1,725
million
• Rothschild's value range for value in excess of claims of Genco is $95 million to $465 million, with a midpoint of $280
million
21 Kg! mm ROTHSCHILD
4.2 Valuation conclusion (cont'd)

Shortcoming of relying only on asset based valuations
"Although the asset approach can be used in almost any valuation, it is seldom used in the valuation of
operating companies. The value of all tangible and intangible assets is captured, in aggregate, in the
proper application of the income and market approaches. In many valuations there is no real need to
break out the amount of value associated with individual assets, including goodwill. However, it is
sometimes used as a floor value"
Source Hitchner, James. Financial Valuation: Applications and Models. 3rd ed. John Wiley and Sons, Inc. Print. 2011
Relying on the asset value approach disregards any value of the franchise,
management expertise and any growth potential of the enterprise
22 Hll ROTHSCHILD

Total enterprise value overview
Total enterprise value ("TEV") is a measure of a Company's value and can be calculated, in the context of
valuing Genco's enterprise, using the methodologies below:
TEV is defined as Combined value of cash

an economic generating units, including
measure reflecting Value of fleet (adjusted for
shipping operations based on the
the market value of appropriate premium)
three standard valuation
a whole business methodologies
TEV is the sum of
the market value of
the Company's
common and
preferred equity and Value of management contracts Value of management contracts
net debt (debt less
cash)
ft ft
| Value of equity interests in Baltic > ; Value of equity interests in Baltic
jQ_
; Value of equity interests in Jinhui | Value of equity interests in Jinhui
JINHUI JîUI
23 mm ROTHSCHILD

Claims overview
To the extent the total enterprise value of a company is in excess of its financial indebtedness then the
incremental value accrues to a company's shareholders
Total claims of the Debtor amount to $1,480m and are set out below:
• Given the pro-forma cash of $37m, a valuation in excess of $1,443m implies a recovery to existing equity holders
Admin and other claims 1 $33m
$253m Facility and $100m Facility $249m
Accrued interest $4m
Total claims per the

Debtor - $1,447m 2007 Facility $1,056m
Consent fee $13m
Convertible Notes $125m An enterprise

valuation above
$1,443m implies a
$1,480m recovery to current
equity holders
Cash2 $(37)m
$1,443m
Notes
1 Comprise $26m of professional fees, $6m swap liability and $1m lease liability
24 2 Estimated as of June 30, 2014 by the Debtors EH ROTHSCHILD

Summary Rothschild valuation range
Precedent transaction Based on the assumptions herein, Rothschild concludes Genco has a TEV range of $1,540 million to $1,910
analysis million, with a mid-point value of $1,725 million, assuming weighting trading values and discounted cash flow
underweighted given analysis ("DCF") at 37.5%, break-up asset value analysis at 15.0% and precedent transaction analysis at 10.0%
limited number of
• Based on Rothschild's TEV range results in a value in excess of claims of $95 million to $465 million, with a mid-point
going-concern
shipping company value of approximately $280 million
transactions
Break-up asset value

underweighted as Range
such approach Low Mid High Weighting
disregards any value
Comparable company analysis $1,485 $1,641 $1,797 37.5%
to the franchise,
management Precedent transaction analysis 1,539 1,580 1,622 10.0%
expertise and any 37.5%
Discounted cash flow analysis 1,661 1,967 2,274
growth potential
Assessed break-up asset value 1,372 1,416 1,474 15.0%
Total enterprise value $1,540 $1,725 $1,910 100.0%
Plus: Cash 1 37 37 37
Less: Total claims per the Debtor' (1,447) (1,447) (1,447)
Less: Other claims 3 (33) (33) (33)
Value in excess of claims $97 $282 $467
Notes
1 Pro forma cash as of 6/30/14 based on Debtor's forecast balance pre payment of claims and rights offering
2 Sum of rolled over debt of $249.3m, equitized debt of $1,180.9m, $13.2m Consent Fee to 2007 Credit facility and $4m of Accrued Interest
3 Other claims includes $6m swap liability, $1m lease liability and $26m of other administrative claims
25 R35 HQ ROTHSCHILD
533858 4. Valuation conclusion
4-6 Valuation conclusion (cont'd)

Implied EBITDA multiples and value in
Weiqht excess of claims 1,2
$1,380m Debtors'
DS valuation3
Low Mid High

37.5% Comparable company analysis $1,485, $1,797
FY14F 11.5x 12.7 x 14.0 x
FY15F 7.1 x 7.9 x 8.6 x
jValue in excess of claims $41.9 $197.8 $353.8 j
10.0% Precedent transaction analysis 51.539 $1,622 FY14F 11.9 x 12.2 x 12.5 x
FY15F 7.4 x 7.5 x 7.7 x
[Value in excess of claims $95.9 $137.3 $178.8 j
37.5% Discounted cashflow analysis : ! $1,661 $2,274 FY14F 13.0 x 15.6 x 18.2 x
FY15F 8.0 x 9.6 x 11.2 x
jValue in excess of claims $217.9 $524.3 $830.8 j
15.0% Asset value approach $1,372 $1,474 FY14F 10.5 x 10.8 x 11.2 x
FY15F 6.5 x 6.7 x 6.9 x
IValue in excess of claims - - $30.8 !
$1;540 $1,910 FY14F 11.9 x 13.5 x 15.0 x

Rothschild assessed valuation range
FY15F 7.4 x 8.3 x 9.3 x
$1,100 $1,500 $1,900 $2,300 'Value in excess of claims $96.9 $281.9 $466.9 j
Weighting trading values and discounted cash flow analysis at 37-5%, break-up
asset value analysis at 15.0% and precedent transaction analysis at 10.0%
indicates a valuation range of $i,54om to $i,9iom, with a midpoint of $1,725111
Notes
1 Based on enterprise valuation less the aggregate claims ($1,447m plus $33m admin claims less $37m cash)
2 EBITDA multiple calculated on TEV excluding management contracts, Jinhui and Baltic stakes and EBITDA excluding management contracts
3 Pre rights offering
4 Aggregate claims of $1,480m less $37m of cash
26 111 ROTHSCHILD

Implied valuation relative to other valuation benchmarks
The following charts compare Genco's total enterprise value and value in excess of claims based on
Rothschild's valuation range as compared to:
• Debtors' Disclosure Statement value
• Valuation range based on the Debtors' Expert Report
• Market value of Genco's debt securities since the RSA was announced on April 4th, 2014
Rothschild assessed valuation
$1 ,910 High c .:"V. ; K'. $(467
$1,540 Low $97
Debtor's valuation
Disclosure Statement Disclosure Statement
Expert Report High Expert Report High
Expert Report Low Expert Report Low
Market value of Genco debt securities
-ugh $1,605 $| 62
2007 Credit Facility
$1,529 Low
HI 31,684 $241
Convertible Notes
•H $1,537 $94
$700 $1,400 $2,100 $100 $200 $300 $400 $500

Notes
27
m
1.
2.
Based on enterprise valuation less the aggregate claims ($1,447m plus $33m admin claims less $37m cash)
Debtor's valuations TEV less $37m of cash classified as net working capital
mm ROTHSCHILD

Implied multiples relative to peers
The following illustrates Genco's implied EVI 2015E EBITDA multiples based on Rothschild's TEV range as
compared to the Company's peers
12.0 X
10.0 x
9.3 x
Q.?y
i.6 x
8.3 x 8.3 x
8.3 x
3.0 x
i.Ox
7.3 x 7.4 x
6.0 x
4.0 x
2.0 x
0.0 x
FY15E Median of FY15EMeanof Baltic Trading Diana Shipping Safe Bulkers Star Bulk Carrier High
comps comps
Rothschild Assessed Valuation
Note
1 Low, mid and high multiples are calculated based upon TEV excluding the value of the Baltic and Jinhui stakes and management contracts and EBITDA excluding management
contracts
mm ROTHSCHILD

Conclusion
• Based on Rothschild's assessed valuation range, we have concluded that the range of total enterprise value is $1,540
million to $1,910 million, with a midpoint of $1,725 million as set forth herein
• Rothschild's value range for the current value in excess of claims of Genco is $95 million - $465 million, with a
midpoint of $280 million
• Rothschild reserves the right to supplement this Expert Report, and analyses and conclusions herein, based on any
subsequently obtained information, including but not limited to, any objections, testimony, reports of other experts and
new market information
• Rothschild further reserves the right to include additional analyses as exhibits, as appropriate
Rothschild Inc.
Neil A. Augustine, Executive Vice Chairman, Co-Chair of North America Debt Advisory and Restructuring
533858
5. Valuation approach
5- Valuation approach
5.1 Valuation approach

Overview of valuation methodologies utilized
Companies emerging from Chapter 11 are typically valued on a going-concern basis utilizing three standard
methodologies:
• Comparison against trading values of selected comparable public companies ("Comparable Companies Analysis")
• Comparison against relevant precedent transactions ("Precedent Transactions Analysis")
• Discounted cash flow analysis ("DCF")
Comparable Companies Analysis: Precedent Transactions Analysis:
• Identify public companies that generally » Identify and analyze relevant

have similar operating, industry and precedent transactions
financial characteristics to the target Comparable Precedent • Calculate implied valuation multiples
Companies Transactions
m Calculate implied valuation multiples • Calculate the target's implied total
Pro forma enterprise value based upon
• Calculate the target's implied total valuation
precedent transaction multiples and
enterprise value based upon public
the target's projections
market trading multiples and the target's
projections
DCF
Discounted Cash Flow Analysis:

• Utilize free cash flow projections for the target
based on the target's projections
• Calculate the target's valuation based upon
estimated present value of unlevered, after-tax
free cash flows and its terminal value
31 ROTHSCHILD
5- Valuation approach
5.2 Valuation approach (cont'd)

Equity analysts
In certain circumstances Asset value approach

Traditional comparable
Discounted Cash Flow
it is appropriate to company approach1
augment the three

standard methodologies ARCTIC SEC
with analyses appropriate

- "A
DCF is used less for certain industries
frequently in analyst
• For the shipping industry CREDIT SUISSE"
reports given the
absence of long term it is also typical to look at
Deutsche Bank
projections ... asset-based metrics in
addition to EBITDA- or D
based metrics
... therefore equity • Investors and equity EV R R C O R H
analysts typically
focus their approach
research analysts GHS
focused on shipping
on relative valuation
metrics, and notably
companies typically also Jefferies
use an asset based
all of the identified
equity analyst
approach in addition to MAXIM
the three standard
consider the
valuation methodologies /Tareto Securities
traditional multiple
approach in addition RS Platou
to an asset value
approach STIEEL
32 Note •• ROTHSCHILD
1 Tradi ional multiple approach includes Sales, EBITDA and FCF multiples of Enterprise Value

Shipping industry valuation methodologies
As shown on the following page, the three standard methodologies plus an asset-based approach are also
typically used in the context of valuing public companies and supporting fairness opinions in M&A transactions
in the shipping industry
• The data set is comprised of valuation methodologies for fairness opinions relating to maritime M&A transactions from 2004-2014
Total occcurances
11 10 7 7 7
% Of total 100.0% 90.9% 63.6% 63.6% 63.6%
A survey of recent going-concern shipping restructurings reveals no consistent approach regarding valuation methodologies
• Only in Excel Maritime ("Excel") were the three traditional methodologies (plus an asset-based approach) used
- It is worth noting that Excel was subject to a bankruptcy court mediation and valuation was heavily scrutinized
• The valuations of General Maritime ("Genmar") and Overseas Shipping Group ("OSG") did not utilize a full approach
- Genmar relied on a market indication of value (value of the plan sponsor) as well as an asset value approach (third-party
appraisal)
- OSG relied solely on market indication of value in its earlier plan
33
E3 BB ROTHSCHILD
533858
5-4 Valuation approach (cont'd)

Shipping industry valuation methodologies (cont'd)
EV/ EV/ Terminal Perpetuity Forecast

GAV / NAV GAV / NAV Overall
EBITDA EBITDA value growth asset value
M&A transaction fairness opinions
Crude Carriers Corp. Capital Product Partners Jefferies Aug-11 <•/

/ X" X X X X X
OceanFreight, Inc. Dryships, Inc. Fearnley Jul-11 X X X X X X X ./

Arlington Tankers Ltd. General Maritime Corp. UBS Aug-08 • / X ,/ ,/ V"" X
Quintana Maritime Limited Excel Maritime Carriers, Ltd. Citi Jan-08 X y X -/ • y X X ./
MC Shipping Inc.
Bear Stearns Merchant
Banking
DnB Jul-07 v'"' X X. X v' ,/ X X
OMI Corporation Teekay Shipping Corp. Perella2 Apr-07 V' y" j..... 'Yi\ *
Maritrans Overseas Shiphoiding Group Merrill Lynch Sep-06 «/ X JC X ,/ V

/
X .X ,/
Seabulk International, Inc. SEACOR Holdings Inc. UBS Mar-05 X X X X X X X X
Seabulk International, Inc. SEACOR Holdings Inc. Jefferies Mar-05 v""' X X ,/ y" X x. %
Navios Corp Navios Maritime Holdings Inc Capita/ink Feb-05 ,/ X X X y X X </
Overseas Shiphoiding Group

Stelmar Shipping Ltd. Morgan Stanley Dec-04 X y X X' x X X X X
Inc.
Total 8 5 5 3 7 6 2 - 7 -
US restructuring1
Excel Maritime Miller Buckfire Jui-13 </ X X V'" V %
Overseas Shiphoiding Group X X X v'

Chilmark Nov-12 X X X X X X
inc.
General Maritime Moelis & Co. Nov-11 X X X X X X X X V
Total 1 - 1 1 1 - - 2 2
Only contested It is unprecedented for a contested valuation to only rely ¥ J'

restructuring resulted in all
valuation methodologies on an asset based valuation as shown by the data above ^ ; ^
being utilized
Notes
1 Excludes liquidations / Chapter 7 cases
2 Perella's fairness opinion of the OMI and Teekay transaction contemplates Comparable Company and Precedent Transaction
34 valuations but does not address methodology detail m ROTHSCHILD

Valuation methodologies
Given the specific characteristics of the shipping industry and Genco, Rothschild used both an
EBITDA-based and an asset-based methodology to value the Company
FY15E EBITDA multiples GAV multiple

Comparable Company
NTM EBITDA multiples GAV multiple

Precedent Transactions
EBITDA multiples Not consistent with DCF

DCF methodology
Perpetuity growth rate
Note
1 EV/GAV is calculated based on the market value of he fleet inclusive of new vessels, after adjusting for committed capex, net working capital and other fixed assets
35 mm ROTHSCHILD
533858
6. Trading values analysis

6.1 Trading Values analysis

Overview
The Trading Values analysis provides a range based on how the public markets value comparable businesses with
operations and financial characteristics similar to those of the target
• Rothschild analyzed the trading and operating performance of a group of companies with the following criteria:
- Comparable public companies that generally serve similar end markets and have similar focus, operating and financial
characteristics to Genco
- Rothschild has excluded those businesses with significant operations outside the dry bulk sector, those comparables that have
non-standard organizational structures or are currently under distress, those companies that do not own the majority of their
operating fleet and those companies which have poor corporate governance
Rothschild considered a number of factors when selecting Genco's comparable public companies, including:
Corporate profile and management depth and expertise

• Pure dry bulk operator vs. other operations
• Companies with management depth and expertise
• External vs. internal management function
• Management reputation, corporate transparency and strong corporate governance controls
• Relationships with charterers, technical managers and ship builders
• Full ownership of vessels vs. chartering in of third party vessels
• Intangible value
Fleet composition
• Average vessel size
• Average vessel age
• Mix across Capesize, Panamax, Supramax, Handymax and Handysize
• Exposure to other dry bulk classes
• Exposure to other non-dry bulk classes
Size
• Total enterprise value
• Access to capital markets
• Purchasing power / economies of scale
• Total number of vessels
mm ROTHSCHILD
533858 6. Trading values analysis
6.2 Trading Values analysis (cont'd)

Comparability to Genco Included in peer group
Corporate Fleet Rothschild Blackstone

Size Overall
profile composition
Experienced and Diverse fleet across 53 vessels
Genco industry leading asset classes
Over $1 billion
management team
Average vessel size enterprise value
Pure dry bulk of 71.9k dwt
Access to capita!
Average vessel age markets
of 9 years
Shared management team with Genco

Baltic Trading Pure play dry bulk shipping operator
Similar fleet composition
Diana Shipping Pure play dry bulk shipping operator with

similar asset composition to Genco
Similar size / access to capital markets
Safe Bulkers Pure play dry bulk shipping operator

Star Bulk
Pure play dry bulk shipping operator
Carriers
Highly comparable Moderately comparable Near perfect Non comparable

Mildly comparable
38 ElS Source Company filings Id ROTHSCHILD


Corporate Fleet
Size Overall Rothschild Blackstone
profile composition
Significant impact of Ocean Rig drilling

business on market value (79% of revenue,
DryShips almost 93% of market cap) 1
Externalized management function
Oil rig business
Highly levered capital structure potentially

limiting equity value (however debt trading at
Eagle Bulk par)
Shipping Rumored to be in restructuring negotiations
Limited broker coverage due to market cap
Higher charter coverage

Golden Ocean %/f
Focus on ice class vessels
Limited broker coverage (less than 3) preventing

the use of estimates
Jinhui Limited float / liquidity (HoldCo owning over 50%)
Shipping and Reduced corporate transparency / reporting
Transportation requirements with NOK / HK listing
Transparency / Exceptionally high levels of Chairman and CEO
governance issues remuneration over-8% of FY13 EBITDA
Exceptionally small number of typically larger

Knightsbridge vessels
Tankers Majority of growth driven by vessel acquisitions
/ new build with unclear funding structure
Navios Significant logistics business (-46% of revenue)

Holdings Operational support from affiliates Navios
Partners and Navios Acquisition
Logistics business
39
Source Company filings
Note
1 Oil drilling business Ocean Rig UDW Inc. is listed with a market cap of $2.4bn, of which DryShips share of 59.4% represents $1,5bn of 93% of DryShips market cap
mm ROTHSCHILD

Corporate Fleet Rothschild Blackstone

Size Overall
profile composition
Significant support on operations from parent

Navios Holdings
Navios - Provides off market operational contracts
Maritime - Anticipated drop down of assets from parent
Partners Master Limited Partnership structure with set
distribution target and high contracted revenue
MLP structure provides secure income stream
Attracts institutional investors seeking stable
Parent support
income stream
Active fleet includes 191 chartered vessels

Norden AS
1i «#%•
without purchase option in addition to 65
owned vessels
Significant tanker business (-18% of revenue)
Vessel ownership, tankers
Large fleet size of relatively small vessels
Pacific /'
Basin Operates a towage business (-7% of

revenue)
Owns only 35% of its dry bulk vessels
High exposure to newbuilds (7 new vessels

expected in FY14, or 50% of current fleet)
Paragon Externalized management function
Shipping Low market capitalization (S299 million TEV1)
and equity trades at a discount due to low
Vessel ownership, towage trading liquidity
Low margin due to limited scale
79 vessels due to be delivered in 2014-2016
Scorpio Newly listed investment Company with no

active vessels
Bulkers
No current financial metrics
Western Bulk Significant chartering business (96% and 99%

or gross and net revenue, respectively)
Chartering business
Source Company tilings
40 Note IB ROTHSCHILD
1 As of 6/10/14

Trading multiples
6/10/2014 % of 52- Valuation TEV / EBITDA EBITDA margins
Company share price Country wk high MC TEV 2 FY13A LTM FY14E FY15E FY13A LTM FY14E FY15E
Baltic Trading Limited $6.64 Marshall Islands 83.6% $382.2 $510.1 59.1x 42.Ox 16.Ox 8.6x 24.0% 28.2% 43.2% 57.9%
Diana Shipping Inc. 11.80 Marshall Islands 84.7% 977.5 1,113.4 19.9x 22.1x 18.8x 9.2x 34.1% 31.1% 33.6% 49.8%
Safe Bulkers, Inc. 8.82 Marshall Islands 76.8% 736.0 1,155.1 10.9x 11.7x 11.1x 7.3x 56.9% 53.7% 66.3% 75.9%
Star Bu k Carriers Corp. 12.31 Marshall Islands 77.5% 358.0 564.4 23.Ox 25.Ox 12.8x 8.0x 35.0% 31.5% 48.3% 56.2%
High 59.1x 42.0x 18.8x 9.2x 56.9% 53.7% 66.3% 75.9%
Mean 28.2x 25.2x 14.7x 8.3x 37.5% 36.1% 47.9% 60.0%
Median 21.4x 23.5x 14.4x 8.3x 34.6% 31.3% 45.7% 57.1%
Low 10.9x 11.7x 11.1x 7.3x 24.0% 28.2% 33.6% 49.8%
3
EBITDA margins
FY13A LTM FY14E FY15E
Genco 36.5% 37.4% 47.3% 59.2%

Notes
1 LTM as of 3/31/14
2 Excludes non-operating financial assets
3 Per the Adjusted Projections. See Appendix A
BU ROTHSCHILD

GAV multiple analysis
TEV NWC3 adjustment

Non-
operating NWC3 and TEV less NWC3
financial other fixed and other fixed
Company MC1 Net debt assets 2 TEV assets assets GAV4 TEV/GAV5
Baltic Trading Limited $382.2 $127.9 - $510.1 ($4.4) $505.8 $418.3 1.21x
Diana Shipping Inc. 977.5 202.7 (66.8) 1,113.4 (20.6) 1,092.9 1,130.7 0.97x
Safe Bulkers, Inc. 736.0 469.2 (50.0) 1,155.1 (1.1) 1,154.0 924.3 1.25x
Star Bulk Carriers Corp. 358.0 206.4 - 564.4 (3.5) 560.8 576.7 0.97x
High 1.25x
Mean 1.10x
Median 1.09x
Low 0.97x
Notes
1 Market capitalization as of 6/10/14
2 Non-operating assets comprise (i) Diana shipping investment and loan to sister company Diana Containers and (ii) Safe Bulkers short term deposit
3 NWC refers to net working capital
4 GAV is calculated per VesselsValue.com as the current fleet value post adjusting for newbuildings
5 GAV multiple is calculated as total enterprise value less net working capital and other fixed assets, divided by GAV
42 was mm rothschild

Implied value ranges
Selected Assessed
Adjusted Multiple Range value range
Projections Median Mean Low High Low High Weighting
EV/EBITDA (FY15F)' 184.1 8.3x 8.3x 7.5x 9.0x $1,381 $1,657 50.0%
TEV / GAV 1,216.0 1.09x 1.1Ox 1.00X 1.25x 1,223 1,527 50.0%
Subtotal $1,302 $1,592 100.0%
Baltic' 55 57
Fleet value 2 $1,216 Jinhui' 59 59
GAV multiple 1.00x-1.25x Management contracts : 69 89

Post GAV multiple $1,216-$1,520
Net working capital 6 3 Assessed trading comparables valuation range $1,485 $1,797
Other fixed assets 7 4_
Assessed value range $1,223-$1,527
Assessed valuation range based on comparable trading companies of $1,485m to

$i,795m, with a midpoint of $i,64om
Notes
1 EBITDA excluding management contract EBITDA
2 Calculation applies the multiple to the average of the Debtor's five fleet appraisals
3 Based on equity value as at close on 6/10/14, post application of relevant premium (see section 9). Based on Genco's ownership of 6.3m shares representing 11% economic and 65%
voting interest
4 Based on equity value as of 6/10/14. Based on Genco's ownership of 19.5% of Jinhui's equity
5 Management contract valuation of Genco's MEP and Bal ic Management agreement using a DCF analysis. See section 9
6 Per the Debtor's financial advisor. $7m due from charterers, $20m of prepaid expenses, $20m of accounts payable and accrued liabilities and $4m of other net current operating
liabilities. Excludes cash of $37m
7 Other fixed assets include vessel equipment, furniture, fixtures, computer equipment, software and other assets
43 @13 ROTHSCHILD
533858
7. Precedent transaction analysis

7- Precedent transaction analysis
7.1 Precedent transaction analysis

Overview
Rothschild considered M&A dry bulk corporate transactions over the last 10 year for applicable precedent
transactions
• Rothschild's precedent universe includes acquisitions of dry bulk companies rather than acquisition of fleets
- Fleet value acquisitions by definition tend to be at or around NAV as NAV is established by broker estimates of
fleet value which is driven by the last vessel sale
- Critical to assessing the appropriate valuation metrics for Genco to consider what buyers would pay for a full
business, inclusive of operating platform and management
Announced Enterprise Implied Gross Asset TEV1 TEV Multiple as of :

date Acquiror Target Value Equity Value Value 1 GAV LTM EBITDA NTM EBITDA
Jul-11 DryShips, Inc. OceanFreight, Inc. $239 $118 $255 0.94x 7.4x N.A.
Jan-08 Excel Maritime Carriers, Ltd. Quintana Maritime Limited 2,097 1,522 2,013 1.04x 12.Ox 10.5x
(nka.Bird Acquisition Corp.)
High 1.04x 12.0X 10.5x

Mean 0.99x 9.7x 10.5x
Median 0.99X 9.7x 10.5x
Low 0.94x 7.4x 10.5x
There have been a limited number of going-concern dry bulk corporate

transactions over the last ten years
Source: Company filings, transaction fairness opinions, broker research and Capital IQ
Note
1 Gross asset value is calculated as net asset value per fairness opinions from financial advisor plus net debt
1113 ROTHSCHILD
7. Precedent transaction analysis
7.2 Precedent transaction analysis (cont'd)
Selected Assessed
Adjusted Multiple Range value range
Projections Median Mean Low High Low High Weighting
Forward multiples (NTM) $147.7 1 10.5x 10.5x 10.5x 10.5x $1,550 $1,550 50.0%
2
TEV / GAV 1,216.0 0.99x 0.99x 0.95x 1.05x 1,162 1,284 50.0%
Subtotal $1,356 $1,417 100.0%
Baltic 55 57
Fleet value 2 $1,216
GAV multiple 0.95x - 1.05x
Jinhui4 59 59
Post GAV multiple $1,155 - $1,277
Net working capital 6 3 Management contracts 5 69 89
Other fixed assets 7 4_
Assessed value range $1,162 - $1,284
Assessed precedent transactions valuation range $1,539 $1,622
Precedent transaction analysis implies a valuation range of $1,540m to $ 1,620m,

with a midpoint of $1,580m
Notes
1 EBITDA excluding management contract EBITDA. NTM refers to the period June 30, 2014 to June 30, 2015
2 Calculation applies the multiple to the average of the Debtor's five fleet appraisals
3 Based on equity value as at close on 6/10/14, post application of relevant premium (see section 9). Based on Genco's ownership of 6.3m shares represen ing 11% economic and 65%
voting interest
5 Management contract valuation of Genco's MEP and Baltic Management agreement using a DCF analysis. See section 9
6 Per the Debtor's financial advisor. $7m due from charterers, $20m of prepaid expenses, $20m of accounts payable and accrued liabilities and $4m of o her net current operating
liabilities. Excludes cash of $37m
7 Other fixed assets include vessel equipment, furniture, fixtures, computer equipment, software and other assets, software and other assets
BS3 ROTHSCHILD
533858
8. Discounted cash flow analysis

533858 8. Discounted cash flow analysis
8.1 Discounted Cash Flow analysis

Overview
The DCF Analysis relies upon several key assumptions:
• Genco performs in line with the Adjusted Projections1

• Terminal value calculated based on multiples of FY 201IP EBITDA (see table below) and perpetuity with growth
(1.0% - 3.0% growth rate)
Terminal multiple range of

Range
7.8x - 9.Ox equal to or
lower than long-term
average peer group Trading Values multiples (implied multiples 2015 EBITDA)
__
Low
__
Mid
__
High
___
Weight2
multiple Precedent Transactions multiples (implied NTM multiples) 10.5x 10.5x 10.5x 21.1%
Weighted-average 7.8x 8.4x 9.Ox 100.0%
Terminal EBITDA multiple range 7.8x 8,4x 9.0x
• Adjustments to 2017 free cash flow for a normalized capital expenditure profile
• Genco remains a non-tax paying entity with respect to the majority of its profits (only paying a small % of tax on it's
service revenues which are valued separately)
• The annual free cash flows and Terminal Value are discounted to June 30, 2014 at a weighted average cost of capital
("WACC"), which considers the marginal costs of all sources of capital post restructuring
- WACC analysis indicates a discount rate range of 8.5% - 10.5%
• A long term pro forma capital structure Debt to Equity mix of 16% and 84%, respectively
• DCF as of June 30, 2014
Notes
1 Per he Adjusted Projections. See Appendix A
2 Based on the relative weights used in he overall valuation of 10.0% for precedent transactions and 37.5% for Trading values respectively
48 mm ROTHSCHILD
8.2 Discounted Cash Flow analysis (cont'd)

WACC range calculation
Discount rates utilized for the DCF analysis are based on Genco's pro forma cost of debt and the unlevered
betas of the comparable public companies, adjusted for illustrative capitalization assumptions
Market Assumptions Base Assumptions
Tax Rate 0.00% Selected Unlevered Beta' 0.73
Long-term US Treasury Yield ' 2.65% Levered Beta 0.87
Equity Risk Premium 3 6.96%
Size Premium 4 1.94%
LT Targeted Capital Structure Assumptions WACC sensitivity analysis

Unlevered beta
Debt as a % of Capital6 16.37% 0.63 0.68 0.73 0.78 0.88
16.37% 8.97% 9.32% 9.67% 10.05% 10.74%
Equity as a % of Capital 6 83.63% CO 20.00% 8.83% 9.16% 9.50% 9.86% 10.53%
O
Pre-Tax Cost of Debt7 4.75% 30.00% 8.47% 8.77% 9.08% 9.41% 10.02%
S 40.00% 8.17% 8.45% 8.73% 9.03% 9.60%
(D
After-Tax Cost of Debt 4.75% O
50.00% 7.91% 8.17% 8.43% 8.71% 9.24%
Cost of equity 8 10.63%
Weighted Average Cost of Capital 9.67%
Source Bloomberg, bbotson
Notes
1 Assumed Company tax rate
2 10-year US Treasury Yield (strip as of 6/10/14 on bonds maturing on 5/15/24)
3 Long-horizon expected equity risk premium (historical): Large company stock total returns minus long-term government bond income returns (source: 2014 Duff & Phelps)
4 Size premium for mid-cap companies (source: 2014 Duff & Phelps, 7th decile, represen ing market capitaliza ion range of $1,056m to $ 1,621m)
5 Selected unlevered Beta based on average unlevered beta of public comparables (Source: Bloomberg 5-year weekly adjusted Betas as of 6/10/14)
6 Based on pro forma capital structure and TEV per the disclosure statement
7 Reflects weighted average pro forma debt and LIBOR equal to 1 25% Calculated as unlevered Beta * (1 + Debt/Equity * (1 — Tax Rate))
8 Calculated as U.S. Treasury yield + size premium + (levered beta * equity risk premium)
49 mm ROTHSCHILD
533858 8. Discounted cash flow analysis

Terminal value approach
UBS also calculated Terminal value has been approached using the terminal multiple methodology and standard perpetuity growth methodology
estimated terminal values
for General Maritime as of Given that shipping rates are volatile and the industry can be characterized as cyclical, there is a risk that the terminal
December 31, 2013, based
on the estimated
multiple methodology may either overstate or understate the value of the business if applied incorrectly. Rothschild
standalone after- tax mitigated this risk by:
unlevered free cash flow
for fiscal year 2013, as • Utilizing 2017P EBITDA from the Adjusted Projections to calculate the Terminal Value. 2017P is based on 10-year historical
adjusted to reflect General average shipping rates with 2007/2008 peak years removed
Maritime's normalized
level of dry docking costs,
using growth rates into
• Normalizing capital expenditures for expected fleet renewals and dry dock expenses
perpetuity of General
Maritime's after- tax • Deducting remaining ballast water treatment capex from the Terminal Value
unlevered free cash flows
for fiscal years after 2013 We have utilized a growth rate of 1.0% - 3.0% for the perpetuity growth methodology reflecting minimal-to-negative real
ranging between 1.0% growth on the 10-year historical average shipping rates
and 3.0%
Source UBS - General Maritime

Fairness opinion, August 2008
20.0X — ?nflY
16.Ox
Mean
12.Ox
9.0x
8.Ox
Median
4.0x 8.4x
Dec-05 May-07 Oct-08 Mar-10 Aug-11 Jan-13 Jun-14 Dec-05 May-07 Oct-08 Mar-10 Aug-11 Jan-13 Jun-14
Peer group mean EV / NTM EBITDA Genco
Source Capital IQ
Note
1 Peer group includes: Baltic, Diana, Safe Bulkers and Star Bulkers
50 HB ROTHSCHILD

Terminal year adjustment
FY17 free cash flow includes certain non-recurring capital expenditures

• We have adjusted the terminal year capex to reflect normalized capex capital given the dry dock schedule and vessel replacement
costs
The terminal year adjustments are as follows:

• $71mfor vessel purchases
- Based on average vessel purchase of $2.12 per annum (53/25), $32m per vessel 1 and average scrap of $245 per LDT 4
(assuming an average of 6.560K LDT 4 per vessel)
- Consistent with Genco's current depreciation of vessels ($68m), per annum
• $12m for dry-dock expense
- Vessels are drydocked every five years except when they near the end of their useful life
- Based on the average of 2013 actuals and 2014-2017 projections
• One-time cost of $20m for ballast water treatment system expense for remaining vessels, treated as a deduction to terminal
value2
- Based on the remaining fleet vessels required to be upgraded under new regulations
- Upgrade will be done in tandem with scheduled dry-docking period
Notes
Based on the following
assumed newbuild costs per Terminal
vessel: Capesize: $58m,
Panamax: $30m, Supramax: 2017 Adj. year
$28m, Handymax: $28m and
Handysize: $24m
Cash EBITDA Excluding management contract $213 - $213
Ballast water treatment
expense is a one time capital
expenditure Given its one Drydock expense (9) (3) (12)
time nature, it is excluded (9) 9
Ballast water treatment system expense -
from terminal year
Per Adjusted Projections. See Sale of vessels
Appendix A Purchase of vessels (pre-financing) (90) 19 (71)
Light displacement ton Taxes
measures the actual weight of
the ship Change in working capital - - -
lUnlevered Free Cash Flow ("UFCF") $104 $26 $130
51 IB ROTHSCHILD

Unlevered free cash flow
Q3-Q4 Year ending December 31,

$ in millions 2014 2015 2016 2017 Terminal Year
Terminal year
adjustments reflect $133.7 $322.3 $326.2 $360.5
Cash Revenue
normalized working
capital given the dry Cash EBITDA 67.6 193.1 193.5 221.9 $221.9
dock schedule and Margin % 50.5% 59.9% 59.3% 61.6%
Less management contract (2.7) (9.0) (8.8) (8.9) (8.9)
vessel replacement
Cash EBITDA excluding management contract 64.9 184.1 184.7 213.1 213.1
costs
Drydock expense (7.3) (11.7) (12.0) (8.7) (11.6)
Ballast water treatment system expense - - (10.6) (9.4) -
Fuel efficiency upgrade expense (1.3) (1.6) (1.0) (1.1)

Sale of vessels - - - -
Purchase of vessels (pre-finartcing) - - (30.0) (90.4) (71.1)

Taxes
Change in working capital
WACC 9.67%
Unlevered Free Cash Flow ("UFCF") $56.3 $170.8 $131.1 $103.6 $130.4
PV of Unlevered Free Cash Flow $55.0 $155.7 $109.0 $78.5 $98.8
Free Cash Flow Growth Rate - %: n.a. n.a. (23.2%) (21.0%)

% of UFCF / Total UFCF 12.2% 37.0% 28.4% 22.4%
% of PV UFCF / Total UFCF 13.8% 39.1% 27.4% 19.7%
Note
1 All discount factors use mid-year
convention except for terminal
value, where end-of-year
Terminal multiple method Perpetuity growth method
convention is applied (3.5 years)
for exit multiple
Calculated as (terminal year UFCF) Terminal multiple 8.4x Terminal growth rate 2.0%
* (1 + terminal growth rate) / Exit year EBITDA 213 Terminal year UFCF 130
(WACC - terminal growth rate) Terminal Value: $1,793 Terminal Value 2: 51,734
Per Adjusted Projec ions. See Less: Ballast water treatment expense (20) Less: Ballast water treatment expense (20)
Appendix A Adjusted Terminal Value: $1,773 Adjusted Terminal Value: $1,714
PV of Terminal Value 2: 1,284 PV of Terminal Value: 1,299

Sum of PV of Cash Flows: 398 Sum of PV of Cash Flows: 398
(Enterprise Value: $1,682 I i Enterprise Value: $1,698 |
52 P5SS MM ROTHSCHILD

DCF valuation range
Our DCF valuation is based on the weighted average of two terminal value methods:
• EBITDA multiple exit method
• Perpetuity with growth method
Exit multiple I Assessed

WACC terminal growth value range
Low High Low High Low High Weighting
Terminal multiple approach 10.50% 8.50% 7.8x 9.0x $1,551 $1,838 50.0%
Perpetuity growth method 10.50% 8.50% 1.0% 3.0% 1,406 2,301 50.0%
Assessed trading comparables valuation range $1,478 $2,069 100.0%
Baltic 1 55 57
Jinhui 2 59 59
Management contracts 3 69 89
Assessed DCF valuation range $1,661 $2,274
Discounted cash flow analysis implies a valuation range of $i,66om to $2,275m,

with a midpoint of $1,970m
Note
1 Based on equity value as of 6/10/14, post application of relevant premium (see section 9). Based on Genco's ownership of 6,356,471 shares representing 11% economic and 65%
voting interest
3 Management contract valuation of Genco's MEP and Baltic Management agreement using a DCF analysis. See section 9
Hll ROTHSCHILD
533858
9. Asset valuation
9. Asset valuation
9.1 Asset valuation

Asset descriptions
Fleet consists of 53 dry bulk carriers, including 9

Genco fleet Capesize, 8 Panamax, 17 Supramax, 6 Handymax, and
13 Handysize dry bulk carriers with an aggregate carrying
capacity of approximately 3.8m deadweight tons
Represents economic benefit from management contracts

Management contracts with Baltic and Maritime Equity Partners
Genco's ownership of 19.5% of Jinhui's common equity

- Jinhui is a dry bulk carrier focused primarily on
Supramax vessels with a fleet of 36 owned vessels
Genco's ownership of 6.5m shares of Baltic representing
Jinhui I Baltic
an 11% economic interest and a 65% controlling interest
- Baltic Trading is a dry bulk carrier with a fleet of 13
owned vessels (4 Capesize, 4 Supramax and 5
Handysize)
Value of working capital assets on balance sheet,

excluding cash but includes amounts due from charterers,
Net working capital prepaid expenses, accounts payable and other net current
operating liabilities
Vessel equipment, furniture, fixtures, computer

Other fixed assets equipment, software and other assets
mm ROTHSCHILD
533858 9. Asset valuation
9.2 Asset valuation (cont'd)

Summary
We have approached the gross asset Range

value of the company as follows: Low Mean High
• Fleet value based on the range

Fleet1 $1,182 $1,2161 $1,262
developed by the Debtor's desktop
appraisals Management contracts 69 78 89
• Management contract valuation of Baltic 55 56 57

Genco's MEP and Baltic Management
Jinhui 59 59 59
agreement using a DCF analysis
Net working capital 3 3 3
• Genco's Baltic Trading Ltd based on
current share price and the value of Other fixed assets 4 4 4
control taking into consideration Genco's
Assessed break-up asset value $1,372 $1,416 $1,474
65.1% voting ownership
• Jinhui based on current share price

Note
1 Fleet range mean based on the average of the Debtor's desktop appraisals from MSI, Marsoft, VesselsValue
• Net working capital and other fixed assets and two other appraisal firms
• Cash per the Debtors forecast balance

sheet at emergence
56 mm ROTHSCHILD
9. Asset valuation

Management contracts
2HY14E FY15E FY16E FY17E

Genco's operations benefit from the
management contracts with Baltic and MEP Baltic
Technical service revenue $1.9 $4.4 $4.7 $4.7
that generate $8 - 10m in revenue per
Sale and purchase 0.6 0.6 - -
annum per the Debtor's projections Commission revenue 0.5 1.3 1.4 1.5
• The Adjusted Projections reflect slightly Revenue $3.0 $6.3 $6.1 $6.1
higher commission levels for Baltic Variable costs (0.5) (1.0) (1.0) (1.0)
attributable to the higher shipping rates Less: allocated overheads1 0.2 0.4 0.4 0.4
EBITDA $2.7 $5.7 $5.5 $5.5
- MEP, as it is fixed per vessel contract,
Taxes 2 (0.9) (1.9) (1.7) (1.7)
remains unchanged
Unlevered free cash flow $1.8 $3.8 $3.8 $3.9
• We exclude allocated overhead costs from
MEP
the unlevered free cash flow
Revenue $1.7 $3.3 $3.3 $3.3
Variable costs (0.3) (0.7) (0.7) (0.7)
Less: allocated overheads1 0.2 0.4 0.4 0.4
EBITDA $1.5 $3.0 $3.0 $3.0
Taxes 2 (0.4) (0.8) (0.8) (0.8)
Unlevered free cash flow $1.1 $2.2 $2.2 $2.2
Baltic Range
Low Mid High
- Therefore the value of these WACC 10.50% 9.50% 8.50%
management arrangements to the estate Present value of cash flows $11.1 $11.3 $11.5
should be assessed excluding these Perpetuity growth rate 1.0% 2.0% 3.0%
Terminal value 34.4 40.0 47.5
costs
Assessed valuation - Baltic $45.5 $51.3 $58.9
Source Company filings We value the cash flows using a DCF
MEP
Note - Given Genco's controlling interest in
1 Baltic and the Chairman's controlling
WACC 10.50% 9.50% 8.50%
interest in MEP we do not think it is
Present value of cash flows $6.6 $6.7 $6.8
appropriate to discount the value for 0.0%
Perpetuity growth rate 0.0% 0.0%
cancellation risk Terminal value 17.3 19.9 23.2
2 45% tax rate after adjusting for tax- - Given the commission structure of Assessed valuation - MEP $23.9 $26.5 $29.9
deductible expenses per the Debtor
Baltic, we have applied a 1-3%
Assessed valuation - Management contracts $69.3 $77.8 $88.9
perpetuity growth rate
57 M ROTHSCHILD
533858 9. Asset valuation

Baltic
Genco owns 65.1% of the aggregate voting power in Baltic

and 11.1% of the economic interest
"Control shares ordinarily
• The Company is deemed by its accountants to have full As of 06/10/14
- perhaps always - carry
a premium over fair effective control on Baltic given its voting power and is Economic value
market value because (at required to fully consolidate the entity in it's financial $382.0
Market cap 1
the very least) a accounts. However, the Debtor's financial projections
controlling shareholder Economic ownership stake 11.1%
exclude Baltic
can dictate business
Value of economic shares $42.2
policies within a broad
legal range" Rothschild believes it is appropriate to apply a control
premium when valuing Genco's stake in Baltic as a result Control value
of: Low Mid High
Source Booth, Richard.
• The wide acceptance in the financial and academic
Minority Discounts and Control Control premium 2 29.6% 32.4% 35.2%
Premiums in Appraisal communities of the value of control
Proceedings • There are no restrictions for Genco to sell their controlling |Implied value of control3 $113.0 $123.8 $134.6
stake Stake control ascribed to 11.1% 11.1% 11.1%

• Genco receives 2% of all additional shares issued so long as
it holds 10% or more outstanding shares (no economic j Genco's value of control $12.5 $13.7 $14.9
consideration required for additional shares)
• Through it's supermajority voting shares ("Class B"), Genco Low Mid High
has full effective control of Baltic Economic value $42.2 $42.2 $42.2
Control value 12.5 13.7 14.9

We have estimated the value of control based on a five year
average premium paid by purchasing companies of 29.6% - $54.7 $57.1
| Total value of Baltic shares $55.9
35.2% 2 of the market capitalization of the target
• We selected the five year average premium as it minimizes
the effect of cyclical changes to observed control premiums
depending over the economic cycle Notes
• We have estimated the value to Genco as assuming the 1 Based on share price as of 6/-10/14
control premium is ascribed to their economic interest 2 Based on five year historical control premium from Thomson Reuters
3 Calculated based on the full market capitalization of Baltic
(11.1%)
Source Company filings and Thomson Reuters
58 mm ROTHSCHILD
533858
10. Market implied valuation

533858 10. Market implied valuation
10.1 Market valuation

Summary
The enterprise value implied by the Genco's debt securities is based on the trading prices of the 2007 Credit
Facility and Convertible Notes following the announcement of the RSA
• It is based on the same market forces which drive equity prices for the Company's peers as both the 2007 Facility and
the Convertible Notes will hold collectively over 98% of the Company's pro forma equity based on the Plan
The trading ranges of the Debtor's securities imply the following valuations:
• Based on the distribution to 2007 Facility of 81.1% and the trading range of 106.5% and 112.4% implied an enterprise
value of the Company of $1,530m - $1,605m
• Based on the distribution to the Convertible Notes of 8.4% and the trading range of 94.4% and 104.3% implies an
enterprise value of the Company of $1,535m - $1,685m
Trading range since the RSA was announced Implied valuation by trading range
Market value of securities Mean Median Low High Low Mid High
Calculation set out on
next page
2007 facility 1 108.1% 107.5% 106.5% 112.4% $1,529 $1,567 $1,605
Convertible notes 2 98.2% 98.3% 94.4% 104.3% 1,537 1,611 1,684
Market implied valuation $1,533 $1,589 $1,645
Notes
1 Implied valuation based on he 2007 trading levels for a pro forma equity stake of 81.1%. Calculated based on the market value of the 2007 Facility ($1,055.9m outstanding) implied by
the trading range to derive post-reorg equity value based on their 81.1% share plus $249 3m of rolled forward debt less $100m proceeds from the rights issue. Market value adjusted
for value of rights at Debtor's set-up TEV
2 Implied valuation based on he converts levels for a pro forma equity stake of 8.4%. Calculated using same approach as above
60 IQ ROTHSCHILD
533858 io. Market implied valuation
10.2 Market valuation (cont'd)

Market based implied enterprise value
Analysis below illustrates current value in excess of claims implied by Genco's existing debt securities
• Market value of pre-petition debt is based on the market trading prices since the petition date on 4/21/14
• Pro forma ownership stakes are based on the Debtor's Plan
• Equity value of the Company is implied from the market value of debt and the associated pro forma equity stake after adjusting for the rights
offering value
Ranqe Range
Low Mid High Low Mid High
Principal $1,056 $1,056 $1,056 Principal $125 $125 $125
Price 106.5% 109.4% 112.4% Price 94.4% 99 3% 104.3%
Market value $1,125 $1,155 $1,187 Market value $118 $124 $130
Value of rights to 2007 Facility 1 (6) (6) (6) Value of rights to Conv. Notes (1) (1) (1)
Market value less value of rights to 2007 Facility $1,119 $1,150 $1,181 Market value less value of rights to Conv. Notes $117 $123 $129
Pro forma equity ownership 81.1% 81.1% 81.1% Pro forma equity ownership 8.4% 8.4% 8.4%
Implied equity value $1,380 $1,418 $1,456 Implied equity value $1,388 $1,461 $1,535
Pro forma debt 249 249 249 Pro forma debt 249 249 249
Less rights offering (100) (100) (100) Less rights offering (100) (100) (100)
Total enterprise value $1,529 $1,567 $1,605 Total enterprise value $1,537 $1,611 $1,684
Plus: Cash 37 37 37 Plus: Cash 37 37 37
Less: Total claims per the Debtor2 (1,447) (1,447) (1,447) Less: Total claims per the Debtor2 (1,447) (1,447) (1,447)
Less: Other claims3 (33) (33) (33) Less: Other claims 3 (33) (33) (33)
Value in excess of claims $86 $124 $162 Value in excess of claims $94 $167 $241
Notes
1 Based on value of the rights at Setup TEV value $1,480 Setup TEV value $1,480
set-up equity of $1,231 m (249) Less pro forma debt (249)
Less pro forma debt
2 Sum of rolled over debt of
$249.3m, equitized debt of Setup equity value $1,231 Setup equity value $1,231
$1,181m, $13m consent fee Rights offering equity stake 8.7% Rights offering equity stake 8.7%
and $4m accrued interest per
Blackstone 2007 Facility share 80.0% Conv. Notes share 20.0%
3 Other claims includes $6m 2007 Facility rights offering equity stake 7.0% Conv. Notes rights offering equity stake 1.7%
swap liability, $1m lease
Rights offering equity value al setup TEV 86 Rights offering equity value at setup TEV 21
liability and $26m of other
administrative claims Rights offering subscription price 80 Rights offering subscription price 20
Value of rights to 2007 Facility1 $6 Value of rights to Conv. Notes $1
61
E3
mm ROTHSCHILD
533858
Appendix A. Adjusted projections

533858 Appendix A. Adjusted projections
A.i Adjusted Projections
Rothschild has used the Adjusted Projections detailed below for the purposes of its Expert Report
• CMG developed the Adjusted Projections presented herein (see CMG Expert Report dated June 11, 2014)
As of June 30 Q3-Q4 Year ending December 31,

NTM 2014 FY 2014 2015 2016 2017
Net Voyage Revenue $ 186.4 $ 129.1 $ 248.3 $ 312.8 $ 316.9 $ 351.0
Growth % 21.1% 26.0% 1.3% 10.8%
Service revenues 10.0 4.6 - 9.6 9.4 9.4
Cash Revenues $ 269.9 $ 133.7 $ 248.3 $ 322.3 $ 326.2 $ 360.5
Vessel operating expenses (102.7) (51.2) (101.7) (103.7) (107.0) (112.4)

Cash G&A (18.1) (11.4) (18.2) (18.4) (18.7) (19.1)
Technical management fees (7.1) (3.5) (6.9) (7.2) (7.0) (7.0)
Cash EBITDA $ 155.5 $ 67.6 $ 121.6 $ 193.1 $ 193.5 $ 221.9
Growth % 58.8% 0.2% 14.7%
Margin % 52.6% 50.5% 49.0% 59.9% 59.3% 61.6%
Drydock expense (20.4) (8.6) (15.5) (13.3) (23.6) (19.1)
Purhcase of vessels (pre-financing) - - - (30.0) (90.0)
Taxes (2.5) (1.3) (2.2) (2.6) (2.5) (2.4)
Unlevered Free Cash Flow $ 119.2 $ 57.7 $ 103.9 $ 177.1 $ 137.4 $ 110.4
EBITDA $ 155.5 $ 67.6 $ 121.6 $ 193.1 $ 193.5 $ 221.9

Less management contract (7.9) (4.3) (7.9) (9.0) (8.8) (8.9)
EBITDA excluding management contract $ 147.7 $ 63.2 $ 113.7 $ 184.1 $ 184.7 $ 213.1
CMG is projecting 2016-2017 average

EBITDA of $207.7m compared to the
historical five year average of $205.2m
63 mm ROTHSCHILD
533858 Appendix A. Adjusted projections
A.2 Adjusted Projections (cont'd)
Adjusted Projections Q3-Q4 Year ending December 31,

ShOW Significant Per Debtor FY 2014 FY 2014 2015 2016 2017
earnings potential of cash revenue $ 126 $ 240 $ 312 $ 225 $ 20s
the Company in 2016 Total opex (66) (127) £29) Q33) (138)
and 2017 compared Cash EBITDA $ 60 $ 114 $ 183 $ 92 $ 68
with the Debtor's Drydock expense (9) (16) (13) (24) (19)
projections Purhcase of vessels (pre-financing) - (30) (90)
Taxes (1) (2) (3) (2) (Z)_
Unlevered free cash flow $ 50 $ 96 $ 167 $ 36 $ (43)
Per Adjusted Projections

Cash revenue $ 134 $ 248 $ 322 $ 326 $ 360
Total opex (66) (127) (129) (133) (139)
Cash EBITDA $ 68 $ 122 $ 193 $ 193 $ 222
Drydock expense (9) (16) (13) (24) (19)
Purhcase of vessels (pre-financing) - - - (30) (90)
Taxes (1) (2) (3) (2) (2)
Unlevered free cash flow $ 58 $ 104 $ 177 $ 137 $ 110
Variance - Adjusted Projections vs. Debtor Projections

Cash revenue $ 8 $ 8 $ 10 $ 101 $ 154
Total opex
Cash EBITDA $ 8 $ 8 $ 10 $ 101 $ 154
Drydock expense
Purhcase of vessels (pre-financing)
Taxes
Unlevered free cash flow $ 8 $ 8 $ 10 $ 101 $ 154
64 mm ROTHSCHILD
533858
Appendix B. Comparable peer group analysis supporting materials

Appendix B. Comparable peer group analysis

supporting materials
B.i Peer group comparison

Description of peer group
Revenue EBITDA EBITDA Margin
Company Company description 2014E 2015P 2014E 2015P 2014E 2015P

Baltic Trading Limited is engaged in shipping business in the drybulk industry spot market $74 $102 $32 $59 43.2% 57.9%
worldwide. The company operates a fleet of drybulk ships that transport iron ore, coal, grain,
steel products and other dry bu k cargoes. As of February 26, 2014, it owned 4 Capesize, 4
Supramax and 5 Handysize vessels with an aggregate carrying capacity of approximately 1.1m
dwt
Diana Shipping Inc. provides shipping transportation services. The company transports dry bulk 176 242 59 121 33.6% 49.8%
cargoes, including commodities, such as iron ore, coal, grain and other materials worldwide. As
of December 31, 2013, it operated a fleet of 37 dry bulk carriers comprising 19 Panamax, 3
Kamsarmax, 3 Post-Panamax, 10 Capesize and 2 Newcastlemax vessels with a carrying
capacity of approximately 4.2m dwt
Safe Bu kers, Inc. provides marine dry bulk transportation services worldwide. The company is 157 208 104 158 66.3% 75.9%
involved in the acquisition, ownership and operation of dry bulk vessels for transporting bulk
ih cargoes, primarily coal, grain and iron ore. As of February 25, 2014, it had a fleet of 30 dry bulk
SAFEBULXEi vessels with an aggregate carrying capacity of 2.8m dwt
Star Bulk Carriers Corp. offers ocean transportation services for dry bulk cargoes worldwide. It 91 125 44 70 48.3% 56.2%
owns and operates dry bulk carrier vessels that transport major bulks, which include coal, iron
ore and grains; and minor bu ks that comprise bauxite, phosphate, fertilizers and steel products.
ImSiafSaik As of March 17, 2014, the company owned a fleet of 17 dry bulk carriers, including 5 Capesize, 2
Post Panamax, 2 Ultramax and 8 Supramax dry bulk vessels with a combined cargo carrying
capacity of approximately 1,6m dwt
Source Company filings, CaplQ
66 SO ROTHSCHILD
Appendix B. Comparable peer group analysis

supporting materials
B.2 Peer group comparison (cont'd)

Operational and vessel statistics
Avg. fleet Total % of large Avg. vessel Newbuilds as % Spot exposure
Company age (y) vessels vessels 1 size (dwt k) of current fleet FY14E FY15E
Genco 8.9 53 32.1% 71.9 7.5% 93.2% 100.0%
Selected Deer arouo

Baltic Trading Limited 4.1 13 30.8% 84.2 30.8% 100.0% 100.0%
Diana Shipping Inc. 6.7 38 100.0% 110.8 10.5% 11.0% 67.0%
Safe Bulkers, Inc. 5.4 31 100.0% 92.4 38.7% 60.0% 88.0%
Star Bu k Carriers Corp. 9.0 17 41.2% 94.8 64.7% 63.0% 84.0%
High 9.0 38 100.0% 110.8 64.7% 100.0% 100.0%
Mean 6.3 25 68.0% 95.5 36.2% 58.5% 84.8%
Median 6.1 24 70.6% 93.6 34.7% 61.5% 86.0%
Low 4.1 13 30.8% 84.2 10.5% 11.0% 67.0%

Note
1 Defined as vessels with dwt above 70.0k
67 mm ROTHSCHILD
533858
Appendix C. Supporting valuation analysis

C.i Discounted Cash Flow analysis

WACC detail
Levered Total Market Debt / Tax Unlevered

Name Ticker Beta Debt Cap1 Total Cap Rate Beta2
Baltic Trading Limited BALT 1.29 $167 $371 31.0% 0% 0.89
Diana Shipping Inc. DSX 1.25 510 957 34.8% 0% 0.81
Safe Bulkers, Inc. SB 1.11 531 720 42.4% 0% 0.64
Star Bulk Carriers Corp _ SBLK
— 1.07 260 327 44.3% 0% 0.59
(
Median 0.731
Source Company filings, Bloomberg, CapitallQ, Barra

Notes
1 Based on closing prices as of 6/10/2014
2 Calculated as levered Beta / (1 + Debt/Equity * (1 - Tax Rate))
HQ ROTHSCHILD
C.2 Discounted Cash Flow analysis (cont'd)

Implied value ranges - EBITDA multiple exit method
Enterprise Value Present Value of Unlevered Free Cash Flows
Illustrative EBITDA Exit Multiple

7.8x 8.1x 8.4x 8.7x 9.0x $
8.50% $1,638 $1,688 $1,738 $1,788 $1,838 8.50% $405
9.00% 1,616 1,665 1,714 1,763 1,812 9.00% 402
WACC 9.50% 1,594 1,642 1,690 1,738 1,787 WACC 9.50% 399
10.00% 1,572 1,619 1,667 1,714 1,762 10.00% 396
10.50% 1,551 1,597 1,644 1,691 1,737 10.50% 394
Present Value of Terminal Value Implied Perpetuity Growth Rate
Illustrative Terminal EBITDA Multiple Illustrative Terminal EBITDA Multiple

7.8x 8.1x 8.4x 8.7x 9.0x 7.8x 8.1x 8.4x 8.7x 9.0x
8.50% [ $1,233 $1,283 $1,333 $1,383 $1,433 8.50% 0.6% 0.9% 1.1% 1.4% 1.6%
9.00% I 1,214 1,263 1,312 1,361 1,410 9.00% 1.1% 1.3% 1.6% 1.9% 2.1%
WACC 9.50% I 1,194 1,243 1,291 1,339 1,387 WACC 9.50% 1.5% 1.8% 2.1% 2.3% 2.6%
10.00% I 1,175 1,223 1,270 1,318 1,365 10.00% 2.0% 2.3% 2.5% 2.8% 3.0%
10.50% I 1,157 1,204 1,250 1,297 1,344 10.50% 2.5% 2.7% 3.0% 3.3% 3.5%
111 ROTHSCHILD
533858
C.3 Discounted Cash Flow analysis (cont'd)

Implied value ranges - perpetuity growth method
Enterprise Value Present Value of Unlevered Free Cash Flows
Unlevered CF perpetuityjjrowth
1.00% 1.50% 2.00% 2.50% 3.00% $
8.50% $1,764 $1,869 $1,991 $2,133 $2,301 8.50% $405
9.00% I 1,658 1,749 1,854 1,974 2,115 9.00% 402
WACC 9.50% I 1,564 1,644 1,735 1,838 1,958 WACC 9-50% 399
10.00% I 1,481 1,551 1,630 1,720 1,823 10.00% 396
10.50% | 1,406 1,469 1,538 1,617 1,706 10.50% 394
Present Value of Terminal Value Implied EBITDA Multiple
Unlevered CF perpetuity growth Unlevered CF perpetuity growth

1.00% 1.50% 2.00% 2.50% 3.00% 1.00% 1.50% 2.00% 2.50% 3.00%
8.50% $1,359 $1,464 $1,586 $1,728 $1,896 8.50% 8.2x 8.9x 9.6x 10.5x 11.5x
9.00% 1,256 1,347 1,452 1,572 1,713 9.00% 7.7x 8.3x 8.9x 9.6x 10.5x
WACC 9.50% 1,165 1,245 1,335 1,439 1,558 WACC 9.50% 7.3x 7.8x 8.3x 9.Ox 9.7x
10.00% 1,084 1,155 1,234 1,324 1,426 10.00% 6.9x 7.3x 7.8x 8.4x 9.Ox
10.50% 1,013 1,075 1,145 1,223 1,312 10.50% 6.5x 6.9x 7.3x 7.8x 8.4x
71 ill ROTHSCHILD
533858
Appendix D. Debt trading levels since RSA date

533858 Appendix D. Debt trading levels since RSA date
D.i Market valuation

2007 Facility trading value since RSA date
115.00 - - - - - - -
RSA announcement
Chapter U filing
110.00
30 days prior to
04/03/14:108.00 04/21/14:107.92
RSA date \ ^ -'"X
06/10/14:106.65
105.00
03/04/14:102.25
100.00 — •
3/4/2014 3/18/2014 4/1/2014 4/15/2014 4/29/2014 5/13/2014 5/27/2014 6/10/2014
Source Markit
Note
1 Price shown is an average of bid and ask prices as provided by Markit
73 US nil ROTHSCHILD
Appendix D. Debt trading levels since RSA date
D.2 Market valuation (cont'd)

Convertible trading levels since RSA date
110.00 Current
Chapter 11 filing
date
RSA announcement
100.00
04/21/14:95.98 06/10/14:98.65
90.00
04/03/14:85.13
80.00 - 30 days prior to

RSA date
70.00
60.00
03/04/14:58.00
50.00
3/4/2014 3/18/2014 4/1/2014 4/15/2014 4/29/2014 5/13/2014 5/27/2014 6/10/2014
Source Bloomberg
Note
1 Price shown is based upon actual trades
74 ROTHSCHILD
533858
Appendix E. Historical control premia analysis

533858 Appendix E. Historical control premia analysis
E.i Sum of the parts asset valuation

Control premia analysis
60.0%
50.0%
40.6%
35.0% 37.3% 36.5%
40.0% 35.8% 34.9% 34 % 35.4
31.5%
0
32.9% 34.4% 31.3%i

29.6% 28.4%
30.0% 27.7%
22.9% 21.7%
20.0%
10.0%
_
Historically, for
2009 2010 2011 2012 2013 2014 YTD
transactions in the
US, control premia 1 day prior 1 week prior • 1 month prior
have ranged from
-30% to -40% over
the past 5 years
60.0%
50.0%
Source Thomson Reuters 40.9%
Notes 38-9%
1 Searching criteria includes
40.0% 36.0%36-9% 33.7%35'8 35.0/o mum _. ... 31.4%
31.6%' 31.8%
1) Announced or completed 30.3% 30.3%
27.2% 27.9%_ 26.3% „
transactions with US targets; 30.0%
24.0% & 19.4°/
1
2) all cash transactions; 3)
implied enterprise value 20.0%
between $500m and $2bn;
4) transactions announced 10.0%
since January 2009
(approximately 175
transactions); 5) excludes
financial institutions and real 2009 2010 2011 2012 2013 2014 YTD
estate transactions; 6)
excludes abnormal s 1 day prior 1 week prior • 1 month prior
premiums (above 100% and
negative)
76 ROTHSCHILD
533858
Appendix F. Management contracts valuation

533858 Appendix F. Management contracts valuation
F.i Management contracts valuation

Management contract - Baltic
The same WACC Q3-Q4 Year ending December 31,

and perpetuity growth $ in millions 2014 2015 2016 2017 Terminal Year
rates have been
applied as Genco's Baltic service revenue $3.0 $6.3 $6.3 $6.3 $6.3
DCF calculation (see

Variable costs 2 (0.3) (0.6) (0.6) (0.6) (0.7)
section 8.2) 2.7 5.7 5.5 5.5 5.5
EBITDA
Taxes 3 (0.9) (1.9) (1.7) (1.7) (1.7)
WACC 9.67%
Unlevered Free Cash Flow ("UFCF") 1.8 3.8 3.8 3.9 3.9
PV of Unlevered Free Cash Flow 1.7 3.5 3.1 2.9 2.9
Free Cash Flow Growth Rate - %: n.a. n.a. (0.8%) 2.5%

%of UFCF /Total UFCF 13.4% 28.8% 28.6% 29.3%
% of PV UFCF / Total UFCF 15.3% 30.8% 27.8% 26.0%
Note
All discount factors use mid-year
convention is applied (3.5 years)
for exit multiple
Perpetuity growth method Enterprise Value
Terminal year UFCF $3.9

Terminal growth rate 2.0% Unlevered CF perpetuity growth
$51.4 1.00% 1.50% 2.00% 2.50% 3.00%
Terminal Value 4:
8.50% $52.2 $55.3 $58.9 $63.1 $68.1
Calculated as (terminal year UFCF 9.00% 49.0 51.7 54.8 58.4 62.6
PV of Terminal Value 5: 38.9
* (1 + terminal growth rate) / WACC 9.50% 46.2 48.6 51.3 54.4 57.9
(WACC - terminal growth rate) Sum of PV of Cash Flows ; 11.3
10.00% 43.8 45.9 48.2 50.9 53.9
Discounted at the same WACC Value of management contracts: $50.2
10.50% 41.6 43.4 45.5 47.8 50.4
used in the DCF analysis
78 IB ROTHSCHILD
533858 Appendix F. Management contracts valuation
F.2 Management contracts valuation (cont'd)

Management contract - MEP
The same WACC Q3-Q4 Year ending December 31,

and perpetuity growth $ in millions 2014 2015 2016 2017 Terminal Year
rates have been
applied as Genco's MEP service revenue $1.7 $3.3 $3.3 $3.3 $3.3
DCF calculation (see

Variable costs 2 (0.2) (0.3) (0.3) (0.3) (0.3)
section 8.2) 3.0 3.0 3.0 3.0
EBITDA 1.5
Taxes 3 (0.4) (0.8) (0.8) (0.8) (0.8)
WACC | 9.67% |
Unlevered Free Cash Flow ("UFCF") 1.1 2.2 2.2 2.2 2.2
PV of Unlevered Free Cash Flow 1.1 2.0 1.8 1.7 1.7

%of UFCF/Total UFCF 14.7% 28.5% 28.4% 28.5%
% of PV UFCF/ Total UFCF 16.8% 30.4% 27.6% 25.3%
Note
1 All discount factors use mid-year
convention is applied (3.5 years) Perpetuity growth method Enterprise Value
for exit multiple
Terminal year UFCF $2.2
Terminal growth rate 0.0% $
Terminal Value 4: $25.6 8.50% $29.9
9.00% 28.1
I PV of Terminal Value 5: 19.4 WACC 9.50% 26.5
4 Calculated as (terminal year UFCF)
/ (WACC) Sum of PV of Cash Flows 5: 6.7 10.00% 25.1
Discounted at the same WACC Value of management contracts: $26.0 j 10.50% 23.9
used in the DCF analysis
79 mm ROTHSCHILD
533858
Appendix G. Rothschild due diligence

533858 Appendix G. Rothschild due diligence
G.i Objective and scope
In conducting its analysis, Rothschild performed substantial due diligence on the Company, including:
• Met with the Company and its advisors on multiple occasions and had multiple telephonic discussions with the Company's
advisors to review the business plan and key assumptions driving the projections
• Analyzed the Company's current and historical financial performance (10-K's, 10-Q's and earnings releases)
• Reviewed Debtors historical board presentations and materials

• Analyzed equity research reports
• Reviewed data prepared by Genco and its advisors for the Chapter 11 case
• Reviewed court filings (disclosure statement, plan of reorganization, affidavits and other first day motions)
• Reviewed information provided in discovery

• Reviewed market trends and the Company's position in the shipping industry
• Analyzed the Adjusted Projections

• Reviewed the CMG expert report
• Analyzed the Company in comparison to publicly traded comparable companies
• Met with the CMG on multiple occasions to understand their business plan and the Adjusted Projections
• Analyzed precedent mergers and acquisitions of companies comparable to Genco
• Reviewed the Company's fleet appraisals
• Reviewed the Company's management contracts with Baltic and MEP
• Analyzed the Company's valuation of its investments in Baltic and Jinhui
• Reviewed and analyzed Debtor's expert reports
81 HQ ROTHSCHILD
G.2 Sources of information
Rothschild used a variety of public sources as well as information provided by the Company to perform its various analyses
as set forth below:
Genco bankruptcy court filings

• Disclosure Statement
• Plan of Reorganization
• First day motions and related filings
Materials provided to Rothschild by the Company and its advisors

• Management business plan, financial projections and presentations
Academic materials
• Hitchner, James. Financial Valuation: Applications and Models . 3rd ed.
• Stopford, Martin. Maritime Economics. 3rd ed.
• Koller, Tim, Goedhart, Marc, Wessels, David. Valuation: Measuring and Managing the Value of Companies. 5th ed.
• Pratt, Shannon. Valuing a Business: The Analysis and Appraisal of Closely Held Companies. 5th ed.
• Damodaran, Aswath. Investment Valuation. 3rd ed.
Public filings
• 10K's, 10Q's, annual and quarterly reports
• Press releases
82 SH mm ROTHSCHILD
G.3 Sources of information (cont'd)
Data sources
• Capital IQ
• Bloomberg
• Factiva
• AD1
• Barra
• Clarkson's
• Vessels Value
• Thomson One
Equity Research reports from

• Artie Securities
• Credit Suisse
• Clarksons Capital Markets
• Deutsche Bank
• DNB
• Evercore
• Jefferies
• Maxim Group
• Pareto
• RS Platou
• Stifel Financial
• Wells Fargo
Other
• 2013 Ibbotson SBBI Risk Premia Over Time Report
• Equity research for comparable companies
mm ROTHSCHILD
14-11108-shl Doc 324-2 Filed 07/02/14 Entered 07/02/14 19:16:22 Exhibit B -
Augustine Rebuttal Report Pg 1 of 37
EXHIBIT B
535131
Rebuttal Report
Author: Neil Augustine, Executive Vice Chairman, Co-Chair of North America Debt
Advisory and Restructuring
June 11, 2014 Strictly confidential
535131
Disclaimer
This presentation w as prepared exclusively and on a confidentialbasis by Rothschild Inc. ("Rothschild"), as financialadvisor to the OfficialEquity
Committee (the "Committee") of Genco Shipping & Trading Limited ("Genco" or the "Company"), in connection w ith the bankruptcy proceedings of the
Company. In creating this presentation, Rothschild has relied upon information that is publicly available or which was provided to Rothschild by or on behalf
of the Company. In addition, at the direction of the Committee, Rothschild has relied upon forecasts and projections prepared for the Company by CMG
Advisory Services LLC("CMG"), an advisor to the Committee. This information, including any such forecasts or projections, involves numerous and
significant assumptions and subjective determinations by the Company, CMG and other sources, which may or may not be correct. Rothschild has not
assumed any responsibility for independent verification of any of such information contained herein, including, but not limited to, any such forecasts or
projections set forth herein, and Rothschild has relied on such information being complete and accurate in all material respects. Accordingly, no
representation or w arranty, express or implied, can be made oris made by Rothschild as to the accuracy or completeness of anysuch information orthe
achievability of any such forecasts or projections. Except where otherwise indicated, this presentation speaks as of the date hereof and is necessarily
based upon the information available to Rothschild and financial, stock market and other conditions and circumstances existing and disclosed to Rothschild
as of the date hereof, all of which are subject to change. Rothschild does not have any obligation to update, bring-down, review or reaffirm this
presentation. Under no circumstances should the delivery of this presentation imply that any information or analyses included in this presentation w ould be
the same if made as of any other date. Nothing contained in this presentation is, or shallbe relied upon as, a promise or representation as to the past,
present or future. Nothing contained herein shall be deemed to be a recommendation from Rothschild to any party, including without limitation, any security
holder or other interested party of the Company, to enter into any transaction or to take any course of action. By accepting these materials, the recipient
acknowledges that Rothschild is not in the business of providing (and the recipient is not relying on Rothschild for) legal, tax or accounting advice, and the
recipient should receive (and rely on) separate and qualified legal, tax and accounting advice. It should be noted that any valuation contained herein is only
an approximation, subject to uncertainties and contingencies, including market conditions, all of which are difficult to predict and beyond the control of
Rothschild, and thus, a valuation is not intended to be, and should not be construed in any respect as, a guaranty of value. These analyses must be
considered in their totality. The accompanying material does not represent an opinion as to the prices at which the Company, or any interests therein,
actually would be acquiredor sold nor is the accompanying material intended to, and it does not, constitute an opinion as to the fairness, from a financial
point of view, of any transaction or other matters. These materials do not constitute an offer or solicitation to sell or purchase any securities. Rothschild is
not acting in any capacity as a fiduciary or agent of any party. Except for required court disclosures made in connection with the Company's bankruptcy
proceedings, this presentation is strictly confidential. Rothschild shall not have any liability, w hether direct or indirect, in contract or tort or otherw ise, to any
person in connection w ith this presentation.
1 Hll ROTHSCHILD
Contents
Sections
1 Executive summary 3
2 Asset-based valuation 11
3 Precedent transactions 13
4 Comparable companies (TEV/NAV) 15
5 Comparable companies (TEV/2015E EBITDA) 19
6 Discounted cash flow 23
7 Discrete asset valuation 27
Appendices
A Discrete asset valuation DCF back up 31
2 •• ROTHSCHILD
535131
l. Executive summary
S35131
i. Ex ecutive summary
1.1 Executive summary

Blackstone's approach to value
Blackstone's approach to valuation - asset based valuation - has fundamentally undervalued Geneo
10.0 x
7.3 x 7.2 x 7.3 x 7.3 x 7.5 x
8.0 x 8.5 x
Jinhui and Paragon
I
5.4 x 5.5 x
are not comparable 6.0 x
ioGenco, The peer
4.0 X
group would have a
8 Qx and 7.9x mean 2.0 X
and median multiple, 0.0 X
respectively if they FY1S£ Median FY15£Mean Jinh(iShspphg Paragon StarBufc SafeBu&e® Balfi'c Trading Olsia Low m
f comps of comps Shipping
were removed Biactetone Assessed Valuation
• Blackstone starts with a valuation thesis that Genco is incapable of earning a return in excess of its cost of capital
*Companies operating in fragmented industries with iowbarriers to entry and commoditized assets, products, and services find
it difficult to sustain returns in excess of the cost of capital
' if a company were able to earn returns in excess of its capital costs in such a market new participants would enter the
market, increase supply, and drive down the returns such that they equal the cost of capital.
The drybulk shipping industry is defined by (i) low barriers to entry, (ii) a diffuse and fragmented ownership structure, and (Hi)
commoditized products and setvices
Source Blackstone Expert Report, p. 14-15
However, since 2008, over $19.4b of private capital has been invested into the marine industry by sophisticated,
return-driven investors. This deployment of capital conflicts with Blackstone's main thesis which drives its low
Notes
valuation
1 Low, mid and high multiples are
• Over $3b of private capital has been invested in the dry bulk sub sector since 2009. Significant investors in the dry bulk space
calculated basedupon TEV
excluding She value of trie Baltic include: Blackstone, Oaktree, Monarch, Fortress, Carlyle, Garrison and Centerbridge2
and Jinhui stakes and
management contracts and • Blackstone has invested nearly $1.4b in the shipping sector since 2008, including $700m since 2013
EBITDA excluding management
contracts per Blacxstooe of - $700m investment in Eletson Gas in 20133
2
$175m
Marine Money private capital
- $500m investment in American Petroleum Tankers in 20082
data base - $180m investment in BTS Tanker Partners in 20122
3 Per Blackstone Press Release
10/22/'13 Source Blackstone Expert Report. Genoa's disclosure statement and MarineMoney
IB ROTHSCHILD
1.2 Executive summary

Blackstone's approach to value (cont.)
Genco's Management Incentive Plan ("MIP") provides a clear indication of management's view of the inherent
value of the Company
• Management would not have accepted these strike price levels unless they thoughtthe valuations were achievable
Strike price/Plan
The MIP strike MIP-tranche % value Vakii
prices indicate that Tranche A 3.5% $1,618 $13
management Tranche B 3.5% 1,810 12
anticipates residual Tranche C 5.0% 2,195 13
business after Share of pro forma eauitv 1.8% 1,230 21
satisfying claims Total $59
The willingness of a group of sophisticated investors to backstop Genco's $100m rights offering confirms that
sophisticated investors believe companies in the dry bulk sector are able to earn returns in excess of their cost
of capital
Notwithstanding Blackstone's valuation and the Plan's implied recoveries of less than par on the 2007 Facility
and the Convertible Notes, the Plan received a rare 100%support from each of the 2007 Facility and Convertible
Notes. However, since the RSA announcement on April 21, 2014 both debtsecurities have traded near or above
par
Source Blackstone ExpertReport, Genco's disclosure statement

Notes
1 Assumes a 40% midpoht vdatiity at a $1,480m enterprise value with equity value post-diutbn (inclusive of bo h the impact of the
shareholder equity warrant and MIP warrants)
5 B ROTHSCHILD
53S131 i. Executive summarv
1.3 Executive summary (cont'd)

Critical flaws with the Debtors' projections
The Debtor's 2016 - 2017 projections are conservative and not a reflection of market sentiment
• As identified by the Equity Committee's shipping expert, CMG Advisory Services LLC ("CMG"), there arecritical flaws
in the Debtors' projections including assumptions based on a single source of information
• Projections approach for outer years is inconsistentwith management's past practice both at Genco and certain
affiliated entities
Genco's historical earnings power further highlights the conservative nature ofthe Company's projections
On a historical bases,, Historical financial performance Company projections

the Company $331
$350.0 100.0%
generated a $298
$300.0 80.0%
substantially higher
$250.0 E*" 88.6%. $209 58.7%
EBITDA level with a 7S.G% '3.7'
$200,0 47.6% 40.9% 60.0%
73.1% $164
materially smaller 63,5C 36.4% 36.5% 33.0%
$150.0 $183 40.0%
fleet $97 51.5% $114 $92 ""
$100.0 $83 $83
•SfiF 20.0%
$50.0 18 30 34 42 51 53 53 53 53 54 57
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017
EBITDA, EBITDA margin #of vessels
CMG relies on a broader data set for development of its projections for 2014 - 2016 which drives material
variances in cash flow in 2016 and 2017
$22,500
SI 7.602 $ I 7,552 Average;
$17,500 $14,490 19,001
Source Bfactetone
Expert Report, Genco's $12,500 -#$10,877
disclosure statement. $13,826 $12,274
Company filings, CMG $7,500
report FY 2015 FY 2016 FY 2017
2H 2014
Debtor case -™ CMG case 10 year weighted-average (ex. 2007-2008)

HQ ROTHSCHILD
535131
i. Executive summary

Blackstone's use of an asset-value approach Infects all the valuation methodologies in a circular
manner
"Although the asset
approach can be used in
• Value based on the asset breakup value which then influences the other three valuation methodologies
almost any valuation, it Is
seldom used in the valuation • Heavily weighted on asset-value
of operating companies. The approach
value of all tangible and • Oscounts market multiples \c&
intangibleassets is captured. • Subjectively adjusts multiples for a factor &°>°
In aggregate, in the proper with limited correlation to value (average
application of the income vessel age)
and market approaches, in
many valuations there is no
real need to break out the
amount of value associated
with individual assets,
No corporate change-of-control
including goodwill. However, C JZ, 3 p.
transactions C O O ® (A
ifi
it is sometimes used as a p*
Solely based on asset-value sr »
floor value" m O O
w o <+
No cash flow transactions ak
•• w.*•••**.! a,
a.
.
Source Hitchner, James. CL-»<
Financial Valuation: <0 ©
»<
Applications and Models.
3rd ed. John Wiley and
Sons. Inc. Print. 2011
• Terminal value based on

today's appraisal value
depreciated over the next 3.5
years and discounted back
Blackstone is disguising its asset-based methodology within the characterization of

the three standard valuation methodologies, however their asset value approach
does not capture Genco s platform value
Source Hitchner.James. Fhartciai Valua ion:Applications and Models. 3rd ed. John Wiley and Sons. inc . Print. 2011 HQ ROTHSCHILD
535131 i. Executive summary

Blackstone depresses value of discrete assets
Conservative 2016 and 2017 projections

Baltic contract
valuation
Assumes the management contract is terminated in 2017 without providing rationale for doing so,
MEP valuation therebV reducin3 value
Doesnotapply any control premium to Genco's investment in Baltic eventhoughGenco

Baltic stake maintains voting control of 65.1%
valuation
IB ROTHSCHILD
1.6 Changes to Blackstone's approach drive materially higher value
Blackstone substantially undervalues Genco under both the Debtors' and CMG's projections
• Based on our reviewof Blackstone's methodology, which we disagree with, we have concluded that many of their
approaches are inappropriate
• The table below summarizes the impact of adjusting for certain of these corrections, using both the Debtors'
projections and CMG's projections
Delta ($) Delta (%) Delta ($) Delta (%)
Asset value $40 2.9% $40 2.9%
Precedent transactions n.a. n.a. n.a. n.a.
TEVI NAV $91 -$295 8.5% - 24.9% $91 -$295 8.5% - 24.9%
TEV I EBITDA $190-$263 14.8%-25.5% $261-$326 20.4%-31.6%
Discounted cash flow n.a. n.a. $122-$127 10.6%-12.6%
Source Blackstone Expert Report, Rothschild Expert Report, CMG Expert Report
IB ROTHSCHILD
535131 l. Executive summary
1.7 Rebuttal report
• Rothschild reserves the right to supplement this Rebuttal Report, and any analyses and conclusions herein, based on
any subsequently obtained information, including but not limited to, any objections, testimony, reports of other experts
and new market information
• Rothschild further reserves the rightto include additional analyses as exhibits, as appropriate
Report submitted by:
Rothschild Inc.
Neil Augustine, Executive Vice Chairman, Co-Chair of North America Debt Advisory and Restructuring
10 M M ROTHSCHILD
535131
2. Asset-based valuation
2. Asset-based valuation
2.1 Asset-based valuation

Overview of issues
Blackstone's valuation is based on an incorrect valuation of Genco's discrete assets
Delta
Company Adjusted $ %
Appraised value of fleet1 $1,211 $1,211 - -
Excess cash - - - -
Net working capital 40 40 - -
Stake in Jinhui Shipping 56 56 - -
Stake in Baltic Trading 42 54 12 29.0%

MEP / Baltic Service Contracts 40 68 28 69.7%
Other fixed assets 4 4 - -
Total Value $1,393 $1,433 $40 2.9%
Stake in Baltic Trading

• Blackstone fails to account for Genco's 65.1% voting control in its valuation of Baltic Trading, thus
undervaluing its stake by $12m if Blackstone were to apply a control premium to Genco's stake
MEPI Baltic service contracts

• Blackstone materially undervalues the value in the MEP and Baltic service contracts by failing to do the
following:
- Blackstone understates Genco's stake in MEP by assuming the contract terminates in 2017
- Blackstone does not apply a perpetuity growth rate to its valuation of the Baltic management contract,
materially understating its value
Notes
1 Reflects the median of theCompary'sfleet appraisals
ID ROTHSCHILD
535131
3. Precedent transactions
3. Precedenttransactions
3.1 Precedenttransactions
Overview of Blackstone issues
Of the Blackstone selected transactions, only the DryShips transaction represents a corporate change-
of-control transaction
• All other transactions identified represent fleet acquisitions and thus no cash flow data is captured
• Primarily focusing on fleet acquisitions does not capture the inherent value of the franchise, management, intangible assets and
other key drivers of value
• Critical to assessing the appropriate valuation metrics for Genco to consider what buyers would pay for an operating business,
inclusive of an operating platform and a world class management team
Related party transactions

• Four of Blackstone's precedent transactions are related party transactions, which likely do not reflect a purchase price that would
be representative of a competitive sales process
- Knightsbridge's acquisition of 25 capesize newbuilds from Frontline 2012 in April, 2014
- Knightsbridge's acquisition of 5 capesize newbuilds from Frontline 2012 in March, 2014
- Navios Holdings acquisition of Navios Asia LLC in May, 2013
- DryShips acquisition of OceanFreight in July, 2011
- A fairness opinion was produced by Fearnly Fonds ASA relating to this transactions which indicated a higher TEV / GAV
multiple than shown by Blackstone who used a broker report (0.92x vs 0.94x)
Inconsistent use of public companies and precedenttransactions selection

* Blackstone selected precedenttransactions using companies that they deemed were not an appropriate public comparable to
Genco, which calls into question why these transactbns would be appropriate to be used
- Knightsbridge and Navios were eliminated from the list of comparable companies by Blackstone but are utilized in the
precedent transactions analysis
Source Blackstone Expert Report, Rothschild Expert Report
MM ROTHSCHILD
535131
4. Comparable companies (TEV/NAV)

535131 4 - C° mparable companies (TEV/NA.V)
4.1 Trading comparables

Selection of Blackstone peer group
Irs addition to operational similarities, there are some fundamental corporate and scale characteristics
that should be taken Into consideration when selecting the appropriate peers
• The chart below presents the universe of dry bulk operators based on their maturity / scale and their dry bulk focus
Peer group selection Genco's peers

DryShips inc.
also affects the TEVf
EBITDA and DCF
methodologies C
O
Larger / more
mature
ib
SAFEBUUCERS Diana Shipping fnc.
fstarBuik
§-
a
Smaller CL
IJNHU1
^nriy
Bickers
/ less mature
ilk Paragon Shipping Inc.
Differentiated maritime offering Pure dry bulk

Operations
16 mm ROTHSCHILD
535131 4. Comparable companies (TEV/NA.V)
4.2 Trading comparables
Blackstone's inclusion of Paragon and Jinhui which have distinct corporate profiles from Star Bulk,
Diana, Safe Bulk and Baltic, is both unnecessary and significantly dilutive to Blackstone's multiples
• Paragon has a significantly reduced scale, market cap and stock liquidity
• Jinhui suffers from considerable lack of corporate transparency and liquidity (driven by limited public float due to 50%
ownership by Jinhui Holdings) in the equity, with few brokers (less than three) providing reliable visibility on forward
performance. Jinhui also has a high amount of management compensation in comparisonto other shipping
companies included in Blackstone's peer group (8.2% and 7.7% of EBITDA in FY 2013 and FY 2012, respectively)
1.50x
1.17x 1.18x
Both Jinhui and Paragon
0.88x 0.92x 0.92x
Shipping set the low end "I.OOx
of the TEV / NAV and 0.60x
TEV/2015E EBITDA 0.50x
ranges by a significant
margin _L
Jinhui Paragon Shipping Star Bulk Diana Shipping Safe Bulkers Baltic Trading
10.00x 8.50x 8.90x

7.30x 7.30x
8.00x
5.40x 5.80x
6.00x
4.00x
2.00x
Jinhui Paragon Shipping Star Bulk Safe Bulkers Baltic Trading Diana Shipping
The peer set excluding Paragon and Jinhui is more indicative of where Genco will be
valued post emergence given its scale, substantial access to capital and well respected
management team
Source Wall Street research
17 IB ROTHSCHILD
535131 4. Comparable companies (TEV/NAV)
4.3 Comparable companies (TEV/NAV)
Selection bias of comps set

• A comparison of the multiple ranges Blackstone used for its precedent transaction analysis (a full range of multiples) versus its
comparable companies analysis (the median approach) reveals that Blackstone employed an inconsistent methodology
High Low Mid Hjgh

Low Mid
NWC $40 $40 $40 NWC $40 $40 $40

Current fleet 1,182 1,182 1,182 Current fleet 1,211 1,211 1,211
Other fixed assets 4 4 4 Other fixed assets 4 4 4
Net asset value1 $1,226 $1,226 $1,226 Net asset value1 $1,255 $1,255 $1,255
Comparable companies: TEV 1 NAV Comparable companies: TEV I NAV

Paragon Shipping 0.88x Baltic Trading 1.18x
Baltic Trading 1.18x Safe Bulkers 1.17x Excludes Paragon
Safe Bulkers 1.17x Star Bulk 0.92x
Shipping and
0.60x Diana Shipping 0.92x
Jinhui Shipping
Jinhui Shipping
Star Bu k 0.92x
Blackstone's multiple Diana Shipping 0.92x
range fails to take into Average 0.94x Average 1.05x
Median 0.92x Median 1.05x
account the trading
levels of Baltic on the High
Low Mid High Low Mid
high end of the range as
TEV / NAV multiple 0.87x 0.92x 0.97x TEV/NAV multiple 0.92x 1.05x 1.18x
they selected the median
Genco NAV 1,226 1,226 1,226 Genco NAV 1,255 1,255 1,255
o f t h e c o m p set + / - 5
Implied TEV1 $1,064 $1,125 $1,186 Implied TEV1 $1,155 $1,311 $1,481
bps
Change ($) $91 $186 $295
Change (%) 8.5% 16.6% 24.9%
The Adjusted Blackstone valuation creates an additional $9im to $295111 of value

18 1 Implied TEV is presented prior to value for discrete assets ROTHSCHILD

535131
5. Comparable companies (TEV/2015E EBITDA)

535131 5. Co mparable companies (TEV/2015E EBITDA)
5.1 Comparable companies (TEV/2015E EBITDA)
Blackstone artificially adjusted the comparable companies downward as a result of a factually

incorrect assumption
*in calculating and applying TEV/ EBITDA multiples, "After calculating the current TEV/EBITDA multiple of each
adjustments are required to enable comparability. Comparable comparable company. Blackstone has adjusted the multiple to
companies'fleets have different ages, impacting their fleets' reflect the difference in age between the comparable
remaining earnings capacity. All other things being equal, an company's fleet and Genco's fleet"
older fleet yaII have a shorter useful life and lower aggregate Source Btactetone Expert Report, p, 33
earnings capacity."
Source BiacKstorteExpert Report, p. 19
The adjacent chart

R2= 0.1887
compares EV f
10.0
2015E EBITDA
multiples to the fleet StarBuik
age Paragon
7,5
Jinhui
Diana
R2 indicates how well ©
ta 5.0 ....Saf&JBulkers...
data points fit a «
statistical model a> Baltic
o>
<o
m 2.5
R2 ranges from 0 to 1
•2
- value of 0 indicates
no correlation and
value of 1 indicates 4.0x 5.0x S.Ox 7.0x 8.0x S.Ox 10.Ox
perfect correlation TEV / FY15 EBITDA
between the
variables
There is barely any correlation between fleet age and observed valuation multiples,
thus discrediting Blackstone's thesis and multiple adjustments
Source Blackstone Expert Report. RotftscftikJ Expert Report, CMG Expert Report
20 IEl ROTHSCHILD
535131 5. Comparable companies (TEV/ 2015E EBITDA)
Eliminating Blackstone's fleetage adjustment factor results in a substantial increase in value, even
when using Blackstone's comparable company set
Blackstone comparable company multiples Blackstone age-adjusted multiples approach
2015E TEV/ GNK Age Base TEV/
TEV EBITDA EBITDA Difference EBITDA Low Mid High
Blackstone's Depreciation per year 6.5% 4.5% 0.0%

complete disregard
Paragon Shipping $311 $54 5.8x Paragon Shipping 1.4 5.8x 5.3x 5.4x 5.8x
for the Baltic
Baltic Trading 520 61 8.5x Baltic Trading 4.9 8.5x 6.1x 6.8x 8.5x
multiples severely
Safe Bulkers 1,178 162 7.3x Safe Bulkers 3.7 7.3x 5.7x 6.1x 7.3x
deflates value for
Jinhui Shipping 519 96 5.4x Jinhui Shipping 1.8 5.4x 4.8x 5.0x 5.4x
Genco Star Bulk 539 74 7.3x Star Bulk - 7.3x 7.3x 7.3x 7.3x
Diana Shipping 1,103 124 8.9x Diana Shipping 2.2 8.9x 7.7x 8.0x 8.9x
We have reviewed
Average 7.2x
numerous equity 7.3x | Median 7.3x 5.9x 6.5x 7.3x |
Median
research reports and
11 shipping industry
fairness opinions and
not one has used this
Genco 2015E EBITDA1 $175 $175 $175 Genco 2015E EBITDA 1 $184 $184 $184
approach Adjusted 2015E EBITDA multiple 6.8x 7.3x 7.8x Adjusted 2015E EBITDA multiple 6.8x 7.3x 7.8x
Implied TEV2 $1,190 $1,278 $1,365 Implied TEV2 $1,248 $1,340 $1,431
Comparison to Blackstone report with adjusted multiples Comparison to Blackstone report with adjusted multiples
[Change ($) $158 $147 $85] IChange ($) $216 $209 $151 j
The use of the CMGprojections without any changes in Blackstone's comparables

peer group creates an additional $i5imto $2i6m of value while using the
Company's projections increases value from $8sm to $is8m
Source Blackstone ExpertReport, Rothschild Expert Report, CMG Expert Report
Notes
1 Excludes EBITDA from management contracts
2 Implied TEV is presented prior to value for discrete assets
21 IM ROTHSCHILD
535131 5. Comparable companies (TEV/2015E EBITDA)

Removing the non-comparable companies (Paragon and Jinhui) in Biackstone's peer group increases
the valuation even further
Blackstone comparable company multiples Blackstone age-adjusted multiples approach
2015E TEV/ GNK Age Base TEV /
TEV EBITDA EBITDA Difference EBITDA Low Mid High
Depreciation per year 6.5% 4.5% 0.0%
Baltic Trading $520 $61 8.5x Baltic Trading 4,9 8.5x 6.1x 6.8x 8.5x
Biackstone's 3.7 7.3x 5.7x 6.1x 7.3x
Safe Bulkers 1,178 162 7.3x Safe Bulkers
complete disregard Star Bulk 539 74 7.3x Star Bulk - 7.3x 7.3x 7.3x 7.3x
for the Baltic Diana Shipping 1,103 124 8.9x Diana Shipping 2.2 8.9x 7.7x 8.Ox 8.9x
multiples despite
Average 8.Ox
being a key indicator 7.9x
Median 7.9x | Median 7.9x 6.7x 7.1x
of how the market
values the Genco
management team
Genco 2015E EBITDA1 $175 $175 $175 Genco 2015E EBITDA1 $184 $184 $184
Adjusted 2015E EBITDA multiple 7 Ax 7.9x 8.4x Adjusted 2015E EBITDA multiple 7.4x 7.9x 8.4x
Implied TEV2 1,295 1,383 1,470 Implied TEV2 1,358 1,450 1,541
Comparison to Blackstone report with adjusted multiples Comparison to Blackstone report with adjusted multiples
Change ($) $263 $252 $190 Change ($) $326 $319 $261
Change (%) 25.5% 22.2% 14.8% Change (%) 31.6% 28.2% 20.4%
Comparison to Adj. Blackstone value with peer group change Comparison to Adj. Blackstone value with peer group change
Change ($) $105 $105 $105 Change ($) $110 $110 $110
Change (%) 8.8% 8.2% 7.7% Change (%) 8.8% 8.2% 7.7%
The use of the CMGprojections with changes in the Blackstone comparables peer group
creates an additional $26im to $326m of value while using the Company's projections
increases value from $i9om to $263111
Notes
1 Excludes EBITDA from management contracts
2 Implied TEV is presented prior tovalue for discrete assets
22 IB ROTHSCHILD
535131
6. Discounted cash flow

6. Discouutedcashflow
6.1 Discounted cash flow (cont'd)
No traditional terminal value methodology utilized

• Use of an asset-value approach in the DCF creates a circular relationship between methodobgies that results in the DCF being
primarily asset-based and not cash flow-based
"Blackstone has used projected future asset values to calculate Genco's terminal value, as traditional methodologies are not
applicable. A terminal multiple approach is problematic given (i) historical volatility of multiples and (ii) vessels are fixed-life
assets. A perpetuity growth approach is problematic because (i) vessels are limited-lifeassets, (ii) vessels do not have "steady-
state" earnings and (Hi) it is difficult to predict future fleet renewal costs"
Source Biackstone Expert Report p. 20
"At the end of the forecast period, the Company is valued onaNAV basis by depreciating the fleet between 0% - 6.5% per annum.
As highlighted earlier and shown in the Appendix: current Clarksons time series imply thai all else being equal Genco's fled: will
depreciate at a rate of 4.5-6.5% per annum."
Source Biackstone Expert Report, p. 33
We have reviewednumerous equity research reports and 11 shipping industry7

fairness opinions and not one has used this approach
Source Biackstone ExpertReport, Rothschild Expert Report, CMG Expert Report
mm ROTHSCHILD
535131 6. Discountedcashflow
Based on the data The following represents the value of specified Genco ships vs. the Baltic Dry Index ("BDI") over the LTM period
presented herein, it is
incorrect to assume
that Genco's assets $50 0 $50.0
simply depreciate on
a straight line basis $40 0 $40.0
+26.2%
+54.2%
Blackstone's $30 0 $30.0
approach to terminal 15.3 years

6.8 years
$20 0 $20.0
value dramatically
undervalues the
$10 0 $10.0
business and ignores
the potential
appreciation of value May-13 Jul-13 Sep-13 Nov-13 Jan-14 Mar-14 May-14 May-13 Jul-13 Sep-13 Nov-13 Jan-14 Mar-14 May-14
of the underlying 1 Genco Acheron Baltic Dry Index

Genco Augustus -i:Mr Baltic Dry Index
assets
$50 0 $50 0
+10.6%
$40 0 $40 0
4.3 years +35.7%
$30 0 $30 0
18.1 years
$20 0 == $20 0
$10 0 $10 0
Denotes age of
May-13 Jul-13 Sep-13 Nov-13 Jan-14 Mar-14 May-14 May-13 Jul-13 Sep-13 Nov-13 Jan-14 Mar-14 May-14
vessel
Genco Bourgogne Baltic Dry Index - Genco Marine ' Baltic Dry Index
% change in value
Ship values reflect market conditions and are not simply assets that depreciate in
Sou rce: Vessel Values
value
25 Hia ROTHSCHILD
535131 6. Discounted cash flow
The Debtors' projections in 2016 - 2017 are overly conservative resulting in a depressed valuation for
the Company
• Rothschild completely disagrees with Blackstone's terminal value approach, however, it is utilized below to isolate the
impact on value (before the terminal value) due to the differences in the Debtors' and CMG projections
WACC 11.1% 10.1% 9.1% WACC 11.1% 10.1% 9.1%

Vessel Depreciation Rate 6.0% 4.5% - Vessel Depreciation Rate 6.0% 4.5% -
2017 Est. Fleet Value $971 $1,038 $1,211 2017 Est. Fleet Value $971 $1,038 $1,211
Working Capital 43 43 43 Working Capital 43 43 43
Future Gross Asset Value 1,014 1,081 1,254 Future Gross Asset Value 1,014 1,081 1,254
Terminal Value 700 771 923 Terminal Value 700 771 923
PV of Cash Flows 268 271 274 PV of Cash Flows 390 396 401
Implied TEV $968 $1,042 $1,197 Implied TEV $1,091 $1,166 $1,324
Change ($) $122 $125 $127

Change (%) 12.6% 12.0% 10.6%
The adjusted Company valuation creates an additional $i22m to $i27m of value

utilizing Blackstone's non-traditional terminal value approach
Source Blackstone ExpertReport, Rothschild Expert Report, CMG Expert Report
26 m
E3D ROTHSCHILD
535131
7. Discrete asset valuation

535131 7. Discreteassetvaluation
7-1 Discrete asset valuation

Management contracts
Management contract valuations
• Revenues under the Baltic contract should be projected based off of rates provided by CMG and not the Debtors'
conservative rate forecast
• Blackstone assumes the MEP contract is terminated in 2017 with no rationale provided which results in a lower
valuation of the MEP management contract
• Baltic's projections include overstated variable costs
- Blackstone overstates the level of variable costs that can be directly allocated to the management contracts
• Blackstone did not apply a perpetuity growth rate to Baltic's cash flow, implying no growth to the business
- Analysis below utilizes a perpetuity growth rate range of 1.0% - 3.0%
Adjusted approach with CMG

Blackstone approach Adjusted approach projections
Baltic contract valuation $32 $38 $39
MEP contract valuation 8 24 29
Total MEP / Baltic contracts $40 $62 $68
Change ($) $22 $28

Change (%) 55.4% 71.4%
28 mm ROTHSCHILD
7.2 Discrete asset valuation

Management contracts (cont'd)
BALT MEP Total BALT MEP Total
Discount Rate (%) 10.1% 10.1%

Terminal Growth Rate (% 0.0% 1.0% - 3.0% 0.0%
[pV of Terminal Value
PV of unlevered free cash flows:

2H2014 1.6 1.0 1.7 1.1
2015E 3.1 1.7 3.3 2.0
2016E 2.5 1.5 3.0 1.8
2017E 2.3 1.4 2.8 1.7
[Total PV of cash flows
rimpliedvalueofrm
Company projections
[ahangel$)
Change (%)
The adjustments create up to an additional $28m of value
MM ROTHSCHILD
535131
7.3 Discrete asset valuation
Baltic investment
• Blackstone did not apply a control premium to Genco's stake in Baltic despite its wating control of 65.1%
"Control shares ordinarily Genco owns 65.1% of the aggregate voting power in Baltic
- perhaps always - cany and 11.1% of the economic interest
a prerrium overfair • The Company is deemed by its accountants to haus full As of 06/10/14
market value because (at effective control on Baltic given its voting power and is Economic value
the very least) a required to fully consolidate the entity in its financial
controlling shareholder Market cap 1 $382.0
can dictate business accounts
policies within a broad Economic ownership stake 11.1%
legal range" Rothschild believes it is appropriate to apply a control
Value of economic shares $42.2
premium when valuing Genco'sstake in Baltic asa result
of:
Source Booth, Richard. Control value
Minority Discounts and Conttd • Wide acceptance in the financial and academic communities
Premurrs in Appraisal on the value of control Low Mid High
Proceedings
• There are no restrictions for Genco to sell its controlling 2 29.6% 32.4% 35.2%
Control premium
stake
• Genco receives 2% of all additional shares issued so long as Implied value of control 3 $113.0 $123.8 $134.6 |
it holds 10% or more outstanding shares (no economic
Stake control ascribed to 11.1% 11.1% 11.1%
consideration required for additional shares)
• Through supermajority voting shares ("Class B"), Genco has
Genco's value of control $12.5 $13.7 $14.9 |
full effective control of Baltic
Low Mid High
We have estimated the value of control based on a five year
average premium paid by purchasing companies of 29.6%- Economic value $42.2 $42.2 $42.2
35.2%2 of the market capitalization of the target Control value 12.5 13.7 14.9
• We selected the five year average premium as it minimizes
the effect of cyclical changes to observed control premiums
Total value of Baltic shares $54.7 $55.9 $57.1 j
depending over the economic cycle
• We have estimated the value to Genco as assuming the Notes
control premium is ascribed to their economic interest 1 Based on share price as of 6/10/14
/-M -lo/\ 2 Based on five yearhistorical control premtim from Thomson Reuteis
(11.1/o) 3 Calculated based on the full market capitaliza ion of Bal ic
30 IB ROTHSCHILD
535131
Appendix A. Discrete asset valuation DCF back up

Appendix A. Discrete asset valuation DCF backup
A.i Discrete asset valuation

2014
Sin millions Q3 Q4 2015 2016 2017 Terminal Year
The same WACC
has been applied as Baltic TradingVessels 13.0 14.7 16.0 17.0 17.0
Blackstone's DCF Days 92.0 92.0 365.0 366.0 365.0
Service Revenue Per Vessel-Day $7.50.0 $750.0 $750.0 $750 0 $JSQJ1
calculation but Baltic Trading Technical Service Revenue $0.9 $1.0 $4.4 $4.7 $4.7
assumes perpetuity Sale & Purchase — 0.6 0.6 - -
growth rate based on Commission Revenue 0.2 0.3 1.3 1.0 0.8
the dynamics Baltic Trading Service Revenue 1.1 1.8 6.3 5.6 5.5
Variable Costs (0.2) (0.2) (1.0) (1.0) (1.0)
described in Section mm ro 61 n 91 n 51 (1 51
Taxes
2 Baltic Trading Net Income $0.6 $1.0 $3.4 $3.1 $3.0
WACC 10-08°/.
Unlevered Free Cash Flow ("UFCF") 0.6 1.0 3.4 3.1 3.01 $3.0
PV of Unlevered Free Cash Flow 0.6 1.0 3.1 2.6 2.3! JS2J
Free Cash Flow Growth Rate - %: n.a. n.a. n.a. (9.1%) (2.4%)
% of UFCF /Total UFCF 5.2% 8.9% 30.7% 27.9% 27.2%
% of PV UFCF / Total UFCF 5.9% 10.3% 32.8% 27.0% 24.0%
Growth rate 2.0% Enterprise Value

Terminal year UFCF 3.0
Terminal Value 2: $38.1
Source Blackstone Expert Report Unlevered CF perpetuity growth
Note PV of Terminal Value: 28.6 1.00% 1.50% 2.00% 2.50% 3.00%
1 All discount factors use mid-year Sum of PV of Cash Flows: 9.4 9.00% $39.0 $41.1 $43.5 $46.3 $49.6
convention excepttorterminal
jValue of management contracts: $38.0 ] 9.50% 36.8 38.7 40.8 43.2 45.9
conventbn is applied (3.5 years) WACC 10.00% 34.9 36.5 38.4 40.4 42.8
for exit mul iple 10.50% 33.2 34.6 36.2 38.0 40.1
2 Calculated as (terminal year UFCF 11.00% 31.6 32.9 34.3 35.9 37.7
* 1 + growth rate) / (WACC -
growth rate)
32 ROTHSCHILD
535131 Appendix A. Discrete asset valuation DCF backup
A.2 Discrete asset valuation

Q3-Q4 Year ending December 31,

$ in millions 2014 2015 2016 2017 Terminal Year
The same WACC
has been applied as Baltic service revenue $3.0 $6.3 $6.3 $6.3 $6.3
Blackstone's DCF
Variable costs2 (0.3) (0.6) (0.6) (0.6) (0.7)
calculation but 2.7 5.7 5.5 5.5 5.5
EBITDA
assumes perpetuity
growth rate based on Taxes 3 (0.9) (1.9) (1.7) (1.7) (1.7)
the dynamics
WACC 10.08%
described in Section
2 Unlevered Free Cash Flow ("UFCF") 1.8 3.8 3.8 3.9 $3.9
PV of Unlevered Free Cash Flow 1.7 3.3 3.0 2.8 $2.9
Variable costs have

been revised to % of UFCF /Total UFCF 13.4% 28.8% 28.6% 29.3%
address Blackstone's % of PV UFCF / Total UFCF 15.7% 30.8% 27.7%, 25.8%
overstatement of
expenses
Source Blackstone Expert Report

Note
1 All discount factors use mid-year Growth rate 2.0% Enterprise Value
conv entbn except for terminal Terminal year UFCF 3.9
Terminal Value 4: $48.8
convention is applied(3.5 years)
for exit mul iple Unlevered CF perpetuity growth
PV of Terminal Value: 28.6 1.00% 1.50% 2.00% 2.50% 3.00%
Sum of PV of Cash Flows: 10.7 9.00% $40.4 $42.5 $44.9 $47.7 $50.9
j Value of management contracts: $39.3 | 9.50% 38.1 40.0 42.1 44.5 47.3
WACC 10.00% 36.2 37.8 39.6 41.7 44.1
10.50% 34.4 35.8 37.5 39.3 41.3
I 11.00% 32.8 34.1 35.5 37.1 38.9
4 Calculated as (terminal year UFCF

* 1 + growth rate) / (WACC -
growth rate)
33 IB ROTHSCHILD
Appendix A. Discrete asset valuation DCF backup

2014 Year ending December 31,

$ in millions Q3 Q4 2015 2016 2017 Terminal Year
The same WACC
has been applied as MEP Vessels 12.0 12.0 12.0 12.0 12.0
Blackstone's DCF Days in Period 92.0 92.0 365.0 366.0 365.0
calculation but Service Revenue Per Vessel-Day $750.0 $750.0 $750.0 $750.0 $750.0
MEP Service Revenues $0.8 $0.8 $3.3 $3.3 $3.3
assumes perpetuity Variable Costs (0.2) (0.2) (0.7) (0.7) (0.7)
based on the Taxes (0.2) (0.2) (0.8) (0.8) (0.8)
dynamics described MEP Net Income $0.5 $0.5 $1.8 $1.8 $1.8
in Section 2 which
WACC 10.08% ;
assumes that the
MEP contract is not Unlevered Free Cash Flow ("UFCF") 0.5 0.5 1.8 1.8 1.8; $1.8
cancelled in 2017 PV of Unlevered Free Cash Flow 0.5 0.5 1-7. 1.5 1.4 ; $1.3
Free Cash Flow Growth Rate - %>: n.a. n.a. n.a. (1.1%) (0.2%)
% of UFCF/Total UFCF 7.5% 7.4% 28.6% 28.3% 28.2%
% of PV UFCF /Total UFCF 8.7% 8.4% 30.5% 27.5% 24.9%
TerminalyearllFCF Enterprise Value
TerminalValue2: $18.0
Sum of PV of Cash Flows: 5.5
lvalue of manaaementcontracts: $23.51 $
9.00% $25.8
9.50% 24.7
Source Blackstone Expert Report WACC 10.00% 23.7
Note 10.50% 22.8

1 All discount factors use mid-year 11.00% 21.9
conv entbn except for terminal
conv entbn is applied(3.5 years)
for exit mul iple
Calculated as (terminal year UFCF)
/ (WACC)
34 ill ROTHSCHILD
Appendix A. Discrete assetvaluationDCF backup

The same WACC

has been applied as Q3-Q4 Year ending December 31,
Blackstone's DCF $ in millions 2014 2015 2016 2017 Terminal Year
calculation but
assumes perpetuity MEP service revenue $1.7 $3.3 $3.3 $3.3 $3.3
based on the (0.2) (0-3) (0.3) (0.3) (0.3)

Variable costs2
dynamics described ffilTDA 1.5 3.0 3.0 3.0 3.0
in Section 2 which
assumes that the Taxes 3 (0.4) (0.8) (0.8) (0.8) (0.8)
MEP contract is not '• 10.08% j

WACC
cancelled in 2017
Unlev ered Free Cash Flow ("UFCF") 1.1 2.2 2.2 2.2 ; $2.2
Variable costs ha\e ^PV of Unlev ered Free Cash Flow 1.1 2.0 1.8 1.7 i $1.6
been revised to Free Cash Flow Growth Rate - %: n.a. n.a. (0.3%) 0.4%
address Blackstone's % of UFCF/Total UFCF 14.7% 28.5% 28.4% 28.5%
overstatement of % of PV UFCF / Total UFCF 16.8% 30.4% 27.6% 25.1%
expenses
Source Blackstone ExpertReport

Terminal year UFCF S2.2 Enterprise Value
Note
1 All discount factors use mid-year TerminalValue4: $22.0
convention except for terminal Sum of PV of Cash Flows: 6.6
value, whereend-of-year $28.6!
lvalue ofmanaqementcontracts:
conv entbn is applied (3.5 years)
9.00% $31.4
for exit mul iple
9.50% 30.0
WACC 10.00% 28.8
10.50% 27.7
11.00% 26.7
Calculated as (terminal year UFCF)

/ (WACC)
35 IB ROTHSCHILD
14-11108-shl Doc 324-3 Filed 07/02/14 Entered 07/02/14 19:16:22 Exhibit C -
Arntzen Expert Report Pg 1 of 38
EXHIBIT C
STRICTLY CONFIDENTIAL
EXPERT REPORT OF MORTEN ARNTZEN
My name is Morten Arntzen, and over the past 35 years I have been involved in
the global shipping industry in numerous capacities, from a credit analyst for a
bank to chief executive officer of a shipping investment boutique, American
Maritime Advisors, and chief executive officer of a major US-headquartered
shipping company, Overseas Shipholding Group. I will describe my background
further below. I am today a Managing Director of CMG Advisory Services LLC
("CMG"), which has been engaged to provide the services described in this report.
ASSIGNMENT AND WORK PERFORMED
In connection with this Chapter 11 case, CMG was engaged by the Official
Committee of Equity Holders ("the Committee") of Genco Shipping & Trading
limited and Affiliated Debtors-in-Possession ("Genco" or "the Company") to,
among other things, advise on shipping/vessel matters relating to Genco, review
Genco's business plan and associated view of the shipping market and assets, and
to develop adjustments to its business plan, if necessary,1
As part of this engagement, I analyzed Genco's business and the industry in which
it competes, and reviewed third party reports, including documents produced
during discovery. I have performed an independent analysis of Genco's business
plan and financial model, and had detailed discussions with Debtor and its
financial advisor, Blackstone Advisory Partners ("Blackstone") so that I could
understand the Company's view on the market and its prospects.
As noted, I reviewed a number of documents, including Genco's financial

presentations, broker and MSI desktop appraisals of the Genco fleet, industry
overviews, advisory presentations, and various documents produced in discovery.
I considered certain public filings of other public companies in the drybulk

shipping space, and reviewed earnings call transcripts and publicly available
1 The work we undertook is described in detail In our application and exhibits in support of our retention. As noted
therein, the CMG professionals working on this engagement are David Herman and myself. We are being
compensated at the rate of $750 per hour, and CMG will be reimbursed for reasonable expenses, I have not
previously given testimony at trial or by deposition as an expert witness.
1
presentations, and I analyzed those materials to benchmark the operating

performance of Genco,
I also accessed numerous third party reports and data on the drybulk shipping
industry from sources such as Clarkson's Research Services, RS Platou, Pareto,
ACM, Clarkson Capital Markets, DNB, Evercore, Global Hunter, Jefferies, Maxim,
Morgan Stanley, Stifel, Marsoft, MSI and Banchero Costa.
I spoke with company executives and directors, research analysts, ship brokers,
commercial bankers, investment bankers, investors and other participants in the
shipping industry concerning the current state of the drybulk shipping industry
and the outlook for the future.2
CMG has worked closely with the Committee's legal and financial advisors to help
them understand the background of the industry, its cyclically and volatility, and
to provide an assessment of the drybulk industry as stands today. We have also
provided information to the legal and financial advisors concerning specific
companies and transactions that may be relevant to valuation as well as other
work as it relates to Genco.
SUMMARY OF CONCLUSIONS
It is my considered opinion that the Company's revenue estimates in its Business

Plan are excessively conservative, primarily because the Company unreasonably
relied on a single source for its forecast of freight rates in 2016 and 2017—
Marsoft, Inc. ("Marsoft")~and that single source relied on demonstrably
mistaken assumptions. In addition, while the Company considered a broader
range of analysts in forecasting rates in 2014 and 2015, it excluded half of the six
analysts' estimates, considering only the bottom half of such estimates; it is my
considered opinion that it is not reasonable to exclude these informed sources
when preparing a freight rate forecast. It is also inconsistent and unreasonable
for Genco to use these analysts for preparing forecasts for 2014-2015, but ignore
the same analysts with respect to rate forecasts for 2016, in favor of relying
entirely on a single outlier forecast.
1 These conversations were not specific to Genco and did not reference Information about Genco.
For the reasons described below, I have prepared a consensus rate forecast for
drybulk freight rates for the years 2014-2017, based on a number of forecasts by
respected industry analysts (for 2014-2016) and on a modified long term average
for 2017, It is my considered opinion that these consensus freight rate estimates
support reasonable rate projections, which demonstrate that Genco has a
significantly greater cash-generating capacity than that presented in Genco's
Business Plan.
Apart from freight rates, we have considered other aspects of the Company's
Business Plan and would note the following:
• Energy Efficiency Investments: It Is my considered opinion that Genco will

receive improved revenues per vessel from the energy efficiency upgrades
it is installing in 17 of it 53 ships. Although the Business Plan includes these
upgrades, it does not include the benefits from these investments in its
revenue forecasts. We have assumed an annual revenue benefit to the
Company equivalent to the capital invested (i.e., a one-year payback
period), which management has indicated is achievable during diligence
sessions with CMG and on earnings calls for its affiliated company, Baltic
Trading ("Baltic"). It makes no sense to plan to incur the capital expense
associated with these improvements and not budget the associated
revenues. During discussions with the Company I found no reason for the
Company to refrain from retrofitting 49 of the vessels in their fleet (all but
their four oldest vessels);3 however, for modeling purposes, we are only
including the benefit on the 17 ship upgrades that are part of the Business
Plan.
• Utilization: The Company has forecast a fleet utilization of 98%, which

suggests seven off-hire days per ship, per year. This number of off-hire
days is inconsistent with the experience of leading third-party technical
managers of drybulk carriers (which report utilization well over 99%) and
the Company's historical performance (99.2% for each of the past three full
fiscal years that have been reported). Our forecast therefore assumes the
3 The four vessels will turn 20 years during the 2014-2017 period, and the Company will purchase 4 new vessels
under its fleet renewal program.
3
more appropriate utilization figure of 99%, which will add approximately

three days per ship, per year to the forecast. While seemingly a minor
difference, three days per year for 53 ships at an illustrative average rate of
$15,000 per day adds approximately $2,4 million to the Company's cash
flow.
• Genera! & Administrative Expenses ("G&A"): I do not propose any

modifications to the Company's G&A, but there are clearly areas for cost
savings. For example, the Company could relocate from Park Avenue to
more reasonably-priced space. It does not appear that the Company has
made any meaningful changes in the way it operates as a result of the
bankruptcy, nor does it appear that the Company has proposed any
changes to the way it is to be managed after it emerges from bankruptcy.
• Vessel Operating Expenses ("Opex"): I do not suggest any modifications

to the Company's vessel operating expenses. I have reviewed the
Company's budget for ship's operating costs and concluded that they are
well controlled and outsourced to competent technical managers.
• Capital Structure/Growth: I have not made any assumptions about

incremental growth other than what is in the Company's Business Plan.
However, with the capital structure proposed post-bankruptcy, the
Company will have a significant ability to pursue growth and to create value
for its shareholders. Given the positive outlook for the industry, I believe a
growth strategy is a likely path for the Company upon emergence. Indeed,
the post-bankruptcy Genco will be one of the best capitalized companies in
the industry.
A comparison of my forecast to Genco's forecast shows a meaningful differential

in EBITDA (and implicit value) to the Company over the next 3 Vi years. A
comparison of the EBITDA from second half 2014 - 2017 is presented in the table
below:
4
Comparison of EBITDA under Debtors Case vs. CMG Case

($ in millions)
Case 2H 2014 FY 2015 FY 2016 FY 2017
Debtor Case $ 59.7 $ 182.9 $ 91.9 $ 67.8
CMG Case $ 67.5 $ 192.9 $ 193.3 $ 221.7
% Difference 13.2% 5.5% 110.4% 226.7%,

Cumulative 67.9%
QUALIFICATIONS/BACKGROUND
Since 1979,1 have worked for or with shipping companies all over the globe,
through several shipping cycles and in all the major shipping segments (tankers,
drybulk, container, cruise, offshore, barges, gas carriers and car carriers).
Throughout my 18-year banking career, shipping was always an important part of
my responsibilities. After leaving banking in 1997,1 became chief executive officer
of a small shipping finance boutique, American Marine Advisors ("AMA"), and
transformed it from an arranger of loans to a multi-product shipping investment
banking firm. I left AMA in 2004 to become CEO of Overseas Shipholding Group
("OSG"), a major US-based shipping company. I successfully diversified it from
being primarily an operator of crude tankers in the spot market to a leading
competitor in several shipping segments, including building the leading Jones Act
tanker platform. When I joined OSG, it had four drybulk vessels in its fleet; OSG
sold the vessels during my first three years at the Company.
I have held a variety of board positions for shipping companies in the USA,
Norway and India, including two whose main activity was drybulk shipping: Essar
Shipping of India, which has a fleet of 20 bulk carriers, and TBS Shipping, which
operated upwards of 30 drybulk carriers. I currently serve on the Board of
Trustees of Maine Maritime Academy, where I am a member of the Executive
Committee and Chairman of the Audit Committee.
During my 18-year banking career, I was continuously involved in the shipping

industry. I was an account officer in the Oslo Representative Office of
Manufacturers Hanover Trust Company {"MHT") from 1981-1984. While in
Norway, I was the account officer for a number of large and medium-sized
drybulk companies. In the fall of 1984,1 returned to New York to set up and run
5
the Global Shipping Group of MHT. As the shipping industry was in the middle of
a severe downturn, this was ostensibly a workout and restructuring assignment.
Part of my responsibilities included day-to-day management of a fleet of 11
repossessed ships for the bank, of which 10 were drybulk ships, which were sold
over the course of three years. I was also centrally involved in restructuring the
debt of a number of pure drybulk shipping companies and diversified shipping
companies also involved in drybulk.41 spent 1987-1992 in London for MHT and
maintained my involvement in shipping through my responsibility for the banks
operations and activities in the Nordic Region.
When Chemical Bank ("Chemical") and MHT merged in 1992,1 returned to New
York City to set up and run the Global Transportation Group for the bank, which
included the global shipping industry. I was given the same responsibility at
Chase Manhattan Bank ("Chase") following its merger with Chemical in 1994. At
Chemical and Chase, we were the biggest arrangers of loans for the shipping
industry in the world.5
During my seven years running AMA, we were very active in the drybulk space.
We were advisors to the bondholders in three drybulk shipping company
restructurings: TBS Shipping, Enterprises Shipping and Global Ocean Carriers. We
were advisors to the Clipper Group in their acquisition of the drybulk subsidiary of
the Schnitzer Family and invested in some Handysize drybulk vessels alongside
Clipper. We were also advisors to Grieg Shipping of Bergen in their negotiations
concerning the split up of Star Shipping, Norway's biggest drybulk shipping
company.
I received a Masters of International Affairs from Columbia University in 1979 and

a BA from Ohio Wesleyan University in 1977. I was named Commodore of the
Connecticut Maritime Association 2007, Admiral of the Ocean Sea ("AOTOS") by
the United Seamen's Service in 2007, and Maritime Person of the Year by the
Massachusetts Maritime Academy in 2008. I have spoken regularly at shipping
4 These included CY Tung Group, Wah Kwong Shipping, Van Shipping, Lelf Hoegh Shipping, Norman Bulk Shipping,
Ove Skou, Pan Electric Shipping, Gratsos Shipping, and a number of smaller companies.
s Notable drybulk shipping companies we dealt with included: Gearbulk (Norway), Krlstian Jebsens Rederl
(Norway), Van Ommeren Shipping (Holland), Star Shipping (Norway), COSCO (China), Pacific Basin (Hong Kong),
Parakou Shipping (Hong Kong), the Clipper Group (Denmark), Stena Bulk (Sweden), Golden Union (Greece), Tsakos
Group (Greece), Worldwide Shipping (Hong Kong), Sig Bergesen (Norway) and Norden (Denmark).
6
industry events and conferences on a range of topics since the mid-1990s in a

number of places, including New York, Hong Kong, Hamburg, Singapore, Oslo,
Bergen, and Copenhagen, and i recently published in Marine Money. I am on the
Members Council of the American Bureau of Shipping.
OVERVIEW OF THE DRYBULK SHIPPING INDUSTRY
The drybulk shipping industry is fundamental to global trade as it is the only

practical and cost-effective means of transporting large volumes of many
essential bulk commodities.
Drybulk shipping comprises the shipment of minerals, other industrial raw

materials, and various agricultural products. Of these, the "major bulk" cargos are
iron ore, coal, and grain. Major bulk cargos tend to be transported in larger ships
such as Capesize and Panamax vessels. The remaining "minor bulk" cargos
include steel products, bauxite/alumina, nickel ore, cement, petroleum coke,
forest products, fertilizers and non-grain agricultural products. These smaller,
minor bulk cargos are generally transported in smaller ships such as Handymax
and Handysize vessels.
Drybulk trade is a function of levels of (a) economic activity, (b) the

industrialization/urbanization of developing countries, (c) population growth (plus
changes in dietary habits on rising living standards), and (d) regional shifts in
cargo supply/demand balances (e.g., due to the development of new
export/import capacity or depletion/development of mineral reserves). The
distances shipped chiefly reflect regional commodity surpluses and deficits, as
well as exploration and delivery costs. Generally, the more concentrated the
sources of cargo supply, the greater the average distance shipped.
World seaborne drybulk trade followed a steady underlying upward trend during
the 1980s and 1990s. Trade began to accelerate in the early 2000s, as demand for
iron ore to fuel the industrialization of China became the dominant source of
growth for the drybulk transportation industry. In addition to increasing volumes
of cargo, drybulk demand is also impacted by the increasing distances which
commodities are shipped. This "tonne mile effect" is expected to continue
growing in the coming years as significant additional iron ore projects are coming
on line in places like Brazil and Australia.
7
A chart highlighting trade development and growth is presented below:
Drybulk Trade Development & Growth • 1990-2014(e)

(million tons)
5,000 - — -
4,500 - -
4,000
_ _ ~ _
fesatron ora Coal «w Grain 'Otftsr Major Sulks * Miner Bulks - K. Growih
Major ' Minor Total Dry '

Period Iron Ore Coat Grain Bulk Bulk Bulk
1990-2000 2.3% 4.4% 1.9% 2.7% 3.7% 2.5%
2000-2010 8.2% 5.9% 2.8% 6,1% \ 4.1% 5.1%
2010-2014 7.1% 6.5% 3.8% 6.3% i 5.4% 5.8%,
Source: Clarksons
The supply of drybulk carriers is fundamentally determined by the delivery of new

vessels from the world's shipbuilding industry and the removal of older vessels,
mainly through scrapping. It is typical to see orders for new ships increase during
periods of higher rates and for new orders to decrease during periods of lower
rates.
The period from 2009-2012 was a very difficult period for the drybulk industry.
Reasons for this include factors affecting the supply/demand balance and sources
of financing:
• While demand was robust, driven by growth in China, the size of the
drybulk fleet grew at a faster pace. This put pressure on both freight rates
and asset values.
• The financial crisis of 2008 had a particularly severe impact on the shipping
industry. Many of the largest providers of credit to the shipping industry
8
(generally European commercial banks such as RBS, Lloyds, HSH Nordbank)

were some of the hardest hit by the crisis. Large loan losses and
government takeovers and new regulatory requirements made it difficult
for the traditional sources of debt capital to continue financing the industry
at the same level as pre-crisis.
Many leading analysts and investors in the drybulk industry view 2013 as the
beginning of a recovery for this segment of shipping. After several years of low
orders for new ships ("newbuildings"), the demand for ships and the supply of
ships finally began to balance out, and 2013 saw periods of attractive rates for
owners, in addition to a rise in asset values. Indeed, the average Capesize spot
market rate more than doubled in 2013 and 5 year old vessel values appreciated
by approximately 35%.
2013 also saw a return of institutional capital to the shipping industry. Investors
are deploying capital as they believe the shipping cycle has turned and the next
several years will offer an opportunity to grow a business against the backdrop of
appreciating freight rates and asset values.
For the first time in many years, drybulk ship owners have reason to be optimistic.
The worst of the newbuild deliveries and the credit crisis has past us. Demand
from China and other parts of Asia for iron ore, coal and grain remains strong.
Two industry analysts capture the general market sentiment below:
The prevailing predictions for the world economy in the 2014 to

2016 period suggest higher growth than in 2013. For drybulk
demand, China's economic growth rate will be of vital importance as
it accounts for more than 40 percent of the world deep-sea trade in
drybulk commodities. Forecasts for Chinese economic growth going
forward suggest slightly lower growth than in previous years, but
still in the 7 percent p.a. range.
With afleet growth of around 5 percent p.a. combined with a 7-8

percent increase p.a. in tonnage demand the market fundamentals
point to afurther strengthening over the next few years.
RS Platou, Industry Overview, dated February 10,2014.
9
Drybulk demand growth looks to exceed supply growth over the

long term. We recently updated our drybulk shipping
supply/demand model in our Maritime Quarterly (published April 30,
2014..,), and while there has been some ship ordering over the last
year, demand growth still looks to consistently exceed ship supply
growth 2014-2016, in our view. Spot freight rates are weak today,
somewhat due to an unexpectedly weak start to the Southern
Hemisphere grain season and due to Chinese policy-driven increased
pricing of trade finance (a near-term issue and not demand/credit
related, in our view).
Clarkson Capital Markets, Report on Star Bulk Carriers, June 5, 2014.
Charts detailing the historical charter rates and averages are presented below:
Capsize 1year Time Charter Rates 2001- Present Panamax 1year Time Charter Rates 2001- Present
<$/day) ($/day)
Caoeslze Panama*
$120,000 $60,000
10 Yr. AVE: $46,732 10 Yr. Avg: $25,G07

$100,000 10 Yr. Ave: $32,845
$50,000 10 Yr. Avg: $19,302
(ex. '07-'08J (ev. 'G7-'08)
$80,000 IHr Current: $24,250
$40,000 Current: $12,250
$60,000 $30,000
$40,000 $20,000
$20,000 $10,000
r-cNn-<3-iocar~fflOTar-(NC0^' $-
O O O O O C = > O O C 3 ' « - * - r ~<r-«r- r-NCOVLnCDNCOCnDf-CNW^
o o a c a o o o o o o o o o o o a o o o o Q o o - r - T - * - i ~ n
CMCNCNCNCNCNCNCNtNCNCNCNCNCN C 3 0 0 0 C 3 0 0 C 3 0 0 0 0 0 0
CNMMCNMCNCNrJfNtNCNCNCNM
Uv: ^Capesize 1 year TC Rats •10 yrAvg (OK. '07-08)

! Panama* 1 YsarTC Rate -10 yrAvg (ex. W-08)
• 10 yrAvg
——10 yrAvg
Source; Clarksons, see Exhibit C hereto.
10
Supramax 1 year Time Charter Rates 2002- Present Handysize 1year Time Charter Rates 2001- Present
($/day) ($/day)
Suoramax
$50,000 — — Handysize
$35,000
$45,000 - — 10 Yr. Avg: $22,482
10 Yr. Avg: $15,424
$40,000 _ 10 Yr. Avg; $17,344 $30,000 10 Yr, Avg: $12,451
(ex. '07~'G8)
$35,000 H
Current: $11,500 $25,000
* 11 (ex. '07-08)
$30,000 — - Current: $9,500
$25,000 — - $20,000
$20,000 " —-T- |
$15,000 . - $15,000
$10,000 —'—•
$10,000
$5,000 -t
t
$5,000 i r*
o o o o o c d c j o t - - " - - . — * - r ~
D 0 O O C D O C D C 3 O C 3 0 0 O
CNCNCNCNCNCNCNCNCNtNCMCNCN $-
- r ( N C O ^ l f l a D N t D O ) 0 ' - ( N C 3 t
o o a o o o o a o f - ^ v - . ^ - - ; - -
a o a a o o o a o a o o a o
CNINMtNCN£NMtNCNM(NCN«tN
-;Supramax1 Year TO Rate * 10 yrAvg (ex. D7-08)
:;v-*Hantfysizei YearTC Rate -10 yrAvg (ex."07-08)
-10 yrAvg 10yrAvg
Source: Clarksons, see Exhibit C hereto.
A chart detailing the historical five-year-old vessel values and averages are
presented below. As is evident, vessel values are still below their respective 10-
year average levels.
Drybulk Vessel Values - 5 Year Old Ships- 2000-Present

($ in millions)
i: S P S S B S S S S - - - 3 5
"""Capssue Panama* -1--"Supramax

Hsndyoiw 1Q ytA/% Pjico Pnnamsx 10 yrAvg Pnea
Sc/flramax ttf yrAvg. Ptico HtfAdyoija JU yrAvg Piivfi
Source: Clarksons,
11
FREIGHT RATE FORECASTING
It is difficult to accurately forecast freight rates in drybulk shipping. While there is

market data available to give guidance for short-term projections, rates even in
the short term can be dramatically impacted by such events as natural disasters,
port congestion, severe weather, poor crops, a financial crisis, and export-bans of
certain commodities. Events like the tsunami in Japan and the shutdown of all
the country's nuclear reactors are impossible to predict, but they have a profound
impact on short-term rates and cargo movements. In the long run it is the supply
of ships and the demand for ships that determine freight rates, and conditions
where the growth in the demand for ships outstrips the growth in the supply of
ships are a signal that freight rates will increase.
In my experience, shipping companies when forecasting freight rates use as many

informed inputs as possible and do not rely on a single source for estimates. All
the shipping companies with which I have been involved followed that practice. I
likewise believe the appropriate approach to forecasting rates is to evaluate
various sources - ship brokers, equity analysts, forecasting services, company
presentations and data services - to develop a consensus forecast. It is important
to use the most recent work available from these sources, as the drybulk market
is dynamic and volatile. And it is important to review each of these forecasts,
together with the assumptions they are based on, for major errors or bias.
As previously mentioned, short-term rates (under 12 months) are somewhat

more predictable, and there is normally a strong consensus in the market on the
short term outlook. Shipowners have reliable visibility on the number of new
newbuildings being delivered into the market for the next 12-24 months, so the
supply of ships into the market can be reasonably forecast for that period, though
there will still be surprises caused by unreported order cancellations and
postponements. Most owners rely on sources such as Clarkson's orderbook data.
While Clarkson's is a reliable source, it does not delete an order from its numbers
until the order has formally been cancelled or postponed, so the Clarkson's
number will usually overstate the size of the order book.
There is a sufficiently liquid market for Freight Forward Agreements ("FFA") for it
to provide a good barometer for where rates are headed the next 9-12 months.6
There are 12-month time charters ("TC") being entered into continuously in the
6 Because there is not sufficient liquidity In FFAs beyond 12 months, FFAs are not a reliable barometer for longer
term rates.
12
market, and TC data, published daily, also give owners a good view on how cargo
interests view the near-term rate outlook, These FFA rates and TC rates may be
considered as a check for the reasonableness of the forecasts used to establish
consensus rates in the short term. Owners will also look at the longer-term, fixed-
rate charters (longer than one year) being entered into when doing their rate
forecasts. Most owners combine these inputs with perspective from the ship
brokerage shops and equity analysts they deal with, listen to what their clients tell
them, and consider the market knowledge of their own commercial staff to
inform their view on rates. The objective is to get a balanced outlook on the
market.
In addition to developing consensus freight rates for budgeting and acquisition

purposes, most owners will compare these rates with historical averages (5-, 10-,
or 20-year average rates are used) as a check against over-optimism or overly
bearish projections and to ascertain where they are in the current drybulk cycle.
Drybulk shipping is a cyclical business that tends to revert to longer-term averages
over the cycle.7 Therefore, when evaluating the longer-term rate environment,
consideration of longer-term averages is reasonable.
When companies wish to ensure conservative forecasts, they sometimes remove

boom outlier years from the average. A typical adjustment is to exclude 2007
2008, as this was a period where demand growth driven by China significantly
outstripped the global shipping capacity and we saw a two-year window of
extraordinarily high shipping rates and values. It is worth noting that the
opportunity to participate in markets such as 2007-2008 is part of the allure of
shipping from an investor's perspective and enables drybulk shipping companies
to earn well in excess of their costs of capital.
For example, the 10-year average of a one-year time charter rate for Capesize
vessels is $46,732 per day. When one excludes the peak years of 2007 and 2008,
this figure falls to $32,845 per day, a difference of $13,887 per day or
approximately $5 million per year per Capesize vehicle. These peak-year
additional revenues fall entirely to the bottom line of the shipping company.
7 As a cyclical industry, the drybulk industry goes through periods of time where large profits are made (both
through rate and vessel value appreciation), as well as periods of time where rates and values can be depressed.
The most recent down cycle in drybulk shipping lasted from the end of 2008 through the beginning of 2013,
13
The ordering or lack of ordering of new ships is the single biggest contributor to
the change in the supply of vessels. Ordering patterns are driven by the rate
environment, availability of financing, the relative vessel value environment, and
the market's perception of what ships will be required to meet the drybulk
transportation demands two to three years out. CMG has analyzed ordering
behavior, and not surprisingly it is highly correlated with both rates and values.8
Even with the appreciation of rates and values last year, rates in 2013 were still
below long-term average rates. However, it was a very significant year for new
contracting. In fact, 2013 experienced the fourth highest newbuild contracting
ever (behind 2007, 2008 and 2010).
As evidenced in the chart below, the newbuild orderbook as a % of the overall

fleet grew over the past year, but it is still far short of the levels that were
responsible for the market weakness starting in late 2008.
Orderbook as % of Total Drybulk Fleet - 2000-Present
600 D0.0%
700 B0.0%
70.0%
600
60.0%
S90
50.0%
400
40.0%
3DB 1 1 I p 30.0%
200
•I Piiif 20.0%
TOO 10.0%
0.0%
3 Total Bulkcarriar Fle&t D§vatapmwi1 Orderbook a& % of Float
Source: Clarksons
Investors expect and demand a return on their capital. If the rate market
continues to be soft and below historical averages, fewer ships will be ordered.
As will be discussed later in this report, that is occuring in the market today, as
there has been a significant decline in newbuilding orders this year compared to
2013.
8 For example, the coefficient of determination or R* a widely used measure to indicate how well data points fit a
statistical model, is approximately 70% for Capestee vessels with respect to both (a) rates to ordering and (b) 5-
year old vessel values to ordering.
14
While shorter-term forecasts can be based in part on existing market data,

making accurate longer term forecasts is much more difficult. Typically analysts
and investors build models that attempt to forecast future demand and supply.
Any forecast supply growth has to be based on two factors: (a) the current order
book and when the vessels ordered will be delivered; and (b) the forecast future
rate environment and the impact that may have on future orders (and when they
can be delivered).
Two supply/demand models, which are reflective of the current consensus, used
for forecasting are presented below.
Major Bu]ks
Iron ore 901 1.063 1,110 1,189 1.308 1,404 1,506
Y-o-Y % Chongo 10.4% 8.3% S.4% 7.2% 10.0% 7.3% 7.3%
Coal:
Coking Coal 235 223 235 264 280 300 321
Y-o-Y y, Chang* Z&0% •& w 5.4% 1Z3% a.1% 7.0% 7.0%
Thermal Coal 665 724 827 847 898 952 1,018
Y-o-Y % Chang* 1Z7% 8.&% 14.2% 2.4% 6.0% 6.0% 7.0%
Grain;
Wheat/Coarse Grain 246 255 277 276 284 293 302
Y-o-Y % Chwg* 2.5% 3.7% 8.OK •4.4% 3.0% 3.W 3.0%
Soybeans 97 91 96 103 110 117 124
Y-o-Y % Cftange 10.8% -6.2% 5.0% 7 3% 6.8% 8.3% 8.3%
BaurttoyAlumirva m 113 107 139 119 125 131
Y-o-Y % Chtnga W.7% 17.7% -5.3% 30. ay. 1.0% 5.0% S.0%
Phosphate Rock 23 29 30 28 28 30 32
Y-o-Y % Change 1S.O% 26.1% 3.4% •7.0% 2.0% 5.0V, 7.0%
Tola) Môf Bulk Trade 2,354 2,466 2,681 2,847 3,028 3,220 3,434
Y-o-Y % Change 12.8% S.6% 7,8% 6.2% 8.5% 6.8% 7.0%
Total Minor Bufc Trade 1,239 1,342 1,410 1,470 1.518 1,586 1.B73
Y-o-Y % Chtuig* 1Z3% 8.3% 5.1% ""Tsr""
Tote) Dry Bulk DomatvJ 3,694 3,620 4.0®1 4 317 /^4 S48 4 806 5.107
. Y'O'YM Change • • • • • • *2.6* 6S% 6.0% 6 6% t 1% 6jf4
momgrn •nMEMEBH
N v5U< Both models
Totaf Dry Bulk Ffeet forecast demand
Spinning of period fl&et 459.5 637.3 617.3 721.4 757.9 702.4
DollverlQS; growth to exceed
Capesize 38.6 45.6 41.9 22.1 19.6 23.1 23.0
Penamax
Handymax
14.5
10.0
22,2
21.8
27.0
20.5
20.0
14.3
17,2
13.1
10.2
15.7
6.7
11.7
supply growth over
Handyslw M M !§
Total Deflverles
M
80.4
M
99.5
i&2
99.6 62.4 S5.5 53.5
£2
45.6 the next three
Total Scrapping 6.5 23.2 33.6 23.1 19.0 19.0 17.3
OttVK 4.0 4.2 *1.3} 10.5) 0.0 ,0.0 0.0 years.
End of period flaol 537.3 617.7 682,4 721.3 757.7 792.4 820.7
Combos in Dry 3,9 3.3 1.6 0.7 0.5 0.5 0.6
Lafd-up 0.1 0.3 1.2 0.6 1.0 0.9 0.9
Storage _ 0.2 0,2 0.1 0.2 0.2
Tot*} Dry.Buft Sugpjjr 546.6 '620 9 Bfi2.tr 721.3 i 791-7 820.0
; YHTY-% Chwpo :- v • 17.3% 14.7% . 1Q.O% 67% « ~4M"' "• ~S,s%
Source: Clarkson Capital Markets
15
Exhibit 6: Dry Bulk Supply and Demand Forecast

Demand (MM) 2003 2608 2010 2011 2013 2014E 2018E 2016E
VtOdffiW (MM) 3.3M 3.180 3.693 3,8 27 4.QS0 4,313 4,630 4.7S0 4.87S
Voyagw Par Year 8.8 84 a.3 02 S.J 61 8.0 80 88
Ci&wity Nswted (cM) 304 380 433 40? 498 532 W8 S!J5 622
Port Congastfoii (A#t) 10 22 2B 28 28 26 26 28 26
Regoml Trade (tfwti 10 12 16 21 25 29 29 28 SS
Total Capacity Nflodad {dwt) 412 414 475 514 S49 S87 621 eso an
(iKswisntot Ctemamd idwt) 16 1 61 38 35 39 34 29 27
Be^rming Fteat 388 41S 4S0 527 603 678 721 7fl0 793
31 80 83 101 no W SO 40 40
Scmpping (8! <11> (8) <29> (38) (23) t») (IS) (15)
£ndtng Re^ 411 450 527 603 678 721 760 793 aia
itfcremsMa* Demand 10 2 81 38 3S 39 34 29 n
Incremental Supply 2$ 39 77 78 75 43 40 33 26
IncromwtsJ Demand »% 0 4% 14,8% B.2% 7.154/""5 M% 4 6% Trd

Iricramemal Supj^y .5% S6% 17.1% 14.6% 124% 6 3%^. 5 , 5 % 4.3% 3 2%
Source: Stlfel Nicolaus & Clarksons
Note that the future orders are embedded in each analyst's assumptions for
future deliveries (i.e. orders placed in 2014 would be delivered in 2016 or 2017).
Each research analyst is forecasting demand growth to exceed supply growth in
each of the next three years, creating a backdrop for an improving rate
environment and for the likelihood of vessel value appreciation.
Shipping companies and investors look at these supply/demand dynamics and

calculate a utilization for the fleet. Simply put, as demand grows faster than
supply, utilization increases; when supply grows faster than supply, utilization
decreases. Importantly, as fleet utilization increases, rates tend to rise. A chart
highlighting this relationship between utilization and rate is presented below.
Fleet Utilization & Rates

(S/day!
&0,000 100%
50,000
40,000
30,000
20,000
10,000
•v ^
iPartamax Rates Utilization
Source: Platou and Clarksons.
Given the cyclical nature of the business, the vast majority of shipowners,
shipping executives, research analysts, ship brokers, and investors use a concept
of "mid-cycle" rates and values. Evaluating longer term historical rates and values
(10-15 years) can give an analyst a perspective of what a ship is expected to earn
over the course of a cycle or the course of its life. This mid-cycle average concept
is used as a benchmark to help understand where we are in the cycle.
A schematic of the industry cycles and an estimate of where we are today are
depicted in the graphic below, from the Norwegian bank DNB, one of the most
important financing institutions in shipping over the past 30 years:
17
S.;nv»
«w|iha#«whw
Research analysts and investors in the drybulk shipping industry are very
comfortable with the mid-cycle average approach, as is evidenced by analyst
reports and analyses in documents produced in this case.
CMG RATE FORECAST
A comparison of Genco's and CMG's revenue forecast by ship type for 2014
2017 is presented below and a graph comparing the weighted average daily rates
is on the following page.
18
Tims Charter Equivalent Revenue ($/day)

2014 2015 2016 2017 CAGR%
Capesize
Genco $ 21,933 35 28,469 $ 16,125 $ 12,475 -17%
CMG 23,330 30,123 29,175 32,845 12%
% difference 6% 6% 81% 163%
Panamax
Genco $ 14,000 a; 17,329 $ 11,875 $ 10,650 •9%
CMG 13,080 17,173 17,413 19,302 14%
% difference -7% -1% 47% 81%
Supramax
Genco $ 12,700 35 15,656 $ 12,525 $ 11,475 -3%
CMG 13,100 16,093 16,150 17,344 10%
% difference 3% 3% 29% 51%
Handysize
Genco $ 10,100 3> 12,746 $ 9,400 $ 8,750 •5%
CMG 10,721 12,610 12,869 12,451 5%
% difference 6% -1% 37% 42%
Comparison of Weighted Average Daily Rates

l$/day)
$21,000
$18,813
$18,000
$17,552 . ...
$1?,0U0
$15,000 $14,490
$13,000 $13,820
$12,274
$11,000
$10877
$9,oon
$5,000
3H2014 FY2.Q15 FY 2018 FY 2017
UeUtur case Expert case 1
As can be seen in the charts above, Genco and CMG share a similar outlook for
both 2014 and 2015. Given that both firms used essentially consensus-oriented
19
approaches (with some differences), this is not a surprising result. Interestingly,

although CMG averages the estimates used, in a couple of instances during 2014
2015, Genco has slightly higher rate assumptions than does CMG.
It should also be noted that the Company operates six Handymax vessels (~45,000
dwt each). We have assumed a Handymax rate of 90% of the Supramax rate. The
Company's Business Plan suggests that the Company makes a similar 90% rate
adjustment, though it does not appear that this adjustment flows through the
Company's model.
The real divergence in views begins in 2016. For 2016, Blackstone decided to start
using Marsoft as its rate forecasting service.9 CMG, on the other hand, continued
with its market consensus-oriented approach, given the ample sources of
research available for 2016. Approximately 70% of the research CMG used for
2014-2015 was available for 2016, and I believe that this represents a more than
adequate cross-section of industry views for a consensus estimate.
For 2017, Blackstone continues to use the single point of Marsoft. In comparison,
CMG has used the mid-cycle rate approach.
To calculate our rate assumptions for 2017, we took the 10-year average of 1-year
time charter rates across each ship type. Given the exceptional strength in the
market during 2007-2008, we have excluded those two "peak" years. This
average forms the basis of our longer-term rate outlook. For purposes of
calculating quarterly estimates, we have looked at historical data on a quarterly
basis to gauge the relative seasonality of each ship class.
I have chosen to use the 10-year average of one-year time charter rates rather
than the 10-year average of spot rates. This results in slightly lower 10-year
average rates for our forecast (for example, for a Capesize vessel, this reduces the
10-year rate by $348 per day). We think this is more conservative and also more
appropriate for Genco, which historically has had a significant percentage of their
fleet on fixed-rate time charters. Between 2005 and 2009, Genco had more than
80% of its fleet on fixed-rate time charters; as the market continued to fall since
then, the Company chose to keep more ships in the spot market in anticipation of
a market recovery before fixing the ships again. The Company still has not locked
into fixed rate time charters.
9 The projections Blackstone uses are drawn from Marsoft's January 2014 Report.
20
It is worth reiterating that this "mid-cycle" approach is widely used arid accepted
by the full range of industry participants. It is used by companies, lenders,
investors, research analysts, and ship brokers. The approach is widely accepted
as a thoughtful way to assess future rates and where we are in the current cycle.
It should also be noted that Genco had historically used this approach up until the
point of the Blackstone engagement, and Baltic has continued to use this
approach. General Maritime, an affiliated shipping company, also reported in its
Disclosure Statement that its management made spot rate projections based on
the 10-year historical average.
2014-2016 Projections
As discussed above, CMG has employed a market consensus-oriented approach,

drawing together forecasts from various equity research analysts and specialty
shipping research firms that follow the drybulk industry closely. We have
included Marsoft estimates (from its more recent April report) as one source
among several. Given the available data points for the near term, the next 12-24
months are relatively easier to forecast than longer term. Consensus views point
toward continued strong demand for seaborne trade and a market environment
where demand growth is outpacing the supply growth of new ships.
I note that Genco has taken the approach of using forecasts from six brokers and
then taking the average of the bottom three. I believe this presents a bias toward
lower forecasts and therefore disagree with this approach, though the results are
not remarkably different.10
The details underlying my rate forecast along with a comparison to the Blackstone
approach, FFA rates, and Marsoft January forecasts for 2014-2016 are presented
in the tables below.
10 Based on our diligence meeting with management and Blackstone, we understand the Company's rationale for
this approach was to offset any potential positive bias of some research.
21
Capesize Rate Forecast
Capesize Report date 2014E 2015E 2016E
Clarkson 4/30/2014 $20,000 $27,000 $30,000

DNB 5/19/2014 26,000 37,000 36,000
E/ercore 4/16/2014 22,500 30,000 n.a.
Global Hunter 5/12/2014 23,125 28,000 28,000
Jefferies 4/21/2014 28,000 35,000 n.a.
Maxim 3/5/2014 22,500 27,750 n.a.
Morgan Stanley 5/12/2014 26,000 34,000 25,000
Ffcreto 5/12/2014 22,900 27,600 30,000
RSRatou 2/10/2014 25,000 30,500 33,000
Stifel 4/21/2014 23,500 34,000 34,000
Marsoft Base Apr 14 17,100 20,600 18,400
Consensus Average $23,330 $30,123 .$29,175
Compan. F-orecast J21.033
FFA ' $22,938 $21,313 $19,975
1 Year Time Charter • • • $24,250
3 Year Time Charier $22,500 $22,500 $22,500
Marsoft Hgh > Jan-14 $19,600 $27,100 $26,100
Marsoft Base Jan-14 15,200 ' 19,400 16,100
Marsoft Low Jan-14 10,800 v 14,100 12,000 '
Panamax Rate Forecast
Panamax Report date 2014E 20156 201BE
Clarkson 4/30/2014 $13,500 $16,500 $18,500

DNB 5/19/2014 15,000 21,000 20,000
Bercore 4/16/2014 12,000 15,500 n.a.
Global Hunter 5/12/2014 12,750 16,000 16,000
Jefferies 4/21/2014 12,000 17,500 n.a.
Maxim 5/14/2014 13,625 17,500 n.a.
Morgan Stanley 5/12/2014 14,000 18,000 15,000
Ffereto 5/12/2014 12,900 20,000 22,000
RS Flatou 2/10/2014 14,000 16,500 18,000
Stifel 4/21/2014 13,000 17,000 17,000
Marsoft Base Apr 14 11,100 13,400 12,800
Consensus Average $13,080 $17,173 $17,413
Company poraii I ; '$i4,0oV' t1',329
FFA " $9,781 $10,825 $10,950
1 Year "Time Charter $12,250
3 Year Time Charter . ; $13,875 $13,875 $13,875
Marsoft Hgh Jan-14 $13,000 $16,100 $15,900
Marsoft Base ( Jan-14 11,100 12 300 11,900
Marsoft Low Jan-14 9,100 10,700 10,100 ,
Supra max Rate Forecast
Supramax Report date 2014E 2015E 2016E
Qarkson 4/30/2014 $13,500 $16,000 $18,000

DNB 5/19/2014 15,000 19,000 18,000
Ewercore 4/16/2014 13,500 17,500 n.a.
Global Hunter 5/12/2014 12,750 16,000 16,000
Jefferies 4/21/2014 12,000 16,000 n.a.
Maxim 5/14/2014 12,750 15,125 n.a.
Morgan Stanley 5/12/2014 12,000 15,500 13,000
Rareto 5/12/2014 13,700 17,500 19,000
RS Platou 2/10/2014 13,500 15,500 17,000
Stifel 4/21/2014 13,500 15,000 15,000
Marsoft Base Apr 14 11,900 13,900 13,200
Company Furui-ast *12,700/ f15t656,r;;|12;525.i
FFA " ' $10,725 $11,188 $11,350
1 Year Time Charier . $11,500
3 Year Time Charter $12,250 $12,260 $12,250
Marsoft Hgh Jan-14 $13,000 $16,100 $15,900
Marsoft Base Jan-14 11,500 13,500 12,500,
Marsoft Low Jan-14 10,000 11,800 , 11,200 ,
Handysize Rate Forecast
Handysize Report date 2014E 2015E 2016E
Cfarteon 4/30/2014 $11,500 $13,600 $18,150

DNB 5/19/2014 12,000 14,000 13,000
Global Hunter 5/12/2014 10,250 12,000 12,000
Maxim 5/14/2014 10,438 12,188 n.a.
Morgan Stanley 5/12/2014 10,000 13,000 10,500
Ffereto 5/12/2014 10,800 13,000 14,500
RS Platou 2/10/2014 10,500 12,500 14,000
Stifel 4/21/2014 11,500 13,000 13,000
Marsoft Base Apr 14 9,500 10,200 9,800
Company Foruc.ist $10,100 '.WMOB'i
FFA $9,000 $10,000 $9,600
1 Year Time Charter $9,500
3 Year Tims Charier : v $10,000 $10,000 $10,000
Marsoft Hgh Jan-14 $9,800 $11,700 $11,600
Marsoft Base Jan-14 8,800 10,000 9,400
Marsoft Low Jan-14 7,800 8,800 8,500 ,
It is worth noting that in all ship classes, Marsoft's January 2014 base case
forecast for 2016 is the lowest figure.
23
2017: MARSOFT vs. LONG TERM AVERAGES
As part of our assignment, CMG has done a thorough review of the Marsoft
reports and forecasts used to construct Genco's Business Plan. I have been
familiar with Marsoft's forecasting service for at least 20 years, subscribed to their
service when I was in at Chase Manhattan Bank (and its two predecessor
institutions, Manufacturers Hanover Trust Company and Chemical Bank), and
occasionally reviewed their material whenI was running OSG.
I have long considered Marsoft's rate forecasts to be conservative by design11 and

most appropriate for use in managing bank portfolios. Investors seeking to assess
the most likely revenues to be achieved by a drybulk company are not likely to
rely on Marsoft; they want to assess the upside as well as the downside
prospects. On the other hand, shipping bankers are rewarded for underwriting to
downside movements, not for predicting the upside. Hence, they use Marsoft. In
Marsoft's own words:
Our services in these matters involve an assessment of likely future market

developments and - as importantly - Marsoft's ability to quantify the
likelihood of adverse developments.
(Arlie Sterling Report at 4.)
That Marsoft has a conservative, bank-centric forecasting approach does not

mean a shipping company would not consider using their projections as one data
point among many; it does mean, however, it would not be reasonable for a
shipping company to rely on their rate projections as the sole data point for a
forecast.
The fact is that Genco's management itself never relied on Marsoft (indeed never
used them) until they were used in the current Business Plan; in our meeting
Genco's management dismissed Marsoft's estimates as simply "numbers and
math." Like the majority of ship companies that I have dealt with, Genco
historically used a number of inputs to make their forecasts, whether for
budgeting purposes or for vessels and fleet acquisitions. Regardless of which
services one uses, it is important to consider a variety of informed sources for
11 By conservative, I mean the rates forecast are lower than other forecasts. It Is not conservative in the sense that
to project a low rate, Marsoft may make aggressive and unsupportable assumptions on the supply side, as in this
case.
24
projections and to understand their models and what key assumptions are made
which could bias a forecast in one direction or another.
The Marsoft model results in very low rates in 2016 and 2017 largely because of
surprising assumptions Marsoft makes about the rate of continued ordering of
newbuildings throughout 2014 and 2015. Its January report (relied on for the
Business Plan) reads:
After totaling just 25 million deadweight tons ["dwt"j in 2012, drybulk

orders skyrocketed to 76 million dwt in 2013, the fourth highest annual
total in history, and well above what would normally have been expected
given that freight rates were below their average historical levels for most
of the years....
As we move into 2014, one key issue poised to impact the drybulk market is
whether ordering activity remains high. And based on a variety of factors,
including the fact that ordering momentum remained strong in January, we
have revised our forecast of drybulk orders during 2014 and 2015 up
significantly....
(Marsoft January Report at 1.)
With that limited explanation, Marsoft essentially plugged the "skyrocketed"

2013 ordering numbers into their forecasts for the next two years (forecasting 79
million dwt of ordering in 2014 and 71 million dwt of ordering in 2015, following
on 76 million dwt of ordering in 2013),which results in depressed freight rates in
2016 and 2017. This single assumption skews their forecast dramatically away
from the consensus forecast (presented earlier in this report). As Marsoft stated
in the headline to its base case outlook: "Owners Control Their Fate, As Ordering
Activity Is Likely To Drive Market Cycle."12
Not surprisingly, five months into 2014, the Marsoft ordering forecast for the year
is not holding up. Using data from Clarkson's (the same data source that Marsoft
uses), through June 6, drybulk ordering is down 31% from 2013's annual rate, and
much of the ordering for the year was done in January. Rates are generally weak
(and as Marsoft notes orders are more likely to increase during a strong rate
12 Even with its remarkably aggressive forecasts of orders for 2014 and 201S, the 2016-2017 rate "downturn" or
"slump" (in Marsoft's words) that it forecast from those orders was predicted to be "relatively short-lived ... with
the next recovery getting underway in 2018." (Marsoft January Report at 1.) As events have unfolded, if Marsoft
is correct that "owners control their fate" and "ordering activity is likely to drive market cycle" (id, at 5), then the
owner's actual conduct this year is driving the market cycle upward.
25
environment), and we are heading into the third quarter, which is typically a weak
quarter for contracting in general. Indeed, rather than "ordering momentum
remaining] strong" (January Report at 1), as Marsoft claimed when they made
their aggressively high estimates for orders (leading to depressed estimated rates,
according to Marsoft, for 2016 and 2017), new ordering of bulk carriers declined
1.5% in January from the preceding month and substantially fell in each of the
next four months: 48.9% in February; 30.5% in March; 27.2% in April; 78.2% in
May.
Significant
The below chart highlights recent trends in newbuild contracting. decline in
ordering since
January.
Drybulk Newbuild Contracting by Month - June 2011-May 2014 (dwt in millions)
16,000,ODD
14,000,000
12,000,000
10,000,000
8,000,000
6,000,000
4,000,000
2,000,000
-100.0%
<y
8 DWT • % Change
Source: Clarksons
In short, the ordering momentum that Marsoft assumed has evaporated and
ordering has been sharply decelerating throughout 2014, At this point in the
year, it is clear that Marsoft will have to revise its new ordering numbers
downward and revise upward its rate projections for 2016 and 2017, as the facts
have disproved their assumptions Marsoft made that gave rise to those
projections. Genco cannot reasonably continue to use Marsoft's January
forecasts in its Business Plan. I have used the April numbers from Marsoft in the
consensus estimates, which are still lower than any of the analysts in the industry
and rely on assumptions based on high levels of ordering completely inconsistent
with the ordering activity since January 2014.
26
It is worth noting the impact that the forecast growth in the orderbook has had
on Marsoft's longer term rate outlook. A summary of Marsoft's changes to
ordering assumptions and the impact it has on Marsoft's rate projections is
presented below:
Marsoft's New Order Forecast and Impact on Cape Rates

Ordering (mm dwt) Capesize Rates
Report 2014 201S 2016 2016 2017
Oct-13 46.5 55.2 58.6 $ 19,100 $ 18,800
Jan-14 79.2 71.0 59.1 16,100 $ 12,500

% Change 70% 29% 1%
> $
-16% -34%
Apr-14 78.2 73.0 61.1 $ 18,400 $ 14,900

% Change -1% 3% 3% 14% 19%
In the April report, Marsoft actually slightly increased its forecast for ordering in
2014-2015 (while moving one million tons to 2015), but simultaneously
significantly increased its forecast for demand growth (from 5.5% in Jan. to 6.1%
in April). When Marsoft makes the appropriate update to the orderbook, one
would expect to see their rate forecast increase further for 2016-2017, consistent
with their model.
While Marsoft's 2014 ordering forecasts are not supportable by the facts, and
therefore its rate estimates for 2016-2017 are unsupportable, it is not surprising
that the short-term forecasts from the brokers the Company normally uses and
those of Marsoft are reasonably close because, as discussed above, they are
based on existing market data rather than simply on assumptions that are
themselves based on forecasts.
Given the market data available for a short-term forecast, it means little for
Marsoft to claim that its "forecasts dominate the 10-year moving average ,..." At
the same time they concede that its "relative accuracy declines as the forecast
horizon extends" and at 48 months ahead "perform about the same" as the 10-
year average, (Arlie Sterling Report at 20.) The "domination" claimed by Marsoft
is thus based on shorter term forecasts for which the 10-year average does not
provide a reasonable point of comparison. Shipping companies use the 10-year
average for the long-term; for example, a company may reasonably compare the
break-even rates for a vessel acquisition with the 10-year average rate, to
27
ascertain if they have a reasonable chance for a profit on an investment or if the

market has to outperform historical rates for them to do so, But for the forecast
of a few years, they would do what Genco management has historically done,
which is to use a range of forecasts from the broker and analyst community.
This is shown in the comparison of the Marsoft base case to the 10-year average
at 36 and 48 months, according to the Sterling Report at 19:
Marsoft's poor track record for longer term projections should preclude its use as
a sole source for 2016 and 2017 projections. Yet even if its track record were
better, its 2016-2017 projections could not be reasonably relied on because they
are based heavily on supply assumptions that have proved ill-considered.
Details on the approach to my forecast for 2017, along with a comparison to the
Marsoft forecast, are presented in the table below.
CMG Methodology and Rate Forecast for 2017 by Ship Type

Annua) Summary of Historical 1 year Time Charter Rates
WdaY).
Year Capesize Panamax Supramax Handysize
2004 61,050 34,323 29,448 17,323
2005 50,651 25,853 22,288 15,918
2006 45,246 22,155 21,881 14,710
2007 106,918 52,317 45,702 28,120
2008 111,529 55,637 45,510 29,486
2009 33,276 18,151 14,678 10,678
2010 32,967 24,559 20,847 15,662
2011 16,938 14,662 14,108 11,587
2012 13,685 9,706 10,130 8,234
2013 15,760 10,099 10,034 8,106
2014 26,036 14,214 12,679 9,838
10 year Average 46,732 25,607 22,482 15,424

Average (ex. 07-08) 32,845 19,302 17,344 12,451
Marsoft 2017 Forecast 12,500 10,700 11,500 8,800

% Difference 163% 80% Sl%
In sum, the Business Case's reliance on Marsoft projections for 2016 and 2017
cannot be supported, because the projections (made in January 2014} rely on a
"key" assumption that the ordering of vessels would "remain very high"
throughout 2014 and 2015, which has already proved incorrect. The very light
ordering in the last several months means fewer vessel deliveries in 2016, which
not only renders any reliance on Marsoffs projections unreasonable but supports
the consensus-based projection for 2016.
29
Based on the above, and in conjunction with the legal and financial advisors, I
have developed a revised business plan that I believe more accurately depicts the
outlook for Genco. A summary of the plan is attached as Exhbit A. ^
Documents I considered are listed in Exhibit B.
Morten Amtzet/
June 11, 2014
30
Exhibit A
Summary Forecast
($ in millions)
2H FY FY FY
($ In million$ " 2014 r 2015 y 2016 r : 2017
Spot rate revenue $ 64.3 $ 299.9 $ 329.6 $ 364.2

Time charter revenue (existing index charters) 71.0 26.0 - -
Less: commissions (6.8) (16.3) (16.5) (18.2)

Bus: Fuel efficiency revenues 0.8 3.1 3.9 5.0
Net Voyage Revenues 129.1 312.6 316.7 350.8

Service Revenue 4.6 9.6 9.4 9.4
Cash Revenues 133.7 322.2 326.0 380.2
Vessel Operating Expenses (51.2) (103.7) (107.0) (112.4)
General &Adm'nistrative Expense (11.4) (18.4) (16.7) (10.1)
Technical Management Fees (3.5) (7.2) (7.0) (7.0)
Cash BBITDA 67,5 192.8 193.3 221.7

Margin (%) 50.5% 59.9% 59.3% 61.5%
Drydock Expense:
Drydock expense (7.3) (11.7) (12.0) (8.7)
BWTS expense - - (10.6) (9.4)

Fuel efficiency upgrade expanse (1.3) (1.6) (1.0) (1.1)
Total Drydock expense (8.6) (13.3) (23.6) (18.1)
Taxes (1.3) (2.6) (2.5) (2.4)
Unlavered Free Cash Flow $57.7 $177.0 $107.2 $200,2
FUrchase of Vessels (pre-f inancing) - - (30.0) (90.0)
Cash Flow after Purchase of Vessels $57.7 $177.0 $137.2 $110.2
Note: Baltic commission income {included in Service Revenue) has been adjusted to reflect the CMG rate forecast.
31
Exhibit B
Documents reviewed
General Maiitime Disclosure Statement

Genco Disclosure Statement
Genco Slide Deck Presentations to Lenders and to Board
Genco Slide Decks on Business Plan
Earnings Call transcripts
SEC filings
Documents from:
Arctic Securities
ACM
Clarkson Capital Markets
DNB
Evercore
Global Hunter
Jefferies
Maxim
Morgan Stanley
Pareto
RS Platou
Stifel Nicolaus
Wells Fargo
Banchero Costa
MSI
Marsoft
Clarkson Research Services
Bloomberg
Tradewinds
Univan
Thome Ship Management
Discovery documents
APOLL000000537 - APOLL000000565
APOLL000000978 - APOLL000000979
APOLLOOOOOl 986 - APOLL000001993
32
APOLL000002038 - APOLL000002095
APOLL000002096 - APOLL000002146
APOLLOOOOO1049 - APOLLOOOOO1053
APOLL000002768 - APOLL000002769
APOLL000002848 - APOLL000002850
Kayne00000343 - Kayne00000349
Kayne00000362 - Kayne00000378
DKPART00000536 - DKPART00000538
DKPART00000568 - DKPART00000570
DKPART00000574 - DKPART00000577
DKPART00000621 ~ DKPART00000639
DKPART00000647 - DKPART00000648
DKPART00000652 - DKPART00000660
GENCO 99683-100399
Exhibit C: Historical Data on Ship Values and Rates
Historical Capesize Ship Values and Rates

Capesize Capesize Capesize Capesize 1Year TC 3 Year TC Spot Rate Spot Rate 1 Year TC 1 Year TC
176-180K 180K5 170K 10 8ulker Spot Rate Rate excluding excluding Excludes Excludes
DWT NB Year Old Year Old Rate 170,000 170,000 2007-2008 2007-2008 2007-2008 2007-2008
Prices Prices Prices dwt dwt and 2011- and 2011-
Bulkcarrier Bulkcarrier 2012 2012
Date
£ Million iMinion S Mfflion S/Dav t/Day i/Day */Day ifDay I/O ay t/Oay
1990 60.0 33.0 17.612 17,612 17.612
1991 S6.0 42.0 20.093 20.093 20.093
1992 44.0 34.0 10.997 10.997 10.997
1993 46.0 38.5 21.G 14,420 14,420 14.420
1994 42.0 37.3 20.5 16.851 16.851 16,651
1995 42.5 32.7 19.0 20.419 20.419 20,419
1996 39.0 28.0 15.0 12.072 12,072 12,072
1997 40.5 34.4 18.5 15.109 15.109 15.109
1995 33.0 25.7 14.5 12.775 12,775 12.775
1999 35.0 29.3 17.5 12.480 12.480 12.480
2000 40.5 30.3 19.0 24.280 24,280 24.280
2001 36.0 27.0 16.5 15.374 11.600 13.500 15,374 15,374 11,600 11.600
2002 36.3 29.0 20.5 13.323 14,674 15,294 13.323 13.323 14.674 14.674
2003 48.0 44.0 32.0 41.135 31,197 22.459 41,135 41.135 31.197 31,197
2004 64.0 64.5 46.0 70.196 61,050 42.198 70.196 70.196 61,050 61.050
2005 59.0 57.0 38.0 51.451 SO,651 37.673 51.451 S1.451 50.651 S0.651
2006 68.0 81.0 62.0 44.732 45.246 36.36S 44.732 44.732 45,246 45.246
2007 97.0 150.0 105.0 111.380 106.918 75,808
2008 88.C 45.0 31.0 97.699 111.529 82,250
2009 56.0 5S.0 44.0 43,487 33.276 27,721 43,487 43.487 33,276 33.276
2010 57.0 50.0 38.0 33,473 32,967 28,953 33,473 33,473 32,967 32.967
2011 48.5 36.0 26.5 16,758 16,938 17,399 16.758 16,938
2012 46.0 32.5 21.0 7,402 13.685 15.082 7,402 13.685
2013 53.5 44.0 31.0 15.994 15,760 16,413 15.994 1S.994 15.760 15.760
2014 15,246 26,036 23,798 15,246 15.246 26,036 26.036
5 Year Average 52.2 43,5 32.1 * 22,060 r 23,110 " 21,S61 22,060 27,050 23.HQ 27,010
10 Year Average " 63.7 61.5 r 44.3 r 46,165 * 46,732 r 36,697 33,153 : 39.226 32.845 f 37,855
IS Year Average F 55.5 ' 51.6 r 36.5 r 38,401 40,823 32,497 28,952 ' 31,764 29,423 32,246
Bate
QI Average 31,203
Q2 Average 31,203
Q3 Average 32,517
Q4 Average 36,458
Historical Panamax Ship Values and Rates

Panamax Panamax Panamax Pariamax 1 Year TC 3 Year TC Spot Rate Spot Rate 1 Year TC 1 YearTC
75-77K 76K 75K Bulkcr Spot Rate Rate excluding excluding Excludes Excludes
DWT NB Bulkcarrter BuIkcarrJer Rate 75,000 dwt 75,000 dvrt: 2007-2008 2007-2008 2007-2008 2007-2008
Prices 5 Year Oid 10 Year Old Buikcarrler Sulkcarrier and 2011- and 2011-
Prices Prices 2012 2012
Date
S Mlflton $ MHHon $ Million t/Dav $/Dav S/Day $/Day $/Day $/Day 4/Dav
1990 30.0 19.0 9.454 9.454 9,454
1991 34.0 24.0 12.212 12,212 12.212
1992 23.0 18.8 8,239 8.239 8.239
1993 28.5 19.5 14.5 9.666 9.666 9.666
1994 28.Q 21.0 iS.B 9,657 9.657 9.657
1995 28.5 21.5 16.5 13.916 13.916 13,916
3996 26.5 19.5 14.0 7.892 7.S92 7.892
1937 27.0 22.0 15.8 8.300 8.300 8,300
1998 20.0 14.0 9.8 6,525 6.525 6.525
1999 22.0 16.8 12.0 7.256 7.256 7.256
2000 22.5 16.0 11.8 10,843 10.843 10,843
2001 20,5 14.0 9.5 8,921 8,612 9.123 8.921 8,921 8,612 8.612
2002 21,5 17.0 11.5 7.215 8,881 9.242 7,215 7.21S 8.881 8.881
2003 27,0 28.0 2O.0 19,304 17.254 12,707 19.304 19.304 17.254 17.254
2004 36.0 40.0 31.0 34.364 34.323 22.274 34.364 34.364 34.323 34.323
2005 36,0 29.S 24.0 23.110 25.853 19,606 23.110 23,110 25,853 25.853
2006 40.0 45.5 37.0 21.714 22.155 17,736 21.714 21,714 22.155 22.155
2007 55.0 88.5 72.0 49,350 52.317 39,774
2003 46.5 26.0 20.0 43.323 55.637 44.356
2009 33.8 36.0 27.5 14.662 18.151 15.531 14.662 14.662 13,151 18.151
2010 34.5 36.0 28.0 20.363 24.559 19.547 20.363 20,363 24,559 24.559
2011 29.0 26.5 20.0 10.176 14.662 14.300 10,176 14,662
2012 2S.a 1B.0 13.0 5.274 9,706 10.688 5,274 9.706
2013 27.8 25.S 18.0 6,600 10.099 10.125 6.600 6.600 10,099 10.099
2014 6.S87 14,214 14.256 6.S87 6.587 14,214 14.214
5 Year Average 30.2 * 28.4 ' 21.3 ' io,6ia " 15,232 y 14,075 10,610 12,053 15,232 16,756
10 Year Average r 36.4 37.2 ' 29.1 r 21,411 P 2S.607 r 20,74S * 15,872 r 18,200 T 19.302 r 21,336
r w 14,028 "" 15,078 17,372 18,410
15 Year Average * 31.9 ' 30.9 ** 23.7 18,066 22,602 18,519
Sate
Q1 Average '<9% 19,109
Q2 Average 18,723
Q3 Average 19,109
Q4 Average 20,268
Historical Supramax/Handymax Ship Values and Rates

Supramax / Supramax / Supramax / Supramax, 1YearTC 3 Year TC Spot Rate Spot Rate 1YearTC 1Year TC
Handymax Handymax Handymax 52,000 dwt, Rate Rate excluding excluding Excludes Exdudes
61-63K 56K S Year 52K 10 Spot Rate 52,000 dwt 52,000 dwt 2007-2008 2007-2008 2007-2008 2007-2008
OWT NS OW Prices Year Old Bulkcarrier Bulkcarrier and 2011- and 2011-
Prices Prices 2012 2012
Date
iMillion t Million $ Million t/Dav $/Dav $/Dav $tDay $/Day 4/Day $/Day
1990 25.0 16,0
1991 28.0 19.5
1992 24.0 17.0
1593 25.0 18.G
1994 24.0 20.5 15.8
1995 24.0 21.0 15.5
1996 23.0 18.8 13.5
1997 22.5 18.0 13.5
1998 18.0 12.5 8.0
1999 20.0 16.0 11.5
2000 20.5 15.3 12.0
2001 18.5 13.3 9.8 6,988 6.988 6.988
2002 19.0 14.3 10.5 8.671 8.348 8,503 8.671 8.671 8.348 8.348
2003 24.0 20.0 15.5 16,706 14.S86 11.221 16,706 16.706 14.586 14,586
2004 30.0 29.0 22.5 31,987 29.448 17.332 31.987 31.987 29.448 29.44R
2005 30.5 25.5 20.5 24.020 22.288 16.716 24.020 24.020 22.288 22.288
2006 36.5 40.0 32.0 22,583 21,881 16,772 22.583 22,583 21.881 21,881
2007 43.0 75.0 60.0 47.582 45,702 33.750
2008 42.0 24.5 18.C 41.113 45.510 33,788
2009 30.5 27.0 21.5 16,953 14.678 13.556 16.953 16.953 14.673 14.678
2010 31.0 29.0 24.0 21.867 20,847 17,302 21.867 21.867 20.847 20.847
2011 27.0 24.5 L7.0 13,814 14.108 13,846 13,814 14,108
2012 24.3 19.5 14.5 8,859 10.130 30.995 8.859 10.130
2013 26.5 24.5 17.5 9.648 10,034 10,284 9.648 9.648 10,034 10.034
2014 9.818 12.679 12.560 9.818 9.818 12,679 12,679
5 Year Average r 27.9 r 24.9 r 18.9 13/493 r 13,746 13,091 13,493 14,572 13,746 14,560
10 Year Average 32.6 * 31.9 24.8 22,568 " 22,462 " 17,900 17,728 ' 19,554 17,344 T 18,836
15 Year Average 28.6 F 26.5 r 20.5 20,044 20,788 16,663 15,993 16,924 16,275 17,199
Rate
Qi Average 16,623
Q2 Average 17,170
Q3 Average 17,344
Q4 Average 18,037
Historical Handysize Ship Values and Rates

Handysize Handysize Handysize ShortTerm 1 YearTC 3 Year TC Spot Rate Spot Rate 1 Year TC 1YearTC
32-35K 32K 5 Year 32K 10 Rate Rate Rate excluding excluding Excludes Excludes
DWT N8 OW Prices Year Old 30,000 dwt 30,000 dwt 30,000 dwt 2007-2008 2007-2008 2007-2008 2007-2008
Prices Prices Buikcarrier Bulkcarrier Bulkcarrier and 2011- and 2011-
2012 2012
Date
$ Million 5 Million iMilton J/Dav i/Dav 5/Dav S/Dav $/Dav $/Dav */Day
1990 23.0 10.5 6.705 6,871 7,139 6,705 6.705 6.871 6,871
1991 24.0 13.5 7.614 7.719 8.107 7.614 7.614 7.719 7.719
1992 23.0 14.0 6.417 6,690 7,398 6,417 6,417 6.690 6.690
1993 23.0 15.0 10.5 7.656 7,889 8,352 7.656 7.656 7.889 7.889
1994 21.5 16.0 11.5 8,062 8.388 8,712 8,062 8.062 8,388 8,388
1995 22.0 16.5 12.8 9.794 9.407 9,321 9,794 9.794 9.407 9.407
1996 21.5 13.0 8.8 6.854 7*324, 7.938 6.854 6,854 7.324 7.324
1997 20.5 13.8 10.8 6.732 6.858 7,740 6.732 6.732 6.858 6.858
1998 16.5 9.3 6,0 5,548 5,799 7,094 5.548 5.548 5.799 5.799
1999 16.5 11.5 8.0 5.276 5.566 6.325 5.276 5,276 5.566 5.S66
2000 16-0 12.0 9.0 7.026 7.112 7,572 7,026 7,026 7.112 7,112
2001 15-5 11.0 7.8 6.838 6.807 7.286 6,838 6,838 6,807 6.807
2002 15.5 11.3 8.5 6.564 6.747 7,200 6.564 6,564 6,747 6.747
2003 18.S 14.5 10.8 9.962 9,005 7.948 9.962 9,962 9,005 9,005
2004 24.5 21.5 17.0 19.321 17,323 11,795 19,321 19.321 17,323 17.323
2005 26.5 26.0 19.0 16.664 15.918 12.578 16.664 16.664 15,918 15.918
2006 29.5 28.5 23.0 15.725 14.710 12.520 15.725 15.725 14.710 14.710
2007 38.0 44.0 40.0 31,346 23.120 21.863
2008 32.5 20.5 16.0 30.297 29.486 21.837
2009 25.0 22.0 17.0 11,409 10.678 10,609 11.409 12.409 10.678 10.678
2010 26.5 2S.0 21.5 16.708 15.662 13.939 16.708 16.708 15,662 15.662
2011 22.5 21.0 16.0 11.512 11,587 11.844 11,512 11,587
2012 21.0 15.5 12.0 8.05S 8.234 9,250 8.055 8.234
2013 22.3 19.0 14.0 8.032 8.106 8.726 8,032 8.032 8.106 8,106
2014 9,938 9.838 10,000 9.988 9,988 9,838 9.838
5 Year Average 23.5 ' 20.5 ^ 16.1 * 10,951 r 10,684 * 10,728 10,951 11,534 10,684 11,071
10 Year Average * 26.8 * 24.3 r 19.6 " 16,278 * 1S,424 r 13,178 13,046 ^ 13,978 I 12,153- C 13,176
15 Year Average r 23.4 " 20.2 * 16.0 * 13,420 r 12,806 r 11,331 10,934 *• 11,126 10,521 V 10,623
Rate
Ql Average 11.953
Q2 Average 12,575
Q3 Average 100% 12,451
Q4 Average 12,824
14-11108-shl Doc 324-4 Filed 07/02/14 Entered 07/02/14 19:16:22 Exhibit D -
Augustine Declaration (redacted) Pg 1 of 54
EXHIBIT D

- —x
In re: Chapter 11
GENCO SHIPPING & TRADING LIMITED, et al„ Case No. 14-11108 (SHL)
(Jointly Administered)
Debtors.
DECLARATION OF NEIL A. AUGUSTINE

IN SUPPORT OF THE OFFICIAL COMMITTEE OF EQUITY
SECURITY HOLDERS' OBJECTIONS TO CONFIRMATION OF THE FIRST
AMENDED PREPACKAGED PLAN OF REORGANIZATION OF THE DEBTORS
UNDER CHAPTER 11 OF THE BANKRUPTCY CODE
I, NEIL A. AUGUSTINE, hereby declare, under penalty of perjury pursuant to 28 U.S.C.
§ 1746, as follows:
1. I am an Executive Vice Chairman and Co-Chair of North America Debt Advisory
and Restructuring Group at Rothschild Inc. ("Rothschild"). Rothschild has been retained as the
financial advisor and investment banker to the Official Committee of Equity Security Holders
(the "Official Committee") appointed in the above-captioned proceedings (the "Chapter 11
Cases") of Genco Shipping & Trading Limited ("Genco" or the "Company"), and certain of its
direct and indirect subsidiaries (each a "Debtor" and collectively the "Debtors"). Pursuant to this
engagement, I have submitted an Expert Valuation Report (the "Expert Report") and a Rebuttal
Report (the "Rebuttal") disclosing my opinions in this matter. (True and correct copies of the
Expert Report and Rebuttal, both dated June 11, 2014, are attached hereto as Exhibits A and B,
respectively.)
2. I submit this declaration in support of the Official Committee's objection to
confirmation of the First Amended Prepackaged Plan of Reorganization of the Debtors under
Chapter 11 of the Bankruptcy Code (as it may be further modified or amended, the "Plan").
Except as otherwise indicated, I base this declaration on my personal knowledge and belief1, my
discussions with Genco's management team and the professionals retained by the Debtors and
my review of materials provided to Rothschild by the Debtors, information and documents that
were produced in discovery or provided to me by other professionals retained by the Official
Committee, including CMG Advisory Services LLC ("CMG"), research and analysis conducted
by Rothschild in connection with the preparation of my Expert Report and Rebuttal Report, and
my review of the confirmation hearing and transcripts from the hearing and depositions taken
during discovery. If called to testify, I could and would testify competently as to the facts set
forth herein.
QUALIFICATIONS
3. Rothschild is a member of one of the world's leading independent investment
banking groups, with more than forty (40) offices in more than thirty (30) countries. Rothschild
and its professionals have extensive experience working with financially troubled companies and
their economic stakeholders from a variety of industries in complex financial restructurings, both
out of court and in chapter 11 cases. Rothschild has expertise in domestic and cross-border
restructurings, mergers and acquisitions, new capital raises and other financial advisory and
investment banking services, and particular experience in providing high-quality financial advice
in the context of financially troubled companies. I have advised clients on strategic alternatives
and its professionals have extensive experience in deals involving complex financial and
operational restructurings. Moreover, Rothschild is a member of the Financial Industry
Regulatory Authority and the Securities Investor Protection Corporation. (A more detailed
1 This knowledge includes materials that I have reviewed and direct conversations that I have had with members of
the Rothschild team.
2
summary of Rothschild's qualifications as a financial advisory and our experience in
restructuring and debt advisory is attached hereto as Exhibit A (at 5-6.)
4. I have over 24 years of experience as an investor in and advisor to troubled
companies and their creditors. My transaction experience has ranged from out-of-court
restructurings to in-court insolvencies in the United States, Europe, Canada, and Mexico. My
merger and acquisition experience includes plain vanilla and troubled company buyside and
sellside assignments, as well as Special Committee representations. My financing experience
includes debtor-in-possession financings, secured debt, exit financings, second lien loans,
unsecured notes, convertible notes, rights offerings, and preferred and common stock. In
connection with this work, I have advised a diverse group of clients and investors in a wide range
of industries. (A list of representative industries for which I have worked is set forth on Exhibit
A (at 7-8.)
5. Since joining Rothschild, I have testified as an expert witness in depositions or at
trial in numerous bankruptcy and bankruptcy-related cases, and I have provided fairness
opinions, valuation work, and mergers and acquisitions work in a wide variety of contexts. (A
list of the representative bankruptcy matters and other transactions is set forth in Exhibit A at
10-11.) I have also been recognized for my work by the restructuring industry on a number of
occasions. (See id. at 9.)
6. Before joining Rothschild, I was the Group Portfolio Manager for the Distressed
Debt Group of Morgens, Waterfall, Vintlandis & Company Inc. ("MWV"), a New York-based,
SEC-registered investment advisor with approximately $1 billion of capital at such time. Before
MWV, I was the Director of Distressed Debt Research at Lehman Brothers, Inc., and the
Director of Research at Whippoorwill Associates, Inc., a $600 million money management firm,
3
at such time, specializing in the purchase of claims in financially troubled companies. I began
my career at Chemical Bank, where I was involved in advising both debtors and creditors and
also provided debtor-in-possession financing. Before entering the principal business, I was one
of the founding members of The Blackstone Group's Restructuring and Reorganization Financial
Advisory Department.
7. I received my Bachelor of Arts and Master of Business Administration degrees
from the University of Rochester, and I have the following NASD securities licenses: Series 7
(general securities representative), Series 24 (general securities principal), and Series 79
(investment banking representative). I have served as a guest lecturer at NYU. Stern School of
Business and NYU School of Law, and have presented at various industry conferences.
8. I have served as the leader of Rothschild's team working with the Official
Committee since Rothschild was engaged to provide general investment banking and financial
advice in connection with the Debtors' restructuring and these Chapter 11 proceedings. By order
dated June 9, 2014, the Court authorized the Official Committee's retention of Rothschild as its
financial advisor and investment banker nunc pro tunc to May 9, 2014 on the terms and
compensation structure as set forth in that order. To date, Rothschild has not been reimbursed
for any fees or expenses, and Rothschild's compensation is not contingent upon the nature of our
findings.
9. Before our retention by the Official Committee, Rothschild made pitches to
Genco itself, and later to other parties, about possible engagements to provide financial advisory
services in connection with a potential restructuring of the Company. In connection with our
pitch to Genco, Rothschild conducted a preliminary analysis of the Company and provided a
preliminary view of the then-prevailing financial and market conditions, based on a review of
4
publicly available information only. Genco ultimately did not select Rothschild and engaged
Blackstone instead.
10. On March 6, 2014, Rothschild had a discussion with Och-Ziff Capital
Management Group ("Och-Ziff'), at their request, regarding Genco and its potential
restructuring. Subsequent to this initial discussion, at Och-Ziff s request, Rothschild had a follow
up meeting with Och-Ziff on March 27, 2014 to discuss Rothschild's preliminary views of the
Genco situation. During this time, I was not certain, even if asked to accept the mandate by Och-
Ziff, that I would agree to such a representation. Rothschild subsequently made a pitch to Och-
Ziff and certain other Genco security holders, including holders of the 2007 Credit Facility
("2007 Facility"), the 5% Convertible Notes ("Convertible Notes") and common stock, in
connection with a possible financial advisor engagement. Rothschild was not retained pursuant
to such discussions with Och-Ziff and such other Genco security holders.
11. In connection with our pitches with Genco and these other parties, Rothschild did
not conduct a valuation analysis of Genco. Our views were preliminary and based solely on
publicly available information at the time. Had Rothschild been retained by Genco, however, I
would have performed our valuation analysis using the same methodologies used in the Expert
Report, the Rebuttal Report, and in this declaration.
12. I, along with other members of the Rothschild team met with members of Genco's
management team, including Mr. Wobensmith and Mr. Zafolias, and members of Blackstone
Advisory Partners LLP ("Blackstone") in person on three separate occasions since the Official
Committee was appointed. Numerous other calls and exchanges of information occurred with
Blackstone in between and subsequent to such meetings. The Rothschild team conducted
extensive due diligence, in the time provided, to best assess management's business plan and
5
operating strategy in conjunction with CMG. We were made aware during these sessions by
Genco management the Company modified its historical practice of forecasting its revenue
beyond two years. Genco management informed us they historically forecasted revenue beyond
two years by using the average shipping rates for the last 10 years, excluding 2007 and 2008
("Revision to the Mean Approach"). For the purposes of the bankruptcy, solely upon
Blackstone's advice, Genco management modified their historical practice of basing the shipping
rates beyond the initial two years from the Reversion to the Mean Approach to exclusively
relying on Marsoft Inc.'s ("Marsoft") shipping rate forecasts; an approach Mr. Wobensmith
indicated he had not previously used nor was he certain he would use such approach again in the
future.
Preliminary Statement
13. This declaration concerns the fundamental question of what is the value of Genco.
The parties have presented two different methodological approaches to assist the Court in
determining the proper enterprise valuation of the Company as a going-concern. The difference
between the Debtors' financial advisor's valuation and Rothschild's valuation conclusions can be
explained simply by the fundamental difference in approach. The Debtor's financial advisor
relies on one and only one approach - an asset-based value approach while Rothschild bases its
expert valuation conclusions on the time-tested, court-tried, investment banking industry
standard which relies on three standard valuation methodologies which includes the comparable
companies approach, the precedent transaction approach, and the discounted cash flow analysis
approach. Rothschild has also included the asset-based approach in addition to the three standard
valuation methodologies.
6
14. On this question of which approach is the correct approach to value a company,
one needs to look no further than the arena of investment banking fairness opinions. The
standard for reputable valuations of public company transactions, regardless of the industry
involved, is the "fairness opinion" that typically is issued by investments banks to assess the
fairness of a proposed merger or acquisition transaction in light of the purchase price and deal
structure. An investment bank who is providing a fairness opinion takes the exercise extremely
seriously as providing an opinion exposes the investment bank to substantial potential liability.
Virtually every fairness opinion, delivered by a globally recognized investment banking firm,
determines the intrinsic value of a company by using the three standard valuation methodologies:
the comparable companies, precedent transactions, and discounted cash flow analyses. An
investment bank may also consider and incorporate industry-specific analyses that assess value
using alternative approaches, but these alternatives cannot replace the standard methodologies in
a globally recognized investment bank fairness opinion valuation. The standard methodologies
have also been recognized by bankruptcy courts, where they are standard and, in the context of
other litigations where the valuation of a public company merger or acquisition transaction is
contested, regardless of the industry in question. While Rothschild is providing a valuation of
Genco here in the context of a contested confirmation hearing, the question at issue is the same
addressed in a fairness opinion - is the transaction fair to shareholders from a financial point of
view
15. The Debtors and their financial advisors insist that the only proper way to value a
dry bulk shipping company such as Genco is through an asset-based approach that simply sums
up the desktop appraisal values of its ships and the value of any other discrete assets. Although
the Debtors purport to use the three standard methodologies in the expert report of Timothy R.
7
Coleman (the "Blackstone Report"), four of the five methodologies they present are effectively
different permutations of an asset-based valuation and suffer from significant methodological
flaws.
16. Blackstone asserts that 'the only appropriate valuation approach is an asset-based
valuation' and only considers the other valuation approach for completeness. Those other
methodologies, by Blackstone's own admission, include untested and academically
unprecedented adjustments, which yield lower valuations than their asset-based valuation. These
valuations did not factor into their valuation conclusion in the disclosure statement and were
performed after the disclosure statement was filed which included a pre-rights offering total
enterprise value of $1,380 million in the disclosure statement which was only $63 million or
4.4% below the total claims of the Company. The Court should fully appreciate that the only
valuation used by Blackstone was an asset based valuation.
Just to remind you from what I said earlier, we ~ in our valuation report, our expert
report, my expert report, I put together a variety of other methodologies: DCF,
comparable companies, precedent transactions. And in some of those, obviously you
would have — DCF in particular would have a forecast. We don't believe those to be a
way to value a dry bulk shipping company. So when I'm referring to 'the valuation,' I'm
referring to the asset-based valuation methodology when it comes to the vessels.
(Coleman Tr. 170:20-171:9 attached hereto as Exhibit C)
The asset-based approach used in the Blackstone Report is a significant departure from the
widely accepted and used three standard valuation methodologies which both bankruptcy and
non-bankruptcy courts are highly accustomed to as are boards of directors of publicly traded
companies.
8
17. Rothschild, by contrast, has used the three standard valuation methodologies, as
well as the asset-based approach (both as a direct measure of value and as an aspect of its
comparable company and precedent transaction analyses), to capture the full going-concern
value of the Genco's future earning capacity. In Rothschild's opinion, the Debtors' exclusively
asset-based focused approach undervalues Genco because it does not fully account for all of the
tangible and intangible value of Genco's corporate franchise, experienced management team,
and future cash flows, which are the hallmarks of true going-concern enterprise valuations
derived from the traditional methodologies that are standard for investment bankers. These
aspects of a company's value simply are not baked into its net asset value ("NAV"), as the
Debtors propose, and thus are disregarded in the Debtors' strictly asset-based approach. The
Debtors' own expert witness, Mr. Kent of Maritime Strategies International, Limited ("MSI"),
conceded this point under cross-examination when asked if he valued individual ships or
companies.
• 18. The Debtors'own expert whiteness, Mr. Kent of Maritime Strategies
International, Limited ("MSI"), conceded this point under cross-examination when asked if he
valued individual ships or companies "I don't value companies. I only value ships." (Kent Tr. At
39:7-39:8 attached hereto as Exhibit D.) More significantly, Mr. Wobensmith also admitted on
cross-examination (and in a letter to the Securities Exchange Commission2 ("SEC"), that ship
appraisals "do not accurately reflect the values of vessels in service" (6/13/14 Hearing Tr. at
35:22-36:8 attached hereto as Exhibit E.) Wobensmith further admitted that a "desk-top
2 (See ECX 963at 3 ("Although banks may find appraisals useful for assessing the condition of their collateral,
appraisals do not necessarily represent what willing buyers would actually pay for vessels or accurately reflect the
values of vessels in service.").)
9
appraisal" assumes "that the ship is charter free," meaning that "it does not have any income
stream attached to it." (Id. at 53:3-:4, 54:9-: 10.)
19. This basic fact the NAV does not incorporate other aspects of a dry bulk shipping
company's value is further reinforced by the fact that dry bulk companies frequently trade at a
premium to NAV as illustrated on the chart below.
Company FY15E TEV/GAV I.OSx post-

June 16, 2014
Baltic Trading Limited 8.6x 1.21x Oceanbidk
Diana Shipping Inc. 9.2x 0.97X / transaction
Safe Bu kers, Inc. 7.3x 1.25x
Star Bulk Carriers Corp. 8.Ox 0.97x;
High 9.2x 1.25x

Mean 8.3x 1.10x
Median 8.3x 1.09X
Low 7.3x 0.97x
Notes
1 Market capitalization as of 6/10/14
2 Non-operating assets comprise (i) Diana shipping investment and loan to sister company Diana Containers and (ii) Safe Bulkers short term deposit
3 NWC refers to net working capita!
4 GAV is calculated per VesselsValue.com as the current fleet value post adjusting for newbuildings
5 GAV multiple is calculated as total enterprise value less net working capital and other fixed assets, divided by GAV
20. Rothschild's use of the standard investment banking approach to valuation is
supported by our survey of fairness opinions issued in shipping industry transactions between
2004 and 2014, which confirms that the three standard methodologies plus an asset-based
approach are typically used in the context of valuing public shipping companies and assessing
the fairness of such transactions. (Ex. A at 33-34.) In fact, Genco's founder and Chairman of
the Board of Directors, Mr. Peter Georgiopoulos, served in a similar senior executive position for
General Maritime Corporation ("Genmar") in 2008, when UBS AG provided a fairness opinion
in connection with Genmar's acquisition of Arlington Tankers Ltd. {Id. at 34.) The Genmar
fairness opinion used the three traditional methodologies as well as the asset value approach to
10
determine the enterprise value of that shipping transaction, the same approach Rothschild
employs here.
21. The Debtors simply ignore the evidence that shipping company fairness opinions
typically use all three standard methodologies plus an asset-based approach to determine
valuation, and their financial advisors do not and cannot dispute that the three methodologies are
essential components of any reputable valuation by an investment banker in bankruptcy court or
a fairness opinion or otherwise, regardless of the industry. If straight NAV were the only proper
way to value a shipping company, then the fairness opinions issued by reputable investment
banks in all of these maritime industry transactions would make that case - but they do not. In
addition, an asset-based valuation is inherently flawed, as evidenced by Blackstone's own expert
report. Baltic Trading Ltd. ("Baltic") trades at an approximately 20% premium to its asset
valuation, while Jinhui Shipping & Transportation Ltd. ("Jinhui") trades at a 40% discount.
Using an asset-based valuation alone would have undervalued Baltic by 15%) and overvalued
Jinhui by 67%.
22. This asset appraisal observation is confirmed by the recent shipping transaction
referenced in the rebuttal report of Timothy R. Coleman ("Blackstone Rebuttal Report"), in
which Star Bulk Carriers Corp. ("Star Bulk") announced a stock-based acquisition of Oceanbulk
Shipping LLC and Oceanbulk Carriers LLC ("Oceanbulk") that used NAV as a basis for
allocating shares in the combined companies, "using the average of three reputable appraisal
providers." (Blackstone Rebuttal at p. 7). Blackstone, however, fails to acknowledge that there
was a fairness opinion performed by Evercore, on behalf of Star Bulk, that deemed it necessary
and appropriate to use traditional valuation approaches in addition to an asset based valuation,
further reinforcing Rothschild's view that an asset-based only valuation is inherently flawed. In
11
their fairness opinion, Evercore conducted a discounted cash flow analysis, comparable
companies analysis, and asset-based analysis. Star Bulk's equity immediately began trading at a
premium after the transaction was announced with Star Bulk's share price increasing 15.2% over
the first two trading days since announcement and its TEV / GAV ratio increasing from 0.97x to
1.05x. In addition Star Bulk's public statements confirm that shipping companies have value in
excess of their appraised value and they consider cash flow implications when deciding on an
acquisition, not simply NAV:
We believe that the transaction is accretive to earnings, cash flow, and net asset value,
and also has additional benefits as it will dramatically increase the market capitalization
and asset base, enhance the on-the-water fleet portfolio, increase the newbuilding
portfolio by combining two similar newbuild strategies, and improve access to capital to
fund the current and assumed capital expenditure obligations.... In addition, the
combined business will be well positioned to capitalize on an improving dry bulk market
with significant operating leverage to rising rates.
(ECX 202)
23. In the Blackstone Rebuttal Report, Blackstone asserts that Rothschild
misunderstands NAV while highlighting their misunderstanding of how a valuation should be
performed in the context of a contested confirmation hearing:
12
• Rothschild's assertion that NAV represents a "floor Rothschild views NAV as the price that shipping
value" demonstrates its lack of knowledge of the companies pay to acquire vessels. The market
drybulk sector then rewards or punishes a company based on its
- Deiulemar liquidation sold its fleet at auction for perception of franchise value
-60% of NAV - Genco historically traded at a premium to NAV,
• NAV is driven by the assets' expected future as does Baltic
earnings capacity at that time Blackstone and the Debtors even confirmed this
• Asset value takes into consideration the franchise, asset-based approach does not take into account
management expertise and growth the Company's future earnings stream and thus
cannot be an appropriate methodology to
• Rothschild does not dispute the academic theory
determine the underlying going concern value of a
that justifies the NAV approach for drybulk
business
companies
- "I used the rate forecasts as I described them,
• Rothschild ignores that Genco management has
which is to determine feasibility and cash flow
used NAV for every transaction it has historically
and things of that nature. But I don't use the
analysed
rate forecasts for the asset-based valuation" -
• Rothschild repeatedly asserts that relying on asset (Coleman Tr. Ex. C at 171:12-16)
value disregards any value of the franchise,
A valuation of a company that is less than the
management expertise and growth
break-up value of its assets is fundamentally
inconsistent and if true, should result in a wind up
its assets to make better use of its capital
- Deiulemar was a liquidation fire sale and was
subject to asset seizures (10 vessels worth
$399.5m) and founding family members were
arrested - not an apples to apples comparison
Rothschild does not dispute the use of NAV in the
industry, only that it has significant shortcomings
when applied in isolation for valuation purposes
- Rothschild utilizes NAV in its valuation, directly

in its asset-value approach and indirectly in its
comparable company and precedent
transaction analyses
24. The Debtors likewise do not and cannot dispute that in the Excel Maritime
Carriers Ltd. ("Excel") bankruptcy, the only recent U.S. dry bulk shipping company restructuring
where valuation was hotly contested (as is the case here), all three standard methodologies were
used in addition to an asset-based approach (Ex. A at 34.).
In conjunction with formulating the Plan, the Debtors have determined that it is
appropriate to estimate the post-confirmation enterprise value. Accordingly, the
Debtors have directed [investment banker] Miller Buckfire to prepare such a
13
valuation. Four commonly accepted valuation methodologies were utilized to

evaluate the post-confirmation total enterprise value of the Debtors: (i) the fleet
valuation methodology, (ii) the comparable public companies trading multiples
methodology, (iii) the comparable acquisition multiples methodology, and (iv) the
discounted cash flow methodology
(ECX 186 at 72)
25. In Rothschild's opinion, therefore, the traditional investment banking approach
using the three standard methodologies along with an asset-based approach is a far more
reasonable, credible and accurate method for determining the true enterprise value of a dry bulk
shipping company than the Debtors' exclusive asset-based methodology which gives little, if
any, weight to the time-tested and bankruptcy and non-bankruptcy court relied upon traditional
three standard valuation methodologies.
Summary of Opinions
26. As explained below in my Expert Report, Rothschild has determined that the total
enterprise value range for Genco is $1,540 million to $1,910 million, with midpoint of $1,725
million. The range for value in excess of claims of Genco is $97 million to $467 million, with
midpoint of $282 million.
27. In forming our valuation analysis, Rothschild relied upon adjusted financial
projections for Genco (the "Adjusted Projections") prepared by CMG the shipping industry
expert retained by the Official Committee (the "Shipping Expert"). (A true and correct copy of
the CMG Expert Report is attached hereto Exhibit, with the Adjusted Projections in Appendix 1
of Exhibit F). Based on its review of the Debtor's business plan, CMG concluded that certain of
the Debtors' financial projections were unreasonable and, in particular, the use of very low dry
bulk rate forecasts from only one source in a January 2014 report for FY 2016-FY2017
projections. In preparing the Adjusted Projections, CMG utilized a consensus forecast for dry
14
bulk rates for 2014-2016, and rates based on a modified historical average for 2017, while also
adjusting for energy efficiency investments and utilization.3 (See Ex. F at Appendix 1)
28. In Rothschild's analysis, Total Enterprise Value ("TEV") is defined as an
economic measure reflecting the market value of a whole business. TEV is the sum of the
market value of the Company's common and preferred equity and net debt (debt less cash). To
the extent that the TEV of a company exceeds its financial indebtedness, then the incremental
value accrues to a company's shareholders. As applied here, the total claims of the Debtors
amount to $1,480 million, including: (i) $33 million in administrative and other claims,4 (ii)
$249 million due under the $253 million Facility and $100 million Facility, (iii) $4 million in
accrued interest, (iv) $1,056 million on the 2007 Facility, (v) $13 million for the consent fee, and
(vi) $125 million on the Convertible Notes.5
29. Accordingly, given Genco' pro-forma cash of $37 million, a TEV above $1,443
million implies a recovery to existing equity holders.
30. Rothschild's enterprise valuation analysis takes into account the standard
valuation methodologies in addition to an asset-based approach, and assumes a weighting of the
comparable companies / trading value analysis and the DCF analysis at 37.5% each, the break-up
asset value analysis at 15.0%, and the precedent transaction analysis at 10.0%. I have decreased
the weighting of the precedent transaction analysis because there are a limited number of going-
concern shipping company transactions that can be applied to the analysis. I have similarly
3 My valuation analysis also incorporates a number of critical assumptions, including that (i) Genco successfully
performs to the levels forecasted in the Adjusted Projections, (ii) Genco maintains sufficient liquidity to fully fund
the Adjusted Projections, (iii) the capital markets remain consistent with conditions that existed as of June 10, 2014,
(iv) there are no significant disruptions to Genco's operations, (v) all valuation methodologies are predicated upon
numerous assumptions as explained herein and in the Expert Report pertaining to prospective market, economic, and
operating conditions, and (vi) the valuation is assumed as of June 30, 2014.
4 The administrative and other fees comprise $26 million of other administrative claims, $6 million swap liability,
and $1 million lease liability.
5 As estimated by the Debtors as of June 30, 2014.
15
decreased the weighting of the break-up asset value analysis because that approach improperly
disregards any value of the corporate franchise, the value of management, and the future growth
potential of the business - all of which are significant components of the total value of Genco as
a going-concern.
31. The Blackstone Rebuttal Report takes issue with Rothschild's weighting of
valuation methodologies but offers no weighting of its own; instead, Blackstone gravitates back
to NAY as the only methodology for valuing shipping companies and disregards the other
methodologies:
• Rothschild arbitrarily assigns weights to the • Rothschild's approach is to weight each

valuation methodologies methodology equally unless 1 determine a given
• Weighting effectively eliminates the industry- methodology should be underweighted or

standard approach, academically-supported and overweighted based on facts
management employed NAV approach - Precedent transactions were underweighted
given limited number of comparable
transactions
• NAV was underweighted given Rothschild's view

that it does not adequately reflect a shipping
company's going-concern value
16
32. Rothschild's range of enterprise value and value in excess of claims as weighted
is set forth in the following table:
Range
Low Mid High Weighting
Comparable company analysis $1,485 $1,641 $1,797 37.5%
Precedent transaction analysis 1,539 1,580 1,622 10.0%
Discounted cash flow analysis 1.661 1,967 2,274 37.5%
Assessed break-up asset value 1,372 1,416 1,474 15.0%
Total ent»rpris» value $1,540 $1,725 $1,910 100.0%
Pius: Cash 1 37 37 37
Less: Total claims per the Debtor " (1,447) (1,447) (1,447)
Less: Other claims 3 (33) (33) (33)
Valua in *xe*ss of claims $97 $282 $467
Notes
1 Pro forma cash as of 6/30/14 based on Debtor's forecast balance pre-payment of claims and rignts offering
2 Sum of rolled over debt of $249.3m, equi ized debt of $1,180.9m, $13.2m Consent Fee to 2007 Credit facility and $4m of Accrued Interest
J Other claims includes $(5m swap (lability, $im lease liability and $26m of other administrative claims
33. The implied FY15E EBITDA multiples for Rothschild's assessed value range of
the Debtors (excluding the value of the Baltic and Jinhui stakes and management contracts) is
7.4x - 9,3x versus the 7.3x - 9.2x range derived from Genco's peer group. This compares to
Blaekstone's adjusted 2015E EBITDA multiples of 5.9x to 7.3x (post Blaekstone's fleet age
adjustment) excluding the same items as Rothschild arid utilizing Genco, and not CMC's,
estimate for 2015E EBITDA. Such multiple range implied by the Blackstone valuation is folly
below the low end of the comparable companies which is at best questionable.
34. Blackstone has characterized the Rothschild valuation as being "divorced from
reality" because no party has contacted Genco or Blackstone to indicate interest in acquiring the
Company, let alone submitted a bid. However, Genco did not nm a sales process to market the
Company and therefore cannot validate this argument . Given the announcement of a pre
packaged bankruptcy with overwhelming creditor support, buyers would, typically consider
17
submitting a bid only if the Company was actively running a sales process, which Blackstone
clearly did not do.
35. Rothschild has also assessed the enterprise value implied by the trading history of
Genco's debt securities since the RSA was announced, which serves as the best proxy for the
value of the new equity, and thus, the enterprise value, of reorganized Genco in the capital
markets upon emergence from Chapter 11 under the existing Plan. To be clear, this market
implied valuation is not a valuation methodology and was not used to determine Rothschild's
valuation conclusion, but it nonetheless is indicative of a market based value upon which
sophisticated institutional investors are buying and selling Genco's debt securities, which under
the Plan will be exchanged for equity, and thus provides a useful benchmark for the valuation
ranges determined by Rothschild. Genco is an independent entity that will distribute 100% of its
stock under the Plan and offer certain stakeholders the ability to invest in $100 million rights
offering upon emergence. The market's valuation of the new equity is straightforward as the
only consideration being distributed to the 2007 Facility and the Convertible Notes in connection
with the reorganization is equity and rights. The fact that Genco's debt securities are trading at a
premium shows that the market does not consider NAV as the only measure of the Company's
valuation nor does it support Blackstone's criticism of Rothschild that its valuation is "divorced
from reality" given the implied range from the debt trading price falls within the range of
Rothschild's value for Genco.
36. The market indications of value are likely to be below the true value of Genco as
buyers of Genco debt securities have to consider the probability of Genco not confirming the
current Plan or having their debt paid off at par.
18
37. The trading ranges of the Debtor's securities since the RSA was announced imply
the following valuations:
• Based on the distribution to the 2007 Facility of 81.1% and the trading
range of 106.5% and 112.4%, the implied enterprise value of the Company
ranges from $1,529 million to $1,605 million, resulting in value above
claims of $86 million to $162 million; and,
• Based on the distribution to the Convertible Notes of 8.4% and the trading
range of 94.4% and 104.3%, the implied enterprise value of the Company
ranges from $1,537 million to $1,684 million, resulting in value above
claims of $94 million - $241 million.
Rothschild assessed valuation

$1910
Debtor's valuation 2
Mafketvalue of Genco debt securities

*1,605
2007 Credit Facility
$1,529
Coci\>er1;hlQ Notes aaamais it684

mmm $1,537
$1,400 $2,100 $100 $330 $300 $400 $-500
Notes
1. Based on enterprise valuation less the aggregate claims {$1,447m pius $33m admin claims less $37m cash)
2. Debtor's valuations TEV less $37m of cash classified as m>t working capital
BACKGROUND
A. Overview of Genco6
38. Genco is engaged in the ocean transportation of dry bulk cargoes world-wide
through a high-quality, modem fleet of 53 vessels. Genco's fleet consists of 53 dry bulk carriers,
including 9 Capesize, 8 Panamax, 17 Supramax. 6 Handymax, and 13 Handysize carriers with an
6 Source: Company filings; ECX 203 2012 Global Shipping Conference Presentation, September 5, 2012
19
aggregate carrying capacity of approximately 3,810,000 deadweight tons. The Company
transports iron ore, coal, grain, steel products, and other dry cargoes, and also provides
commercial and technical services for two other shipping companies, Baltic and Maritime Equity
Partners ("MEP").
39. In addition, Genco owns an 11.1% economic ownership in Baltic (65.1% voting)
and approximatley20% economic ownership of Jinhui. Baltic is a dry bulk carrier with a fleet of
13 owned vessels (4 Capesize, 4 Supramax and 5 Handysize). Jinhui is a dry bulk carrier
focused primarily on Supramax vessels with a fleet of 36 owned vessels.
40. Genco has pursued a consistent operating strategy since inception that includes a
(i) a focus on all sectors of dry bulk to maximize return on capital ("ROC"), (ii) the maintenance
of its fleet on time charters with reputable and credit-worthy multi-national companies, (iii), the
operation of a modern fleet, (iv) the utilization of well-established third-party managers, (v) and
the maintenance of transparency and alignment of management's interest with shareholders.
41. Even before adjusting for fleet growth, Genco has substantial earnings power.
Genco's EBITDA was $298 million (34 ships) and $313 million (42 ships) in 2009 and 2010,
respectively, with a significantly smaller fleet, thus highlighting the enterprise's substantial
earnings capacity.
42. Genco's recent Chapter 11 filing was a result of (i) significant levels of leverage
and the debt burden of its capital structure, including scheduled amortization payments, and (ii)
volatility in the dry bulk market and Genco's exposure to depressed shipping rates in the spot
market as a result of the Baltic Dry Index ("BDI") reaching their lowest point in ten years.
20
B. Current Dry Bulk Sector Sentiment
43. The BDI is a shipping and trade index created by the London-based Baltic
Exchange for tracking dry bulk shipping and trading costs. The BDI is currently well below its
10-year average and more than 90% below its 10-year peak of 11,793. With its projected spot
market exposure of 100% in FY2015 and FY2016, Genco is well positioned to benefit from any
increase in shipping rates from this low point in the BDI.
44. Indeed, although the BDI remains significantly below its 10-year average,
Genco's peers are anticipating a significant rebound and stabilization as evidenced in their public
statements. Genco's Chairman and CFO - Peter Georgiopoulos and John Wobensmith - hold
senior management positions at Baltic. In January 2014, Baltic announced that it had exercised
its option to acquire two additional Ultramax newbuildings, which are expected to be delivered
during 2Q and 3Q 2015. Baltic is expecting delivery of four new vessels in total. (SeeECX204
Q4 2013 press release.) In its third-quarter earnings call, Baltic stated that: "It is our opinion
that overall fleet growth will decelerate over the next two years from previous levels. I believe
this could be an essential step towards the establishment of balance, supply and demand
fundamentals within the dry bulk industry." (ECX 205 Q4 2013 earnings call February 27,
2013.)
45. Other public statements from comparable companies reflect similar expectations
for recovery and growth:
• "Diana Shipping continued to pursue the strategy designed to position the

company for future opportunities and eventual upturn in the dry bulk
shipping cycle." (ECX 206 Simeon P. Palios, Chairman and CEO of Diana
Shipping, Q4 2013 earnings press release.)
• "We believe our ongoing efforts to renew and gradually expand our fleet
has positioned us well in this early stage of the forthcoming shipping
21
cycle" (ECX 207 Dr. Loukas Barmparis, President of SafeBulkers, Q4

2013 earnings press release.)
• ".. .will allow us to capture the maximum benefits from the shaping dry
bulk market recovery.. .the supply demand balance for the dry bulk sector
over the next two years looks favorable." (ECX 226 Spyros Capralos,
President and CEO of Star Bulk Carriers Corp., Q1 2014 earnings release.)
46. The public statements of well-informed equity analysts who follow the dry bulk
industry similarly indicate that the market expects a substantial strengthening in the sector (all
emphases added):
• "Despite near-term weakness, the long-term outlook appears bright, in

our view. For most of our dry bulk coverage, the long-term picture
continues to brighten with forecast demand growth expected to exceed
supply growth 2014-2016." (ECX 37 Clarkson Capital Markets, April 30,
2014.)
• "Our dry bulk story remains intact. I reiterate our optimistic view on the
dry bulk space based on a combination of: 1) the end of double-digit fleet
growth; and 2) still- strong demand for dry bulk commodity transportation
services after years of record- high investments in global mining
capacity." (ECX 199 DNB, March 21, 2014.)
• "Despite China fears, dry bulk trade remains robust.. .even with
Chinese steel production slowing to 4% year-over-year growth in 1Q14
(versus 9% in 1Q13), iron ore imports increased 19% year over year in the
past quarter." (ECX 208 Evercore, April 16, 2014.)
• "Dry Bulk Shipping Market To Gain Momentum In Coming Month

.. ..I continue to believe the outlook for 2H14 & 2015 is very attractive
given the significant new iron ore production capacity being brought
online in Australia and Brazil. (ECX 209 Jefferies, April 21, 2014.)
• "The dry bulk market is priced for a rebound in the third quarter,
strengthening additionally in the fourth quarter of the year." (ECX 210
Pareto, May 12, 2014.)
• "Most shipping markets, with the exception of LNG, are in the early
stage of a cyclical revival, as fleet growth falls below trend for the next
several years, while a stronger global economy revives growth in
tonnage demand." (ECX 197 RS Platou, February 10, 2014.)
22
• "In regards to the dry bulk market, I believe the market is well
positioned for a recovery in the second half of 2014 as new mining
capacity soaks up shipping supply ..(ECX 211 Stifel, April 21, 2014.)
• "Improved fundamentals within the dry bulk space (current rate weakness
aside).. .1 generally believe the dry bulk market should show gradual
yr/yr improvement (volatility aside), we are also refreshing our dry bulk
estimates across the board, DSX, DRYS, EGLE, GNK, and ESEA, and are
generally (though still cautious) positive on the sector." (ECX 212 Wells
Fargo, February 3, 2014.)
47. Despite widespread market sentiment that the dry bulk market is at a low but
poised for a rebound (as evidenced by the Debtors' own projections), Blackstone erroneously
asserts that Rothschild presents a misleading portrayal of the dry bulk industry:
• Rothschild "cherry picks" quotes from industry • Consensus views from equity analysts and peer
analysts and Genco's competitors to portray an companies is that the drybulk sector is on the path
imminent rebound that will increase values to a prolonged recovery - the same analysts that
• When industry participants are bullish, it is often an the Debtor is using and has historically used in
indicator that the market will go down projecting shipping rates
• The market is undoubtedly in a trough, as

indicated by Baltic's own earnings call, and not
one commentator is indicating that the market will
go down
VALUATION APPROACH
48. Companies seeking to emerge from chapter 11 are typically valued on a going-
concern basis utilizing three standard methodologies: (i) comparison against trading values of
selected comparable public companies ("Comparable Companies Analysis"), (ii) comparison
against relevant precedent transactions ("Precedent Transactions Analysis"), and (iii) discounted
cash flow analysis ("DCF"). (See Ex. A at 31.)
23
49. The Comparable Companies Analysis estimates the value of a company based on
implied valuation metrics for other publicly traded companies with relatively similar businesses
and financial characteristics. To conduct this analysis, Rothschild typically identifies public
companies that generally have similar operating, industry, and financial characteristics to the
target company. Rothschild then calculates implied valuation multiples from these other
publicly traded companies and calculates the target's implied enterprise value based upon public
market trading multiples and the target's financial projections.
50. The Precedent Transactions Analysis estimates the value of a company by
examining public mergers and acquisition transactions for comparable companies. To conduct
this analysis, Rothschild typically identifies and analyzes relevant precedent transactions,
calculates implied valuation multiples, and then calculates the target's implied total enterprise
value based upon precedent transaction multiples and the target's financial projections.
51. The DCF analysis is a forward-looking valuation method that estimates the value
of a company by applying a discount rate to the expected future cash flows to be generated by
the firm in order to determine their present value. To conduct the DCF analysis, Rothschild
typically utilizes projections of free cash flow, and then calculates the target's valuation based
upon estimated present value of unlevered, after-tax free cash flows and its terminal value.
52. In certain circumstances, it may be appropriate to augment the three standard
valuation methodologies with analyses that are appropriate to specific industries. In the shipping
industry, it is also typical to look at asset-based metrics in addition to EBITDA-based metrics.
Indeed, investors and equity research analysts who focus on shipping companies typically also
use an asset-based approach in addition to the three standard valuation methodologies. A chart
summarizing the valuation approaches typically used by the main shipping industry analysts is
24
set forth in Exhibit A at page 32. In analyst reports, a DCF analysis is used less frequently given
the relative absence of long-term projections. Equity analysts thus typically focus their approach
on relative valuation metrics, and notably, all of the analysts identified on the chart in Exhibit A
consider the traditional multiple approach. (Ex. A at 32.)
53. In the context of valuing public companies and supporting fairness opinions in
mergers and acquisitions transactions within the shipping industry, it is also common to use both
the three standard valuation methodologies and an asset-based approach. (A chart illustrating
shipping industry valuation methodologies used in fairness opinions and in restructurings is set
forth in Exhibit A at page 34.)
54. Rothschild conducted a review of mergers and acquisitions valuation
methodologies used in shipping industry transaction fairness opinions, based on a data set of
fairness opinions related to maritime M&A transactions from 2004-2014. From a total of 117
transactions, 10 of the fairness opinion used the Comparable Companies Analysis (90.9%), 7
used the Precedent Transactions Analysis (63.6%), 7 used the DCF analysis (63.6%), and 7 used
the asset-value approach (63.6%).
55. Rothschild's survey of recent going-concern shipping restructurings revealed no
consistent approach to valuation methodologies. {See Ex. A at 34.) However, the only recent
contested dry bulk shipping restructuring in the data set - the Excel bankruptcy - employed all
three traditional methodologies in addition to an asset-based approach. Excel was subject to
bankruptcy court mediation, and its valuation was expected to be heavily scrutinized. By
contrast, the valuations of Genmar Maritime ("Genmar") and Overseas Shipping Group ("OSG")
did not utilize all of the valuation methodologies. Genmar relied on a market indication of value
7 These figures exclude the Star Bulk fairness opinion
25
(value of the plan sponsor) as well as an asset value approach relying on third-party appraisals.
OSG relied solely on market indication of value in its earlier plan. (See Ex. A at 34.)
56. Despite the overwhelming fairness opinion evidence (which Blackstone does not
address in its rebuttal report), Blackstone continues to assert that the Excel and Genmar are the
only valuation precedents that matter:
• Rothschild dismisses the Excel Maritime and • Rothschild relied on fairness opinions, which are
Genmar bankruptcies as not informative to the heavily scrutinized and expose the provider to
valuation of shipping companies potential liability, for shipping industry M&A
transactions as support for its use of the three
traditional valuation methodologies as well as an
asset-based approach
• Rothschild does not dismiss but rather identifies
the importance of the Excel bankruptcy where
valuation was expected to be heavily scrutinized
and all of the traditional valuation approaches were
used, as opposed to Blackstone's asset-based
approach. Genmar was a non-contested
restructuring
57. As the data set forth in Exhibit A demonstrates and today's public release of Star
Bulk fairness opinion by Evercore further supports, however, it is unprecedented in the shipping
industry context for a contested or potentially contested valuation to rely exclusively on an asset-
based valuation methodology.
58. Given the specific characteristics of the shipping industry and Genco, Rothschild
used both an EBITDA-based methodology and an asset-based methodology to determine the
enterprise valuation of Genco. Rothschild's application of each valuation methodology is set
forth below.
26
A. Comparable Companies Analysis
59. The Comparable Companies Analysis provides a range of values based on how
the public markets value comparable businesses with operations and financial characteristics
similar to those of the target. Rothschild analyzed the trading and operating performance of a
group of companies with the following criteria:
• Rothschild selected comparable public companies that generally serve

similar end markets and have similar focus, operating, and financial
characteristics to Genco; but
• Rothschild excluded any companies with significant operations

outside the dry bulk sector, any companies with enterprise value
size limitations, any companies with non-standard organizational
structures or that are currently under distress, any companies that
do not own the majority of their operating fleet, and any companies
that have poor corporate governance.
60. Rothschild considered a number of other factors when selecting comparable
public companies, including corporate profile and management depth and expertise, fleet
composition, and company size. (See Ex. A at 37). Genco selected the following publicly traded
companies as the comparable peer set for Genco: Baltic, Diana Shipping Inc. ("Diana
Shipping"), Safe Bulkers, Inc. ("Safe Bulkers") and Star Bulk. A chart detailing the
comparability characteristics of the peer set as well as twelve other companies deemed less-
comparable by Rothschild is set forth in Exhibit A at pages 38-40. As discussed in greater detail
in the following section, Rothschild determined that two companies selected as comparables by
Blackstone in its Expert Report - Paragon Shipping Inc. ("Paragon") and Jinhui - in fact are not
appropriate comparable companies and should have been excluded from Blackstone's peer set.
61. Blackstone tries to argue that Rothschild should have included Jinhui and Paragon
in its comparable companies set, but ignores fundamental issues with both companies that render
them inappropriate as comparables:
27
Rothschild excludes Paragon Shipping and Jinhui While operationally similar, Jinhui and Paragon's
which are indeed similar to Genco and the other profiles limit their use as comparable companies
companies Rothschild, for valuation purposes
Rothschild's justifications for excluding these two
comparable companies are internally inconsistent
with their own analyses and at times erroneous
- Paragon has a TEV of $299 million and a

public float of $97.5 million which implies
limited liquidity8
- Among the comparables selected by

Rothschild, the lowest TEV was $510.1 million
(Baltic at the time of Rothschild's Expert
Report) with a public float of $226.4 million
62. Rothschild determined the enterprise value of each company in the peer set, and
then expressed each company's enterprise value as a multiple of its 2015E EBITDA based on
research analysts' consensus forecasts and gross asset value ("GAV").9 The range of EBITDA
and GAV multiples from Rothschild's analysis as derived from the peer group are illustrated in
the following table:
Company FY15E TEV/GAV
Baltic Trading Limited 8.6x 1.21x

Diana Shipping Inc. 9.2x 0.97x
Safe Bu kers, Inc. 7.3x 1.25x
Star Bulk Carriers Corp. 8.Ox 0.97x
High 9.2x 1.25x

Mean 8.3x 1.10x
Median 8.3x 1.09x
Low 7.3x 0.97x
8 Per 10/6/2014, the date of Rothschild's Expert Report

g
GAV is calculated per VesselsValue.com as the current fleet value post adjusting for newbuildings
28
63. Based on these results, Rothschild applied an EV / 2015E EBITDA multiple
range of 7.5x to 9.Ox (weighted at 50%) and a GAV multiple range of l.OOx to 1.25 (weighted at
50%) to the Adjusted Projections to determine a valuation range based on comparable trading
companies of $1,485 million to $1,795 million, with a midpoint of $1,640 million10, resulting in
value above claims of $42 million to $352 million, with a midpoint of $197 million10.
64. Blackstone believes this valuation should be lowered because Rothschild
allegedly has dismissed the relevance of vessel age. This criticism is wrong because Blackstone
offers no evidence that vessel age is correlated in a statistically significant manner to the
valuation of shipping companies:
Vessels have finite lives and, all other things equal, Rothschild doesn't dispute that fleet age could
the value of a younger fleet is greater than that of impact value but there is no supporting evidence
an older fleet that equity markets adjust valuation in the way
Blackstone proposes, especially for companies
Rothschild attempts to rebut this undisputed
with relatively similar fleet ages
concept by running a correlation analysis of
EBITDA multiples and age that does not control for - Rothschild ran a correlation analysis and found
the many other variables that Rothschild concedes that it was not statistically significant
can impact EBITDA multiples The equity market value companies and not simply
the underlying assets. Companies are going-
concerns who have fleet renewal programs to
replace aging vessels with newer ones. Trading
values reflect this
65. Blackstone also contends that Rothschild has relied on erroneously inflated CMG
Adjusted Projections, although in fact the Adjusted Projections are only $10 million higher than
the Debtors' own projections in 2015:
10 Incorporates the value for discrete assets including stake in Jinhui and Baltic and the two management agreements
29
Further, Rothschild applies its erroneously inflated • Using the Debtors' 2015 EBITDA, the impact to
TEV / EBITDA multiples to CMG's unsubstantiated valuation range would be as follows:
EBITDA calculations 2015E
LoW™ High JBI™
Rothschild Valuation Range $1,540 $1,910 $185
Releved Rothschild Valuation Range 1,534 1,904 175
jVariance ($) $6 $6 $10 j
jVariancej^/o) ______ JPA3 __
B. Precedent Transactions Analysis
66. To estimate Genco's value based on public merger and acquisition transactions
for comparable companies, Rothschild considered M&A dry bulk corporate transactions over the
last 10 years for applicable precedent transactions. Rothschild's precedent universe focuses on
acquisitions of dry bulk companies, rather than acquisition of fleets. By definition, fleet value
acquisitions tend to be at or around NAV because NAV is established by broker estimates of
fleet value, which is driven by the last vessel sale. But to assess the appropriate valuation
metrics for Genco, it is essential to consider what buyers would pay for a full business, inclusive
of an operating platform, management, and expected future cash flows, not simply the value of
the assets.
67. Rothschild has determined that the Precedent Transaction Analysis implies a
valuation range of $1,540 million to $1,620 million, with a midpoint of $1,580 million11,
resulting in value above claims of $97 million to $177 million, with a midpoint of $137 million.
This valuation assumed a NTM12 EBITDA multiple of 10.5x and a TEV / GAV multiple of
0.95x to 1,05x each weighted at 50%.
12 Next Twelve Months ("NTM")
30
68. Blackstone contends that Rothschild has misinterpreted precedent transactions
and applied them in a biased manner, without acknowledging that I have appropriately given less
weight to the precedent transactions approach:
• Star Bulk announced a stock-based acquisition of • The precedent transaction approach utilizes
Oceanbulk (two drybuik companies) change of control transactions not asset sales to
- The transaction was negotiated based on "a derive value. With respect to Star Bulk, which is a
net asset value for net asset value basis using related party transaction, NAV was used to set the
the average of three reputable appraisal exchange ratio in a stock for swap deal and is not
providers" demonstrative of value as exhibited by the

Evercore fairness opinion
• Rothschild ascribes a 75% weighting to the Excel
transaction due to the absence of an NTM multiple - Based on the post close announcement Star
for DryShips and should have applied a simple Bulk had a TEV / GAV of 1,05x up from 0.97x
weighting of the Excel and DryShips TEV / NAV - Prior to the announcement of the transaction
comps 50-50% on Friday, June 13, Star Bulk closed at $12.07.
As of the June 17 close, the company had
traded up to $13.90 or a 15.2% increase to pre-
announcement levels
• Modifying our approach as Blackstone suggests
(which I do not agree with) would only change our
valuation range to $1,521m to $1,896m, a
reduction of only ($14m) - ($19m)
C. DCF Analysis
69. To estimate Genco's value utilizing the DCF analysis, Rothschild used the
Adjusted Projections prepared by CMG to value the Debtors' unlevered, after-tax free cash
flows. Based on these cash flows Rothschild calculated Genco's terminal value utilizing two
methodologies, the EBITDA exit multiple approach (based on 2017P EBITDA) and the
perpetuity growth rate approach. The resulting cash flows and terminal value were discounted to
June 30, 2014 utilizing a weighted average cost of capital ("WACC") range, which considers the
cost of capital of the peer group used in the Comparable Companies Analysis and certain
company-specific factors.
31
70. Because shipping rates are volatile and the industry can be characterized as
cyclical, there is a risk that the EBITDA exit multiple approach may either overstate or
understate the value of the business if applied incorrectly. Rothschild mitigated this risk by (i)
using 2017P EBITDA from the Adjusted Projections (which are based on 10-year historical
average shipping rates with 2007 / 2008 peak years removed) to calculate the terminal value as
over the long term rates should revert to their mean and, (ii) normalizing capital expenditures for
expected fleet renewals and dry dock expenses, and (iii) deducting remaining ballast water
treatment capital expenditures from the terminal value. The terminal multiple range of 7.8x to
9,Ox was based on the trading values and precedent transactions approaches and their relative
weightings in Rothschild's overall valuation. These multiples are similar to the long-term
average peer group metric of 7.3x to 9.2x. With respect to the perpetuity growth methodology,
Rothschild utilized a growth rate of 1.0% - 3.0%, reflecting minimal-to-negative real growth
over the 10-year historical average shipping rates.
71. In addition to factoring the cost of capital of Genco's peer group, Rothschild's
estimate of Genco's WACC assumed that Genco would remain a non-tax paying entity with
respect to the majority of its profits (only paying a small percentage of tax on its service
revenues which are valued separately) the Company's long-term pro forma capital structure debt
and equity mix would be 16% and 84%, respectively, as contemplated under the Debtors' Plan.
Based on these factors, Rothschild estimated Genco's WACC to be 8.5%-10.5%.
72. The DCF analysis implies a valuation range of $1,660 million to $2,275 million,
with a midpoint of $1,970 million,13 resulting in a value above claims of $217 million to $832
million, with a midpoint of $527 million.
32
73. Blackstone criticizes Rothschild's DCF analysis, which incorporates a terminal
value calculation appropriate for a going-concern, in favor of Blackstone's disguised asset-
valuation approach, which views Genco as a business in a long-term decline:
Rothschild relies on CMG's unsupported "Adjusted • Rothschild's terminal value reflects value of a
Projections" going-concern that will continue to operate and
Rothschild's DCF fails a basic "sanity check" even maintain a fleet of 53 vessels
using its own assumptions - Terminal value reflects a return to 10-year
- Rothschild's terminal value of approximately historical mean as a proxy for long term
$1.8 billion, as of December 2017, for a then performance as over the long term rates should
12-year old Genco fleet is approximately equal revert to the mean
to Rothschild's assumed cost to replicate - $71m capital expenditure adjustment to

Genco's entire fleet with brand new vessels terminal year unlevered free cash flow required
to maintain the fleet
- $12m Drydocking expense adjustment to
maintain current fleet
D. Breakup Asset Valuation
74. Rothschild approached the Company's gross asset value by assessing Genco's (i)
fleet value based on the range developed by the Debtors' desktop appraisals; (ii) ownership stake
in Baltic based on current share price and the value of control, taking into consideration Genco's
65.1% voting ownership; (iii) ownership stake in Jinhui based on current share price; (iv)
management contract valuation of the MEP and Baltic agreements using a DCF analysis; (v) net
working capital and other fixed assets, and (vi) cash per the Debtors' forecasted balance sheet at
the estimated emergence date of June 30, 2014. (See Ex. A at 55-56.) Based on this assessment,
Rothschild has determined that the Blackstone Expert Report incorrectly values Genco's
ownership stake in Baltic, and materially undervalues Genco's management contracts with Baltic
and MEP. The following table illustrates Rothschild's assessed breakup asset valuation:
33
Range
Low Mean High
Fleet1 $1,182 $1,2161 $1,262
Management contracts 69 78 89
Baltic 55 56 57
Jinhui 59 59 59
Net working capital 3 3 3
Other fixed assets 4 4 4
Assessed break-up asset value $1,372 $1,416 $1,474
75. The Baltic Ownership Stake Valuation: Blackstone fails to apply a control
premium to account for Genco's 65.1% voting control in Baltic, thus undervaluing Genco's
ownership stake to the extent of the control premium. Although it owns only 11.1% of the
economic interest in Baltic, Genco is deemed by its accountants to have full effective control of
Baltic given its majority voting power, and thus is required to fully consolidate the entity in its
financial accounts. Although Genco's control rights are voided if its stake in Baltic falls below
10%, a fact that theoretically could limit its ability to realize a control premium upon a sale,
Genco's control position in fact gives it the ability to amend Baltic's Shareholder's Rights
Agreement, as it has done previously.14
76. In Rothschild's opinion, it is therefore appropriate to apply a control premium
when valuing Genco's stake in Baltic. There is wide acceptance in the financial and academic
communities on the value of control. As one commentator has observed, "Control shares
ordinarily - perhaps always - carry a premium over fair market value because (at the very least)
14 TheShareholder Rights Agreement was amended in October 2011 and April 2014 which amended the definition
of Acquiring Person
34
a controlling shareholder can dictate business policies within a broad legal range." (ECX 213
Richard Booth, Minority Discounts and Control Premiums in Appraisal Proceedings October
2001.) Here, Genco has full effective control of Baltic through its supermajority voting shares
("Class B").
77. Accordingly, Rothschild has estimated the value of control based on a five-year
average premium paid by purchasing companies of 29.6% - 35.2% of the target's market
capitalization. I selected the five-year average premium as it minimizes the effect of cyclical
changes to observed control premiums over the economic cycle. I have also ascribed the control
value to the economic interest held by Genco (11.1%).
78. The economic value of Genco's shares in Baltic was $42.2 million on June 10,
2014. After applying the premium range addressed above, Rothschild assesses the value of the
Baltic shares to be $54.7 million to $57.7 million, with a midpoint of $55.9 million.
79. Blackstone also contends that Rothschild's application of a control premium is
incorrect because the control feature would be eliminated upon a sale of such shares to a third
party, however, Blackstone does not address the likelihood that with such control, Genco would
likely amend such terms in the Shareholder Rights Agreement prior to the sale.
• Rothschild assigns a 30-35% control premium to Genco, through its control position, has the ability
Genco's ownership of Baltic to amend the shareholder agreement to facilitate
• The control feature in Genco's shares would be the monetization of its voting shares
eliminated if Genco ceased to beneficially own Baltic currently trades at a premium to NAV, which
those shares undercuts Blackstone's assumption that investors
• This assumption is also inapplicable within the would not pay a premium to NAV when vessels
drybulk industry could be purchased at NAV
• It is unreasonable to assume an investor would

place a 30-35% premium on a company that
consists solely of 14 vessels which could be
purchased at NAV
35
80. The Management Contracts Valuation: Genco's operations benefit from the
management contracts with Baltic and MEP that generate $8 million to $10 million in revenue
per year according to the Debtors' projections. When the Adjusted Projections prepared by
CMG are applied, the Baltic contract yields slightly higher commission levels attributable to the
adjusted higher shipping rates. The MEP contract remains unchanged under the Adjusted
Projections because it is a fixed per-vessel contract.
81. Per CMG's Adjusted Projections, Rothschild's valuation also excludes allocated
overhead costs from the unlevered free cash flow.
The value of these management arrangements to the estate
should therefore be assessed excluding these costs.
82. Rothschild next valued the cash flows from the management contracts using a
DCF analysis. Given Genco's controlling interest in Baltic and the Chairman's role at MEP15,
Rothschild determined that it was not appropriate to discount the value for the potential
cancellation risk of the agreements. As discussed below in connection with the Blackstone
valuation, Rothschild believes that Blackstone has provided no concrete evidence for assuming
that the MEP contract will be cancelled after 2017.
83. Finally, given the commission structure of the Baltic agreement, Rothschild has
applied a perpetuity growth rate of 1.0% - 3.0 % for purposes of calculating the terminal value.
Rothschild's assessed valuation range for the management contracts based on the Adjusted
15MEP is an investment platform founded and managed by Mr. Peter Georgiopoulos and his team to make
opportunistic investments in the maritime sector
36
Projections and applying the adjustments discussed above results in a range of $69.3 million to
$88.9 million with a midpoint of $77.8 million.
84. Blackstone takes issue with Rothschild's valuation of the management contracts,
but merely relies on unsupported assumptions that contradict information provided to Rothschild
in its due diligence meetings with Genco's management and Blackstone:
• Rothschild assumes the MEP service contract will • Blackstone assumes the MEP contract is .
continue in perpetuity terminated in 2017, with no supportable rationale
- MEP is controlled by Oaktree Capital provided, which results in a lower valuation of the
Management, a private equity fund which MEP management contract
needs to exit its investments over a several - Blackstone is making assumptions on behalf of
year period to return capital to its investors; Oaktree and their investment strategy
therefore, it is unreasonable to assume - The recent stock for stock deal between Star
Oaktree will hold this investment or an Bulk and Oceanbulk where Oaktree is a
acquiring party will pay Genco services fees in substantial shareholder suggests a longer term
perpetuity investment horizon may be appropriate
• Without any supporting justification, Rothschild - Should Oaktree decide to exit, a buyer of MEP
inexplicably applies a nearly 50% reduction to the may wish to maintain its relationship with
variable costs associated with the MEP and Baltic Genco - it is common for shipping companies
service contracts, as compared to Genco's to be externally managed
management's estimate of these costs
• Blackstone overstates the level of variable costs
that can be directly allocated to the management
contracts
85. In subsection E of the following section (discussing "The Blackstone Valuation
Approach"), I address in further detail Blacksto tie's errors in valuing Genco's discrete assets.
37
The Blackstone Valuation Approach
86. As set forth in my Rebuttal Report, (See Ex. B), Blackstone's asset-based
valuation approach fundamentally undervalues Genco's enterprise as a going-concern.
Blackstone recognizes in its Expert Report that the enterprise value of a company typically "can
most accurately be assessed by analyzing the company's future cash flows," that future cash
flows are "commonly performed though a discounted cash flow analysis," and that "it is also
common to analyze the ratio of comparable companies' market value relative to their earnings
(e.g., TEV / EBITDA, Price / Earnings) to assess a company's valuation vis-a-vis its
competitors." (Blackstone Report at 15.) But Blackstone concludes that an asset-based
valuation is the only proper methodology, and that the standard valuation methodologies are not
appropriate as applied to Genco, based on Mr. Coleman's assumption that the structure of the dry
bulk industry over time will prevent shipping companies "from achieving and sustaining returns
in excess of its cost of capital." (Id.)
"The only way to sell a company in this business is at NAV."
Coleman Tr. 316:16-316:17
Despite Blackstone's assertion, Evercore in its recent fairness opinion issued to Star Bulk used
forward EBITDA multiples and a DCF to assess the value of Star Bulk, a comparable company
per Blackstone's own report. In Rothschild's opinion, Blackstone's underlying valuation thesis -
that Genco is incapable of earning a return in excess of its cost of capital - is economically
inconsistent as applied to this case, and this flawed thesis in turn infects Blackstone's analysis
and application of the three traditional valuation methodologies.
87. First, Blackstone's valuation thesis is economically inconsistent with the fact that,
since 2008, over $19.4 billion of private capital has been invested into the marine industry by
38
sophisticated, return-driven investors. This deployment of capital conflicts with Blackstone's
main thesis which drives its low valuation of Genco. {See Ex. B Rebuttal Report at 4.)
88. Specifically, over $3 billion of private capital has been invested in the dry bulk
sub-sector since 2009. Significant investors in the dry bulk space include Oaktree, Monarch,
Fortress, Carlyle, Garrison, and Centerbridge' (See id.) Blackstone itself has invested nearly
$1.4 billion in the shipping sector since 2008 (Blackstone mistakenly asserts that Rothschild
claimed that these investments were in the dry bulk sector, which it did not), including a $700m
investment in Eletson Gas in 2013, a $500 million investment in American Petroleum Tankers in
2008, and an $180 million investment in BTS Tanker Partners in 2012. {See id.) Sophisticated
investors simply would not make such substantial investments if they believed that the industry
was incapable of generating returns in excess of its cost of capital over time.
89. Blackstone's valuation thesis is also inconsistent with the economic terms and
assumptions of the Plan itself. {See id. at 6.) Genco's Management Incentive Plan ("MIP")
provides a clear indication that the Company's management considers the inherent value of
Genco to be significantly greater over time than Blackstone's baseline valuation thesis assumes.
The MIP strike prices for management's equity ownership indicate that management clearly
anticipates a significant increase in Genco's value. Management simply would not have
accepted such strike price levels unless they believed the valuations were achievable. However,
this is in complete contradiction to Blackstone's and the Debtor's valuation approach, which I
vehemently disagree with, as a static fleet would only result in Genco's TEV moving in a
downward and one-way direction over time if one were to believe Blackstone and the Debtors'.
90. For a business that is not worth more than its NAV and cannot sustain rates of
return in excess of its cost of capital both according to Blackstone, the management team is
39
being showered with an incentive package worth almost $60 million or almost twice the amount
being provided under the Plan to those shareholders the Official Committee is representing.
Strike price / Plan

MIP - tranche % value Value1
Tranche A 3.5% $1,618 $13
Tranche B 3.5% 1,810 12
Tranche C 5.0% 2,195 13
Share of pro forma equity 1.8% 1,230 21
Total $59
Notes
1 Assumes a 40% midpoint volatility at a $1,480m enterprise value with equity value post-dilution (inclusive of both the impact of the
shareholder equity warrant and MIP warrants)
91. The $100 million rights offering under the Plan also contradicts Blackstone's
valuation thesis. The willingness of a group of sophisticated investors to backstop Genco's $100
million rights offering confirms that sophisticated investors believe companies in the dry bulk
sector are able to earn returns in excess of their cost of capital.
92. Finally, notwithstanding Blackstone's valuation and the Plan's implied recoveries
of less than par on the 2007 Facility and the Convertible Notes, I note that the Plan received rare
100% support from each of the 2007 Facility and Convertible Notes. It is highly unusual in such
restructurings to find that not a single note-holder voted against the plan. Of course, since the
RSA announcement on April 21, 2014, the debt securities of Genco have traded above par (in the
case of the 2007 Facility Notes) or near par (in the case of the Convertible Notes).
93. Blackstone's exclusive reliance on an asset-based approach, predicated on this
flawed and economically inconsistent assumption about the industry's ability to realize returns in
excess of its costs of capital, ultimately infects Blackstone's application of the traditional
methodologies in a circular manner. (See Ex. B at 7.) As explained in further detail below,
Blackstone selects inputs and makes assumptions in applying the traditional methodologies that
40
reinforce its decision to determine Genco's TEV through the asset-based breakup approach. For
example, Blackstone heavily weights its Comparable Companies Analysis towards an asset-
value approach by subjectively adjusting market multiples for a factor - average vessel age - that
lacks any statistically significant correlation to market valuation. Blackstone's Precedent
Transaction Analysis is also weighted solely on asset-value because it includes only one
corporate change-of-control transactions and does not include an analysis of implied EBITDA
multiples. Although Blackstone purports to use the three standard methodologies in its Expert
Report, it is actually employing an asset-based approach that does not fully capture Genco's
platform value.
The final valuation which is in my report is based on asset values. We showed the
board other methodologies that we didn't believe in but showed them for
completeness.
(Coleman Tr. Ex C168:13-: 16)
I describe these flaws in Blackstone's approach to value and in its application of the three
traditional methodologies in further detail below.
A. Flaw in the Debtors' Projections
94. As a threshold matter, Blackstone's application of the traditional valuation
methodologies is flawed because it relies on unreasonably low projections for 2016 and 2017
that are economically inconsistent and do not accurately reflect market sentiment. Among other
issues identified by the Official Committee's shipping expert, CMG, the approach used by the
Debtors' for 2016 and 2017 projections is inconsistent with management's historical forecasting
practices at Genco and Baltic. By contrast, CMG has prepared Adjusted Projections for 2014
2017 based on a broad consensus forecast of leading industry analysts, which predicts an
increasing market for spot rates based on current macroeconomic evidence, along with a return
41
to adjusted 10-year mid-cycle average rates in 2017. Tlie vise of analyst's consensus forecasts is
consistent with the Debtors methodology for 2014 - 2015 and the use of an adjusted 10-year
average is consistent with Geuco's historical practice as recently as earlier this year.
Average
SI 9,001
$22,500 $18,813
$17,602 $17,552
$17,500 $14,490
$17,371
$12,500
$13,826 $10,877
$12,274
$7,500
2H2Q14 FY 2015 FY 2016 FY 2017
-*»— Debtor case CMGcase «10 year weighted-average (ex, 2007-2008)
95. Geuco's historical earnings power further highlights the conservative nature of the
Debtors1 projections. The Company historically has generated a substantially higher EBITDA
level with a materially smaller fleet than would be achieved under the Debtors' current
projections. Although Blackstone pointed out a clerical error in an earlier version of the chart
depicted below, the revised chart indicated the same trends:
Historical financial performance Company projections
375 100.0%
88.6% $313
S298
300 73.1%
78.6% 66 0%
752* 587%
225 $230
$164 38 5% $!83
515% 40.5% 47.3% 40.9%
150 33.0%
$114
$81 $74 .592
75 20.0%
1 18 J I 24 1 I 30 % 34 42 I 51 I |53j f 53 ! |53 J 53 54 |57|
2006 2007 2009 2010 2011 2012 2013 2014E 2015E 2016E 2017E
s EBITDA Margin # of vessels

B. Flaws in Blackstone's Precedent Transactions Analysis
96. Blackstone' selection of comparable precedent transactions is flawed because it
relies primarily on asset-based transactions involving acquisitions of particular ships and related-
party transactions, rather than corporate change-of-control transactions of entire shipping
companies. Of Blackstone's selected transactions, only one - the DryShips transaction -
represents a corporate change-of-control transaction (between related parties however). All other
selected transactions are identified as fleet acquisitions, and thus no cash-flow data can be
derived from these transactions. By relying primarily on fleet acquisitions that do not involve
cash-flow data, Blackstone's analysis fails to select proper comparable transactions that would
reflect the inherent value of the corporate franchise, management, intangible assets, and other
key drivers of value from such transactions. To assess the appropriate valuation metrics for
Genco, it is critical to consider what buyers would pay for an operating business, inclusive of the
corporate operating platform and Blackstone's selection of comparable transactions fails to do
this.
97. Furthermore, four of Blackstone's selected transactions are related-party
transactions.16 As such, these transactions most likely do not reflect a purchase price that would
be representative of a truly competitive sales process. Furthermore, in a fairness opinion
prepared by Fearnly Fonds ASA relating to the DryShips transaction used by Blackstone, the
analysis indicates a higher TEV / GAV multiple than that shown by Blackstone (0.92x vs 0.94x),
which used a broker report.
16 The four -related party transactions are: (i) Knightsbridge's acquisition of 25 capesize newbuilds from Frontline
2012 in April, 2014; (ii) Knightsbridge's acquisition of 5 capesize newbuilds from Frontline 2012 in March, 2014;
(iii) Navios Holdings' acquisition of Navios Asia LLC in May, 2013; and (iv) DryShips' acquisition of
OceanFreight in July, 2011.
43
98. Finally, as shown in the following selection, Blackstone makes inconsistent
selections of comparables in its Precedent Transactions Analysis and its Comparable Companies
Analysis. For example, Blackstone selects supposedly comparable precedent transactions from
Knightsbridge and Navios, but then eliminates those companies from its list of comparable
public companies in the Comparable Companies Analysis. If Blackstone does not believe that
these companies are appropriate comparables to Genco for purposes of its Comparable
Companies Analysis, then it is doubtful that they are appropriate comparables in terms of
precedent transactions.
C. Flaws in Blackstone's Comparable Companies Analysis
99. In selecting appropriate peers for the Comparable Companies Analysis, it is
important to consider operational similarities as well as fundamental corporate and scale
characteristics. The selection of a proper peer group in this analysis also is particularly important
as it affects the Comparable Companies and DCF Analyses.
100. For multiple reasons, however, Blackstone's Comparable Company Analysis is
flawed by selection bias, inconsistent methodology, and reliance on companies that even Genco
management itself does not consider as comparable to the Company. Blackstone also creates a
below-market EBITDA multiple by artificially adjusting for a variable - fleet average age - that
has no statistically significant correlation to EBITDA multiples or how the capital markets value
shipping businesses.
101. First, Blackstone's decision to include Paragon Shipping and Jinhui in its peer
group is both unnecessary and significantly dilutive to Blackstone's multiples. Paragon and
Jinhui have corporate profiles that are distinctly different from the other selected peers: Diana
Shipping, Safe Bulkers, Star Bulk and Baltic. Paragon is materially smaller from a TEV
44
perspective from the other comparables and Geaco with a TEV below $300 million, which
compares to over $500 million for the next smallest comparable (excluding Jinhui). Jinhui
suffers from a considerable lack of regard for its public shareholders and its limited liquidity in
the equity (driven by limited public float due to 55% ownership by Jinhui Holdings).
102. Accordingly, Blackstone's decision to include Jinhui and Paragon significantly
dilutes Blackstone's multiples, because both companies set the low end of the TEV / NAV and
TEV 2015E EBITDA ranges by a significant margin, as illustrated below:
1 50x
1 17x I8x
0 83x 0 32x
1 OOx
O.GOx
0 50x
Jinhui Paragon Shipping Star BulK Oiana Shipping SateBulKers Baltic flatting
10.OOx 8 SOX 8 90
7.30X 7.30X
8 OOX
5.4QX 5.BOX
6 OOx
4 OOx
2 OOx
jinhui Paragon Shipping Star Bulk Sate Bulkers Baltic Trading Oiana Shipping
Source Wall Street research
103. In Rothschild's view, therefore, a peer set that excludes Paragon and Jinhui would
be more indicative of where Genco will be valued post-emergence given its scale, substantial
access to capital, and well-regarded management team.
104. Second, as indicated in the preceding subsection of this Declaration, a comparison
of the multiple ranges Blackstone used for its Precedent Transaction Analysis (which included a
full range of multiples) versus the multiples used in its Comparable Companies Analysis (which
uses the median approach), reveals that Blackstone has employed an inconsistent methodology
and selection bias in its use of the comparable sets. Blackstone's use of the median approach to
select its multiple range for the Comparable Companies Analysis thus fails to take into account
45
the trading levels of Baltic on the high end of the range, because Blackstone's range for
valuation purposes is based on the median of the comparable. This median approach completely
disregards the Baltic multiple - although it is a key indicator of how the market values the Genco
management team (which also manages Baltic) - and thus deflates the value for Genco.
105; Adjusting Blackstone \s methodology by eliminating Paragon and Jinlmi from the
TEV / NAV analysis creates an additional $91 million to $295 million of value. (See Ex. B at
22.)
106. Third, Blackstone has used a factually incorrect assumption to adjust for
differences in fleet age among its peer set in calculating and applying TEV / EBITDA multiples.
(Blackstone Report at 19.) Rothschild has reviewed numerous equity research reports and 11
shipping industry fairness opinions: not one has used Blackstone's approach. Neither was
Blackstone able to identify any source or equity analyst who uses this approach (Coleman Tr.
Ex. C at 286:3-291:17. focusing on 286:19-287:7., 290:8-11.) Based on this flawed assumption,
Blackstone artificially adjusts the comparable companies multiples downward.
107. The following chart compares TEV / 2015E EBITDA multiples to determine
whether there is any correlation between valuation multiples and fleet age:
Ra = 0.1887
10.0
•s Star Bulk
.Paragon....
7.5
Jinhul
Diana
5.0 Safe.Bulkers
Baltic
2,5 ;
4 OX 5.Ox 6 Ox 7.0x 8.OK 9.0x O

10. X
TEV /FY15 EBITDA
46
By way of explanation, R2 indicates how well data points fit a particular statistical model. R
ranges from 0 to 1, with a value of 0 indicting no correlation, and a value of 1 indicating perfect
correlation between the variables. As this analysis demonstrates, there is there is barely any
correlation between fleet age and observed valuation multiples for the peer group companies.
The absence of any significant correlation thus discredits Blackstone's thesis and the multiple
adjustments it has made to artificially depress the TEV / EBITDA multiples for the comparable
companies and thus Genco's value. Although Blackstone criticizes Rothschild's correlation
analysis in its Rebuttal Report, it is telling that Blackstone fails to produce any correlation
analysis using other variables to refute Rothschild's demonstration that there is, in fact, no
correlation between fleet age and multiples.
108. Correcting for these flaws has a significant impact on the Blackstone Report.
First, the elimination of Blackstone's fleet age adjustment factor results in a substantial increase
in value, even when using Blackstone's own comparable company set.
109. Using the Company's own projections increases TEV by $85 million to $158
million, while using the CMG Adjusted Projections without any changes in Blackstone's
comparables peer group creates an additional $151 million to $216 million of TEV.
110. Second, by removing the non-comparable companies (Paragon and Jinhui) from
Blackstone's peer group, the valuation increases even further. Here, the use of the Company's
projections increases TEV by $190 million to $263 million, while using the CMG Adjusted
Projections without any changes in Blackstone's comparables peer group creates an additional
$261 million to $326 million of TEV. (See Ex. B at 22.)
47
D. Flaws in Blackstone's DCF Analysis
111. Blackstone's DCF Analysis is flawed in two significant respects. First,
Blackstone adopts a non-traditional methodology that uses depreciated future ship values to
calculate terminal values in the analysis. (Blackstone Report at 20, 33.) This is a highly unusual
and subjective departure from commonly accepted methodologies. In effect, Blackstone is using
an asset-valuation approach in the DCF that creates a circular relationship between the
methodologies, resulting in a DCF analysis that is primarily asset-based, rather than cash-flow
based as it should be. Here again, Rothschild has reviewed numerous equity research reports and
11 shipping industry fairness opinions, and not a single one has used this non-standard approach
to DCF terminal values. Blackstone also confirmed that this methodology is unprecedented
(Coleman Tr. 315:20-317:14, focusing on 316:4-9; page 317 - lines 5-14).
112. As applied, Blackstone's subjective approach to terminal value thus drastically
undervalues the Genco business and ignores the potential appreciation value of the underlying
assets and the going-concern nature of Genco's business. This analysis fails to recognize that
vessels purchased at a low point in the business cycle can actually appreciate in value over time,
notwithstanding the fact that their book value goes down over time. The following charts
illustrates this flaw by representing the value of specified Genco ships against the Baltic Dry
Index over the last twelve-month ("LTM") period:
48
— - — — is:
S«; - : : aiC C
+,^4 2'i +25.2%
SK5 " ' ' SiCC
•: as,--,-
o,syea?=. „,c 15.3 >wars
.. X
•• W. 1
*"" " .... !•.. ..... V- " ' -V ^ J ' "" "
!•'Si~':i '.j- 2 •« J 5 : s* '.'j.-ii r'Sy-i] %'C-vlS I K-sM 4
• • -• -- = :tc :<•, r-;s-x Q-t':s,4,:-rr --- - — =2" :2;\. ••ax
iKC - liZC
c —. ....——— — .; ———.....
, 4.3 je-jf* *35.T%
s;.;:; ,v.>r;: .... ...fI/'..I, ,,,. 5j;c .... ... .
: : <1 iii : :.. : "-1 .

51C C - - - - ™™™ 5-.; c
.'j-M 5sr-'ii s1 .- !?!>•:; iv s.-n vs..S«'12- .j--ii \'r-ii I'-.S; -'±
• • i!-".s sv.^jj'i — -* =s" ;"~> "-ia - • "i >••• 5s-ic r:r<
Denotes age of
% change in value
Source: Vessel Values
113. As this data demonstrates, Blackstone incorrectly assumes that Genco's ship
assets, on a market value basis, will simply depreciate on a straight line basis.
114. Second, Blackstone's DCF approach is flawed by its reliance of the Debtors'
overly conservative projections for 2016-2017 - as discussed above - which results in a
depressed value for the Company. Blackstone applies low rate forecasts for 2014-2015 and then
applies the extraordinarily low Marsoft January 2014 rate projections for 2016-2017, but again
the Debtors' fail to update such projections to account for Marsoft's revised rate forecasts issued
in April 2014 (which are higher though still far below the industry consensus used by CMG).
49
115. Even applying Blackstone's flawed approach to terminal value (with which
Rothschild disagrees); the difference in value under the DCF Analysis using the Debtors'
projections in comparison to CMG's Adjusted Projections creates an additional $122 million to
$127 million of value.
E. Flaws in Blackstone's Discrete Asset Valuation Approach
116. Finally, even if considered on its own terms, Blackstone's asset valuation
approach displays a number of additional flaws that depress its valuation of Genco's discrete
assets. The Blackstone Valuation incorrectly values Genco's ownership stake in Baltic, and
materially undervalues Genco's management contracts with Baltic and MEP. Because I have
addressed these issues in detail in the previous section, I only summarize Rothschild's analysis
below.
117. The Baltic Ownership Stake Valuation'. As explained above, Blackstone fails to
apply a control premium to account for Genco's 65.1% voting control in Baltic, thus
undervaluing Genco's ownership stake to the extent of the control premium.
118. The Management Contracts Valuation: Blackstone materially undervalues
Genco's management contracts by (i) assuming the MEP contract will be terminated in 2017
without any supporting facts; (ii) overstates the level of variable costs that can be directly
allocated to the Baltic management agreement; and (iii) failing to apply a perpetuity growth rate
to the Baltic contract.
119. With respect to the MEP contract, Blackstone provides no facts upon which to
base the assumption that the agreement will terminate in 2017. Given that Genco's founder and
chairman of the board also holds a senior executive position at MEP, and he has testified that the
50
MEP contract benefits both companies, Rothschild sees no justification for Blackstone's lower
valuation of the MEP agreement based on an assumed termination.
120. In addition, Blackstone overstates the level of variable costs that can be directly
assessed excluding these costs.
121. With respect to Baltic, Blackstone did not apply a perpetuity growth rate to
Baltic's cash flow, implying no growth to the business. Rothschild's analysis set forth below
corrects for this flaw by utilizing a perpetuity growth rate range of 1.0%-3.0%.
122. Finally, revenues under both management agreements should be projected using
the Adjusted Projections prepared by CMG, and not the Debtors' unreasonably low rate
forecasts. Adjusting for these flaws creates up to an additional $28 million in value from the
Baltic and MEP contracts. (See Ex. B at 13, 29-30.) Additional backup charts for Rothschild's
adjustments to the discrete asset valuation of the Baltic and MEP management agreements are set
forth in Exhibit B at 32-35.
F. Summary of Rothschild's Adjustments for Flaws in Blackstone Valuation
123. In Rothschild's opinion, Blackstone substantially undervalues Genco under both
the Debtors' projections and CMG's adjusted projections in light of the methodological errors
and flawed assumptions I have addressed above. The reasonable adjustments Rothschild has
proposed to Blackstone's approach drives a materially higher enterprise valuation for Genco,
51
however, it still undervalues Genco in its totality. The following table below summarizes the
impact of adjusting for certain of these corrections, using both the Debtors' projections and
CMG's projections:
Delta ($) Delta (%) Delta ($) Delta (%)
Asset value $40 2.9% $40 2.9%
Precedent transactions n.a. n.a. n.a. n.a.
TEV/NAV $91-$295 8.5%-24.9% $91 - $295 8.5%-24.9%
TEV/EBITDA $190-$263 14.8%-25.5% $261 - $326 20.4%-31.6%
Discounted cash flow n.a. n.a. $122-$127 10.6%-12.6%
In conclusion, based on my thorough and well supported analysis and the use of the three
standard valuation methodologies, without artificial adjustments like those made by Blackstone,
I am confident that the value of Genco is in excess of its claims by at least $97 million and
upwards of $467 million. On the other hand, I believe the numerous errors, inaccuracies, faulty
assumptions and artificial adjustments employed by Blackstone causes its valuation conclusions
not to be reliable.
52
I declare under penalty of perjury pursuant to 28 U.S.C. §1746 that the foregoing
is true and correct.
Executed on June 20, 2014

Neil A. Augustine
53
14-11108-shl Doc 324-5 Filed 07/02/14 Entered 07/02/14 19:16:22 Exhibit E -
Arntzen Declaration (redacted) Pg 1 of 38
EXHIBIT E
REDACTED

X
In re: Chapter 11
GENCO SHIPPING & TRADING LIMITED, et ah, Case No. 14-11108 (SHL)
(Jointly Administered)
Debtors.
DECLARATION OF MORTEN ARNTZEN

IN SUPPORT OF THE OFFICIAL COMMITTEE OF EQUITY
SECURITY HOLDERS OF THE DEBTORS' OBJECTIONS TO CONFIRMATION OF
THE FIRST AMENDED PREPACKAGED PLAN OF REORGANIZATION OF THE
DEBTORS UNDER CHAPTER 11 OF THE BANKRUPTCY CODE
I, MORTEN ARNTZEN, hereby declare, under penalty of perjury pursuant to 28 U.S.C.
§ 1746, as follows:
1. I am a Managing Director of CMG Advisory Services LLC ("CMG"), which has
been engaged as a shipping industry expert and advisor to the Official Committee of Equity
Security Holders (the "Official Committee"') appointed in the above-captioned proceedings (the
"Chapter 11 Cases") of Genco Shipping & Trading Limited ("Genco" or the "Company"), and
certain of its direct and indirect subsidiaries (each a "Debtor" and collectively the "Debtors").
Pursuant to that engagement, I have submitted an Expert Report (the "Expert Report") disclosing
my opinions in this matter. I submit this declaration in support of the Official Committee's
objection to confirmation of the First Amended Prepackaged Plan of Reorganization of the
Debtors under Chapter 11 of the Bankruptcy Code (as it may be further modified or amended,
the "Plan").
2. As part of CMG's engagement, I performed an independent analysis of Genco's
Business Plan and financial model and developed adjustments to the business plan where
1
REDACTED
necessary. I had detailed discussions with the Debtors and their financial advisor, Blackstone
Advisory Partners ("Blackstone"), regarding the Company's view on the market and its
prospects, and I reviewed materials provided to CMG by the Debtors, information and
documents that were produced in discovery, research and analysis conducted by CMG in
connection with the preparation of my Expert Report, and my review of the confirmation hearing
and transcripts from the hearing and depositions taken during discovery.
3. I have spent a considerable number of hours reviewing research reports and other
documents that address the key drivers of demand and supply growth in the drybulk industry,
including analyst reports, reports generated by ship brokerage firms, and filings by public
companies in the drybulk sector (SEC filings, presentations, and earnings call transcripts). In
addition, I discussed the state of and outlook for the drybulk industry with research analysts,
brokers, and investors who are active in the drybulk space and with whom 1 have contact in the
regular course of my business activities.
QUALIFICATIONS
4. Over the past 35 years I have been involved in the global shipping industry in
numerous capacities, from a credit analyst for a bank to chief executive officer of a shipping
investment boutique, American Marine Advisors ("AMA"), and chief executive officer of a
major US-headquartered shipping company, Overseas Shipholding Group ("OSG"). My 18-year
banking career began with Manufacturers Hanover Trust Company ("MHT") and continued
through mergers with Chemical Bank ("Chemical") and Chase Manhattan Bank ("Chase"). I
was an account officer in the Oslo Representative Office of Manufacturers Hanover Trust
Company ("MHT") with responsibility for, among other things, a number of large and medium-
sized drybulk companies from 1981 to 1984, when I returned to New York to set up and lead the
2
REDACTED
Global Shipping Group of MHT. As the shipping industry was in the middle of a severe
downturn, part of my responsibilities included day-to-day management of a fleet of 11
repossessed ships for the bank, of which 10 were drybulk ships, which were sold over the course
of three years. 1 was also centrally involved in restructuring the debt of a number of pure
drybulk shipping companies, as well as diversified shipping companies involved in drybulk. I
spent 1987-1992 in London for MHT with responsibility for, among other things, shipping
industry customers in the Nordic Region. I later set up and ran the Global Transportation Group
(which included the global shipping industry) for Chemical (following its merger with MHT in
1992) and for Chase (following its merger with Chemical in 1994). At Chemical and Chase, we
were the biggest arrangers of loans to the shipping industry in the world, including loans to many
notable drybulk companies.
5. From 1997-2004,1 served as CEO of AMA, and transformed it from an arranger
of loans to a multi-product shipping investment banking firm. During my years at AMA, we
were very active in the drybulk space, including as advisors to the bondholders in three drybulk
shipping company restructurings. We also served as advisors on a number of M&A drybulk
transactions, including a 23-vessel fleet acquisition and negotiations concerning the split-up of
Norway's biggest drybulk shipping company. AMA also invested with the Clipper Group in two
Handysize drybulk vessels. I left AMA in 2004 and joined Overseas Shipholding Group
("OSG"), a major US-based shipping company, where I served as CEO from 2004 to 2013. I
diversified it from being primarily an operator of crude tankers in the spot market to a leading
competitor in several shipping segments, including building the leading Jones Act tanker
platform and entering into the LNG (liquefied natural gas) transport business.
3
REDACTED
6. In each of these positions, I developed, analyzed, and reviewed projections,
including many in the drybulk industry. As a banker at MHT, I was instrumental in developing
rate forecasts that were needed for underwriting loans, reviewing covenant compliance, and
performing general credit analysis. While at AMA, each of the restructuring and advisory
engagements required a thoughtful cash flow forecast and an understanding of the sensitivities
around it. In my years at OSG, I was involved in the preparation of numerous corporate budgets
and forecasts in the regular operation of the business, as well as regarding potential projects and
acquisitions. Our budgeting and forecasting process was rigorous, and we developed detailed
forecasts for each part of our business, which during my first three years at OSG included four
drybulk vessels.
7. I have held a variety of board positions for shipping companies in the United
States, Norway, and India, including two whose main activity was drybulk shipping: Essar
Shipping of India, which has fleet of 20 bulk carriers, and TBS Shipping, which operated
upwards of 30 drybulk carriers. On each board, I was involved with capital allocation projects
and analyzed detailed cash flow presentations and forecasts by management.
8. I received a Masters of International Affairs from Columbia University in 1979
and a BA from Ohio Wesleyan University in 1977. I was named Commodore of the Connecticut
Maritime Association in 2007, Admiral of the Ocean Sea ("AOTOS") by the United Seamen's
Service in 2007, and Maritime Person of the Year by the Massachusetts Maritime Academy in
2008. I have spoken regularly at shipping industry events and conferences on a range of topics
since the mid-1990s throughout the world. For example, on June 17, 2014,1 spoke as chairman
of the opening session of the 27th Annual Marine Money Week (which is entitled "Leveraging
the Cycle"), the largest shipping conference in the United States, which is sponsored by Jefferies
4
REDACTED
and many other industry participants. I currently serve on the Board of Trustees of Maine
Maritime Academy, where I am a member of the Executive Committee and Chairman of the
Audit Committee. I am on the Members Council of the American Bureau of Shipping.
SUMMARY OF EXPERT TESTIMONY
9. In my review of the business plan, the most striking issue is the Company's
projections for 2014-2017, which forecast a severe fall-off in revenue between the years 2015
and 2016. The revenue drop is inconsistent with the management's own commercial
management program and fleet renewal program, as well as the consensus view of the industry.
10. It is my considered opinion that the revenue estimates in the Business Plan are
excessively conservative, primarily because the Company unreasonably relied on a single source
for its forecast of freight rates in 2016 and 2017—Marsoft, Inc. ("Marsoft")—and that single
source relied on demonstrably mistaken assumptions. Like other forecasts about drybulk freight
rates, Marsoft's forecasts rely on assumptions about the supply of vessels and the demand for
vessels. According to Marsoft, its projections for 2016 and 2017 relied on a "key assumption"
about vessel supply that was based on its forecasts of vessel orders in 2014 and 2015, which
impact delivery assumptions in 2016 and 2017 (it takes about two years from the time of an
order for a vessel to be delivered). Marsoft projected in February 2014—the forecast adopted by
Genco in its Business Plan—that vessel orders in the drybulk industry would continue at an
elevated level until late 2014. In fact, vessel ordering has fallen sharply each month since
January. Because Marsoft's key assumption for the 2016-2017 projections is incorrect, the
projections cannot be relied on.
11. In addition, while the Company considered a broader range of analysts in
forecasting rates in 2014 and 2015, it excluded half of the six analysts' estimates, considering
5
REDACTED
only the bottom half of such estimates; it is my considered opinion that it is not reasonable to
exclude these informed sources when preparing a freight rate forecast. It is also inconsistent and
unreasonable for Genco to use these analysts for preparing forecasts for 2014-2015, but to ignore
the same analysts with respect to rate forecasts for 2016, in favor of relying entirely on a single
outlier forecast.
12. For the reasons described below, I have prepared a consensus rate forecast for
drybulk freight rates for the years 2014-2017, based on a number of forecasts by respected
industry analysts (for 2014-2016) and on a modified long term average for 2017. Use of these
sources is consistent with Genco's historical practice and that of shipping companies generally.
It is my considered opinion that these consensus freight rate estimates support reasonable rate
projections, which demonstrate that Genco has a significantly greater cash-generating capacity
than that presented in Genco's Business Plan.
13. Apart from freight rates, I have considered other aspects of the Company's
Business Plan and would note the following:
• Energy Efficiency Investments: It is my considered opinion that Genco will receive

improved revenues per vessel from the energy efficiency upgrades it is installing in 17 of
its 53 ships. Although the Business Plan includes these upgrades, it does not include the
benefits from these investments in its revenue forecasts. I have assumed an annual
revenue benefit to the Company equivalent to the capital invested (i.e., a one-year
payback period), which management has indicated is achievable during diligence
sessions with CMG and on earnings calls for its affiliated company, Baltic Trading
("Baltic"). It makes no sense to plan to incur the capital expense associated with these
improvements and not budget the associated revenues. During discussions with the
Company, I found no reason for it to refrain from retrofitting 49 of the vessels in their
fleet (all but their four oldest vessels);1 however, for modeling purposes, I am only
including the benefit on the 17 ship upgrades that are part of the Business Plan.
1The four vessels will turn 20 years old during the 2014-2017 period, and the Company will purchase four new
vessels under its fleet renewal program.
REDACTED
• Utilization: The Company has forecast a fleet utilization of 98%, which suggests seven
off-hire days per ship, per year. This number of off-hire days is inconsistent with the
experience of leading third-party technical managers of drybulk carriers (which report
utilization well over 99%) and the Company's historical performance (99.2% for each of
the past three full fiscal years that have been reported). Our forecast therefore assumes
the more appropriate utilization figure of 99%, which will add approximately three days
per ship, per year to the forecast. While seemingly a minor difference, three days per
year for 53 ships at an illustrative average rate of $15,000 per day adds approximately
$2.4 million to the Company's cash flow, per year.
• General & Administrative Expenses ("G&A"): I do not propose any modifications to

the Company's G&A, but there are clearly areas for cost savings. For example, the
Company could relocate from Park Avenue to more reasonably-priced space in New
York. It does not appear that the Company has made any meaningful changes in the way
it operates as a result of the bankruptcy, nor does it appear that the Company has
proposed any changes to the way it is to be managed after it emerges from bankruptcy.
• Vessel Operating Expenses ("Opex"): I do not suggest any modifications to the

Company's vessel operating expenses. I have reviewed the Company's budget for ship's
operating costs and concluded that they are well controlled and outsourced to competent
technical managers.
• Capital Structure/Growth: I have not made any assumptions about incremental growth
other than what is in the Company's Business Plan. However, with the capital structure
proposed post-bankruptcy, the Company will have a significant ability to pursue growth
and to create value for its shareholders. Given the positive outlook for the industry, I
believe a growth strategy is a likely path for the Company upon emergence. Indeed, the
post-bankruptcy Genco will be one of the best capitalized companies in the industry.
With the adjustments noted, I have developed a revised business plan that I believe more
accurately depicts the outlook for Genco. A summary of the plan is attached as Exhibit A.
BACKGROUND: THE DRYBULK SHIPPING INDUSTRY
14. The drybulk shipping industry is fundamental to global trade as it is the only
practical and cost-effective means of transporting large volumes of many essential bulk
commodities.
7
REDACTED
15. Drybulk shipping comprises the shipment of minerals, other industrial raw
materials, and various agricultural products. Of these, the "major bulk" cargos are iron ore, coal,
and grain. Major bulk cargos tend to be transported in larger ships such as Capesize and
Panamax vessels. The remaining "minor bulk" cargos include steel products, bauxite/alumina,
nickel ore, cement, petroleum coke, forest products, fertilizers and non-grain agricultural
products. These smaller, minor bulk cargos are generally transported in smaller ships such as
Handymax and Handysize vessels.
16. Drybulk trade is a function of levels of (a) economic activity, (b) the
industrialization/urbanization of developing countries, (c) population growth (plus changes in
dietary habits on rising living standards), and (d) regional shifts in cargo supply/demand balances
(e.g., due to the development of new export/import capacity or depletion/development of mineral
reserves). The distances shipped chiefly reflect regional commodity surpluses and deficits, as
well as exploration and delivery costs. Generally, the more concentrated the sources of cargo
supply, the greater the average distance shipped.
17. World seaborne drybulk trade followed a steady underlying upward trend during
the 1980s and 1990s. Trade began to accelerate in the early 2000s, as demand for iron ore to fuel
the industrialization of China became the dominant source of growth for the drybulk
transportation industry. In addition to increasing volumes of cargo, drybulk demand is also
impacted by the increasing distances over which commodities are shipped. This "tonne mile
effect" is expected to continue growing in the coming years as significant additional iron ore
projects are coming on-line in Brazil and Australia. Earlier this month, CMG dowloaded data
from Clarkson's on trade development and growth, which are presented below:
8
REDACTED
Drybulk Trade Development & Growth - 1990-2014(e)

(million tons)
ronOre Coal ••Grain •Other Major Bulks Minor Bulks % Growth
Compound Annual Growth Rates

Major Minor Total Dry
Period Iron Ore Coal Grain Bulk Bulk Bulk
1990-2000 2.3% 4.4% 1.9% 2.7% 3.7% 2.5%
2000-2010 8.2% 5.9% 2.8% 6.1% 4.1% 5.1%
2010-2014 7.1% 6.5% 3.8% 6.3% 5.4% 5.8%
Source: Clarkson's
18. The supply of drybulk carriers is fundamentally determined by the delivery of
new vessels from the world's shipbuilding industry and the removal of older vessels, mainly
through scrapping. It is typical to see orders for new ships increase during periods of higher
rates and for new orders to decrease during periods of lower rates.
19. The period from 2009-2012 was a very difficult period for the drybulk industry.
Reasons for this include factors affecting the supply/demand balance and sources of financing:
• While demand was robust, driven by growth in China, the size of the drybulk fleet grew
at a faster pace. This put pressure on both freight rates and asset values.
• Many of the largest providers of credit to the shipping industry (generally European
commercial banks such as RBS, Lloyds, and HSH Nordbank) were some of the hardest
9
REDACTED
hit by the crisis. Large loan losses and government takeovers and new regulatory
requirements made it difficult for the traditional sources of debt capital to continue
financing the industry at the same level as pre-crisis.
20. Most leading analysts and many investors in the dry bulk industry view 2013 as
the beginning of a recovery for this segment of shipping. After several years of low orders for
new ships ("newbuildings"), the demand for ships and the supply of ships finally began to
balance out, and 2013 saw periods of attractive rates for owners and a rise in asset values.
21. 2013 also saw a return of institutional capital to the shipping industry. Investors
are deploying capital as they believe the shipping cycle has turned and the next several years will
offer an opportunity to grow a business against the backdrop of appreciating freight rates and
asset values.
22. For the first time in several years, drybulk ship owners have reason to be
optimistic. The worst of the newbuild deliveries and the credit crisis has past us. Demand from
China and other parts of Asia for iron ore, coal and grain remains strong. Two industry analysts
capture the general market sentiment below:
The prevailing predictions for the world economy in the 2014 to 2016 period
suggest higher growth than in 2013. For drybulk demand, China 's economic
growth rate will be of vital importance as it accounts for more than 40 percent
of the world deep-sea trade in drybulk commodities. Forecasts for Chinese
economic growth going forward suggest slightly lower growth than in previous
years, but still in the 7 percent p.a. range.
With a fleet growth of around 5 percent p.a. combined with a 7-8 percent
increase p. a. in tonnage demand the market fundamentals point to a further
strengthening over the next few years.
RS Platou, Industry Overview, dated February 10, 2014 (ECX 197).
Drybulk demand growth looks to exceed supply growth over the long term. We
recently updated our drybulk shipping supply/demand model in our Maritime
Quarterly (published April 30, 2014...), and while there has been some ship
ordering over the last year, demand growth still looks to consistently exceed
ship supply growth 2014-2016, in our view. Spot freight rates are weak today,
10
REDACTED
somewhat due to an unexpectedly weak start to the Southern Hemisphere grain

season and due to Chinese policy-driven increased pricing of trade finance (a
near-term issue and not demand/credit related, in our view).
Clarkson Capital Markets, Report on Star Bulk Carriers, dated June 5, 2014 (ECX 198). Based
on Clarkson's data, CMG prepared the charts below detailing historical charter rates:
Capsize 1 year Time Charter Rates 2001- Panamax 1 year Time Charter Rates 2001-
Present Present
($/day) Capesize ($/day) Panamax
10 Yr. Avg: $46,732 $60,000 10 Yr. Avg: $25,607

$120,000
lOYr.Avg: $32,845 lOYr.Avg: $19,302
$100,000 (ex. '07-'08) $50,000 (ex. '07-'08)
Current: $24,250 Current: $12,250
$80,000 $40,000
$60,000 $30,000
$40,000 $20,000
$20,000 | $10,000 • •
$- 11
T-cNn^rincDNcoaDar-cNm^
1 li l l l l l
$- II
^CNCD^LnCDNODroO'-^CQ^
1 Mil
CDCDCDCDCDCDCDCDCDT— T-T- • • • • • C D C D O O ' : — V
CDCDCDCDCDCDCDCDCDCDCDCDCDCD CD O CD CD CD CD O CD CD CD O CD O •
CNCMCMCMCMCMCMCMCMCMCMCMCMCM CNCNCNCNCNCNCNCNCNCNCNCNCNCN
Capesize 1 year TC Rate •10 yrAvg (ex. '07-08)

Panamax 1 YearTC Rate •10 yrAvg (ex. '07-08)
10 yrAvg -10 yrAvg
Supramax 1 year Time Charter Rates 2002- Handysize 1 year Time Charter Rates 2001-
Present Present
($/day) ($/day)
$50,000 Supramax 000 Handvsize
$45,000 10 Yr. Avg: $15,424

$40,000
10 Yr. Avg: $22,482
lOYr.Avg: $17,344
:oo 10 Yr. Avg: $12,451
$35,000 (ex. '07-'08) (ex. '07-'08)
]00 Current: $9,500
$30,000 Current: $11,500
$25,000 300
$20,000
$15,000 $15,000
$10,000 ——I
$10,000
$5,000
$- $5,000
CN ( D T CD N CO F F L • ^ CN CO T
• CD CD CD CD CD CD CD R- T - T - R- T -
CD CD C D CD CD CD CD CD CD CD CD CD CD
CM CM CN CM CN CN CN CM CN CM CN CN CN $-
CM CO LD CD CD OD CD
CD CD CD CD CD CD CD T—
CD
CN
CD
CM CM
CD CD
CM
CD
CM
O O O
CM CM CM
CD CD
CM CN
Supramax 1 YearTC Rate • 10 yrAvg (ex. '07-08) -10yrAvg (ex.'07-08)
Handysize 1 YearTC Rate
•10 yrAvg 10 yrAvg
li
REDACTED
FREIGHT RATE FORECASTING
23. It is difficult to accurately forecast freight rates in drybulk shipping. While there
is market data available to give guidance for short-term projections, natural disasters such as the
tsunami in Japan and other unforeseen events can have a profound impact on short-term rates
and cargo movements. In the long run it is the supply of ships and the demand for ships that
determine freight rates, and conditions where the growth in the demand for ships outstrips the
growth in the supply of ships are a signal that freight rates will increase.
24. In my experience, shipping companies when forecasting freight rates use as many
informed inputs as possible and do not rely on a single source for estimates. All the shipping
companies with which I have been involved followed that practice. I likewise believe the
appropriate approach to forecasting rates is to evaluate various sources—ship brokers, equity
analysts, forecasting services, company presentations and data services—to develop a consensus
forecast. It is important to use the most recent work available from these sources, as the drybulk
market is dynamic and volatile. And it is important to review each of these forecasts, together
with the assumptions they are based on, for major errors or bias.
25. There is normally a strong consensus in the market on the short term outlook.
Shipowners have reliable visibility on the number of new newbuildings being delivered into the
market for the next 12-24 months, so the supply of ships into the market can be reasonably
forecast for that period, though there will still be surprises caused by unreported order
cancellations and postponements.2 Most owners rely on sources such as Clarkson's orderbook
data. While Clarkson's is a reliable source, it does not delete an order from its numbers until the
2 DNB estimated in March that 15.9 million deadweight tons ("dwt") of drybulk vessels would be cancelled in 2014,
representing 29% of forecast deliveries This estimate followed years in which 29% (2012) and 38% (2013) of
orders were not delivered. DNB Report, at 19 (ECX 199).
12
REDACTED
order has formally been cancelled or postponed, so the Clarkson's number will often overstate
the size of the orderbook.
26. There is a sufficiently liquid market for Freight Forward Agreements ("FFA") for
it to provide a good barometer for where rates are headed the next 9-12 months. There are 12-
month time charters ("TC") being entered into continuously in the market, and TC data,
published daily, also give owners a good view on how cargo interests view the near-term rate
outlook. These FFA rates and TC rates may be considered as a check for the reasonableness of
the forecasts used to establish consensus rates in the short term. Owners will also look at the
longer-term, fixed-rate charters (longer than one year) being entered into when doing their rate
forecasts. Most owners combine these inputs with perspective from the ship brokerage shops
and equity analysts they deal with, listen to what their clients tell them, and consider the market
knowledge of their own commercial staff to inform their view on rates. The objective is to get a
balanced outlook on the market.
27. When developing consensus freight rates for longer-term acquisition purposes,
most owners will compare these rates with historical averages (5-, 10-, or 20-year average rates
are used) as a check against over-optimism or overly bearish projections and to ascertain where
they are in the current drybulk cycle. Drybulk shipping is a cyclical business that tends to revert
to longer-term averages over the cycle.4 Therefore, when evaluating the longer-term rate
environment, consideration of longer-term averages is reasonable, and the most appropriate—
3 Because there is not sufficient liquidity in FFAs beyond 12 months, FFAs are not a reliable barometer for longer
term rates.
4 As a cyclical industry, the drybulk industry goes through periods of time where large profits are made (both
through rate and vessel value appreciation), as well as periods of time where rates and values can be depressed. The
most recent down cycle in drybulk shipping lasted from the end of 2008 through the beginning of 2013.
13
REDACTED
and most widely used—average is the 10-year average, which is long enough to capture a cycle
while still reflecting demand profiles relevant to today.
28. When companies wish to ensure conservative forecasts, they sometimes remove
boom outlier years from the average. A typical adjustment is to exclude 2007-2008, as this was
a period where demand growth driven by China significantly outstripped the global shipping
capacity and we saw a two-year window of extraordinarily high shipping rates and values. It is
worth noting that the opportunity to participate in markets such as 2007-2008 is part of the allure
of shipping from an investor's perspective and enables drybulk shipping companies to earn well
in excess of their costs of capital.
29. For example, the 10-year average of a one-year time charter rate for Capesize
vessels is $46,732 per day. When one excludes the peak years of 2007 and 2008, this figure falls
to $32,845 per day, a difference of $13,887 per day or approximately $5 million per year per
Capesize vehicle. These peak-year additional revenues fall entirely to the bottom line of the
shipping company.
30. The ordering or lack of ordering of new ships is the single biggest contributor to
the change in the supply of vessels. Ordering patterns are driven by the rate environment,
availability of financing, the relative vessel value environment, and the market's perception of
what ships will be required to meet the drybulk transportation demands two to three years out.
CMG has analyzed ordering behavior, and not surprisingly it is highly correlated with both rates
and values.
31. Even with the appreciation of rates and values last year, rates in 2013 were still
below long-term average rates. However, it was a very significant year for new contracting. In
fact, 2013 experienced the fourth highest newbuild contracting ever (behind 2007, 2008, and
14
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2010). As evidenced in the chart below, which CMG prepared from Clarkson's data, the
newbuild orderbook as a percentage of the overall fleet grew over the past year, but it is still far
short of the levels that were responsible for the market weakness starting in late 2008.
Orderbook as % of Total Drybulk Fleet - 2000-Present
Tota! Bulkcarrier Fleet Developrrwnl Orderbook as % of Fleet
32. Investors expect and demand a return on their capital. If the rate market continues
to be soft and below historical averages, fewer ships will be ordered. As I will discuss further
below, that is occurring in the market today, as there has been a significant decline in
newbuilding orders this year compared to 2013.
33. To make longer term projections, analysts and investors typically build models
that attempt to forecast future demand and supply. Any forecast of supply growth has to be
based on two factors: (a) the current order book and the schedule for delivery of the vessels
ordered; and (b) the forecast future rate environment and the impact that may have on future
orders (and when they can be delivered). I have closely reviewed numerous drybulk rate
projections, including the forecasts of supply and demand that are assumed in the projections.
One supply/demand model used for a forecast reflective of the current consensus is presented
below. The model forecasts demand growth to exceed supply growth over the next three years.
15
REDACTED
Demand (million mt) 2010 2011 2012 2013 2014 E 2015E 2016 E
Major Bulks
Iron ore 991 1,053 1,110 1,189 1,308 1,404 1,506
Y-o-Y % Change 10.4% 6.3% 5.4% 7.2% 10.0% 7.3% 7.3%
Coat
Coking Coal 235 223 235 264 280 300 321
Y-o-Y % Change 25.0% -5.1% 5.4% 12.3% 6.1% 7.0% 7.0%
Thermal Coal 665 724 827 847 898 952 1,018

Y-o-Y % Change 12.7% 8.9% 14.2% 24% 6.0% 6.0% 7.0%
Grain-
Wheat/Coarse G"ain 246 255 277 276 284 293 302
Y-o-Y % Change 25% 3.7% 8.6% -0.4% 3.0% 3.0% 3.0%
Soybeans 97 91 96 103 110 117 124
Y-o-Y % Change 19.8% -6.2% 5.5% 7.3% 6.8% 6.3% 6.3%
Bauxite/ Alumina 96 113 107 139 119 125 131
Y-o-Y % Change 29.7% 17.7% -5.3% 30.3% 1.0% 5.0% 5.0%
Phosphate Rock 23 29 30 28 28 30 32
Y-o-Y % Change 15.0% 261% 3.4% -7.0% 2.0% 5.0% 7.0%
Total Major Bulk Trade 2,354 2,486 2,681 2,847 3,028 3,220 3,434
Y-o-Y % Change 12.6% 5.6% 7.8% 6.2% 6.5% 6.8% 7.0%
Total Minor Bulk Trade 1,239 1,342 1,410 1,470 1,518 1,586 1,673
Y-o-Y % Change 12.3% 8.3% 51% 4.3% 4.5%
Total Dry Bulk Demand 3,594 3,828 4,091 4,317 ^4,546 4,806 5,107
Y-o-Y % Change 125% 6.5% 6.9% 55% ^ 5.3% 5.7% 6.3%
Supply (mm dwt) 2010 2011 2012 2013 2015E
Total Dry Bulk Fleet

Beginning of period fleet 459.5 537.3 61 7.8 682.5 721.4 757.9 792.4
Deliveries:
Capesize 38.6 45.6 41.9 22.1 19.6 23.1 23.0
Panama x 14.5 22.2 27.0 20.0 17.2 10.2 6.7
Handy max 19.0 21.8 20.5 14.3 13.1 15.7 11.7
Handy size OA 10 7 Q± 4-5 12.
Total Deliveries 80.4 99.5 99.6 62.4 55.5 53.5 45.6
Total Scrapping 6.5 23.2 33.6 23.1 19.0 19.0 17.3
Other 4.0 4.2 (1.3) (0.5) 0.0 0.0 0.0
End of period fleet 537.3 617.7 682.4 721.3 757.7 792.4 820.7
Combos in Dry 3.9 3.3 1.6 0.7 0.5 0.5 0.5
Laid-up 0.1 0.3 1.2 0.6 1.0 0.9 0.9
Storage 0.2 0.2 0.1 0.2 0.2 0-2*
Total Dry Bulk Supply 540.9 620.5 682.6 721.3 757.2 791.7 820.0
Y-o-Y % Change 17.3% 14.7% 10.0% 5.7% 5.0% 4.6% 3.6%
Source: Clarkson Capital Markets, ECX 37.
34. Note that the future orders are embedded in the analyst's assumptions for future
deliveries (i.e. orders placed in 2014 would be delivered in 2016 or 2017). The Clarkson's
analyst forecasts declining deliveries of vessels each year, which will constrain supply growth,
creating a backdrop for an improving rate environment and for the likelihood of vessel value
appreciation.
35. Shipping companies and investors look at these supply/demand dynamics and
calculate a utilization for the fleet. Simply put, as demand grows faster than supply, utilization
increases; when supply grows faster than supply, utilization decreases. Importantly, as fleet
16
REDACTED
utilization increases, rates tend to rise. The below chart, which CMG prepared from Clarkson's
and Platou data, highlights this relationship between utilization and rates.
Fleet Utilization & Rates
Source: Platou and Clarksons.
36. Given the cyclical nature of the business, many shipowners, shipping executives,
research analysts, ship brokers, and investors use a concept of "mid-cycle" rates and values when
evaluating longer periods of time in order to gain a perspective of what a ship is expected to earn
over the course of a cycle or the course of its life. This mid-cycle average concept is used as a
benchmark to help understand where we are in the cycle. A schematic of the industry cycles and
an estimate of where we are today are depicted in the graphic below, from the Norwegian bank
DNB (EX 199, at 4), one of the most important financing institutions in shipping over the past 30
years:
17
REDACTED
CMG RATE FORECAST
37. A comparison of Genco's and CMG's revenue forecast by ship type for 2014 -
2017 is presented below, along with a graph comparing the weighted average daily rates.
18
REDACTED
Time Charter Equivalent Revenue ($/day)

2014 2015 2016 2017 CAGR%
Capesize
Genco $ 21,933 $ 28,469 $ 16,125 $ 12,475 -17%
CMG 23,330 30,123 29,175 32,845 12%
% difference 6% 6% 81% 163%
Panamax
Genco $ 14,000 $ 17,329 $ 11,875 $ 10,650 -9%
CMG 13,080 17,173 17,413 19,302 14%
% difference -7% -1% 47% 81%
Supramax
Genco $ 12,700 $ 15,656 $ 12,525 $ 11,475 -3%
CMG 13,100 16,093 16,150 17,344 10%
% difference 3% 3% 29% 51%
Handysize
Genco $ 10,100 $ 12,746 $ 9,400 $ 8,750 -5%
CMG 10,721 12,610 12,869 12,451 5%
% difference 6% -1% 37% 42%
Comparison of Weighted Average Daily Rates

($/day)
$21,000
$10,813
$19,000 •
$17,602 $17,552
$17,000
$15,000
$13,000
$11,000
$9,000
$7,000
$5,000
2H2014 FY 2015 FY 2016 FY 2017
—Debtorcase - • CMG Case
38. As can be seen in the charts above, Genco and CMG share a similar outlook for
both 2014 and 2015. Given that both firms used essentially consensus-oriented approaches (with
19
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some differences noted above), this is not a surprising result. Interestingly, although CMG
averages the estimates used, in a couple of instances during 2014-2015, Genco has slightly
higher rate assumptions than does CMG.
39. it should also be noted that the Company operates six Handymax vessels
(approximately 45,000 dwt each). I have assumed a Handymax rate of 90% of the Supramax
rate. The Company's Business Plan suggests that the Company makes a similar 90% rate
adjustment, though it does not appear that this adjustment flows through the Company's model.
40. The real divergence in views begins in 2016. For 2016, Blackstone decided to
start using Marsoft as its rate forecasting service.5 CMG, on the other hand, continued with its
market consensus-oriented approach, given the ample sources of research is now available for
2016. Approximately 70% of the research CMG used for 2014-2015 was available for 2016, and
I believe that this represents a more than adequate cross-section of industry views for a
consensus estimate.
41. For 2017, Blackstone continues to use the single point of Marsoft. In comparison,
CMG has used the mid-cycle rate approach.
42. To calculate our rate assumptions for 2017,1 took the 10-year average of one-year
time charter rates across each ship type. Given the exceptional strength in the market during
2007-2008,1 have excluded those two "peak" years. This average forms the basis of CMG's
longer-term rate outlook. For purposes of calculating quarterly estimates, I have looked at
historical data on a quarterly basis to gauge the relative seasonality of each ship class.
43. I have chosen to use the 10-year average of one-year time charter rates rather than
the 10-year average of spot rates. I think this is more conservative and also more appropriate for
5 Theprojections Blackstone uses are drawn from Marsoft's January 2014 Report (ECX 194), not its April 2014
Report (ECX 192).
20
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Genco, which historically has had a significant percentage of their fleet on fixed-rate time
charters. Between 2005 and 2009, Genco had more than 80% of its fleet on fixed-rate time
charters; as the market trended down since then, the Company chose to keep more ships in the
spot market in anticipation of a market recovery before again entering into fixed-rate time
charters. The Company still has not locked into fixed rate time charters.
44. It is worth reiterating that this "mid-cycle" approach is widely used and accepted
by the full range of industry participants. It is used by companies, lenders, investors, research
analysts, and ship brokers. The approach is widely accepted as a thoughtful way to assess future
rates and where we are in the current cycle. It should also be noted that Genco had historically
used this approach up until the point of the Blackstone engagement—it even provided the basis
of the 2016-2017 forecasts in the Business Case presented to its Board in January 2014—and
Baltic also has used this approach. General Maritime, an affiliated shipping company, also
reported in its Disclosure Statement that its management made spot rate projections based on the
10-year historical average (ECX 200).
2014-2016 PROJECTIONS
45. As discussed above, CMG has employed a market consensus-oriented approach,
drawing together forecasts from various equity research analysts and specialty shipping research
firms that follow the drybulk industry closely. We have included Marsoft estimates (from its
more recent April report) as one source among several. In this way we follow the practice of
many shipping companies, which generally consider a variety of well-regarded research analysts
and sometimes one econometric forecasting service. Given the available data points for the near
term, the next 12-24 months are relatively easier to forecast than longer term. Consensus views
21
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point toward continued strong demand for seaborne trade and a market environment where
demand growth is outpacing the supply growth of new ships.
46. I note that Genco has taken the approach of using forecasts from six analysts and
then taking the average of the bottom three. I believe this presents a bias toward lower forecasts
and therefore disagree with this approach, though the results are not remarkably different. I do
not believe there is a need to offset a potential positive bias of analysts. The fact is that the
analysts represent a range of views about the next three years. I know all the analysts whose
reports contribute to the consensus forecast and regard them as thoughtful industry participants
with deep knowledge of the shipping business. For example, Urs Dur of Clarkson's has covered
this industry since the 1990's, and I have found him a valuable source of insight into the market.
47. The details underlying my rate forecast (ECX 197, 208, 209, 210, 211, 218, 219,
220, 221, 222), with a comparison to the Blackstone approach (as the "Company Forecast"),
FFA rates, and Marsoft January forecasts for 2014-2016, are presented in the tables below.
Capesize Rate Forecast
Capesize Report date 2014E 2015E 2016E
Clarkson 4/30/2014 $20,000 $27,000 $30,000

DNB 5/19/2014 26,000 37,000 35,000
Evercore 4/16/2014 22,500 30,000 n.a.
Global Hunter 5/12/2014 23,125 28,000 28,000
Jefferies 4/21/2014 28,000 35,000 n.a.
Maxim 3/5/2014 22,500 27,750 n.a.
Morgan Stanley 5/12/2014 26,000 34,000 25,000
Pareto 5/12/2014 22,900 27,500 30,000
RS Plato u 2/10/2014 25,000 30,500 33,000
Stifel 4/21/2014 23,500 34,000 34,000
Marsoft Base Apr 14 17,100 20,600 18,400
r $21,933 r $28,469 r $16,125
Company Forecast
FFA $22,938 $21,313 $19,975
Marsoft High Jan-14 $19,600 $27,100 $26,100
Marsoft Base Jan-14 15,200 19,400 16,100
Marsoft Low Jan-14 10,800 14,100 12,000
22
Panamax Rate Forecast
Panamax Report date 2014E 2015E 2016E
Clarkson 4/30/2014 $13,500 $16,500 $18,500

DNB 5/19/2014 15,000 21,000 20,000
Evercore 4/16/2014 12,000 15,500 n.a.
Global Hunter 5/12/2014 12,750 16,000 16,000
Jefferies 4/21/2014 12,000 17,500 n.a.
Maxim 5/14/2014 13,625 17,500 n.a.
Morgan Stanley 5/12/2014 14,000 18,000 15,000
Pareto 5/12/2014 12,900 20,000 22,000
RS Platou 2/10/2014 14,000 16,500 18,000
Stifel 4/21/2014 13,000 17,000 17,000
Mars oft Base Apr 14 11,100 13,400 12,800
Company Forecast $14,000 $17,329 $11,875
FFA $9,781 $10,825 $10,950
Marsoft High Jan-14 $13,000 $16,100 $15,900
Marsoft Base Jan-14 11,100 12,900 11,900
Marsoft Low Jan-14 9,100 10,700 10,100
Supramax Rate Forecast
Supramax Report date 2014E 2015E 2016E
Clarkson 4/30/2014 $13,500 $16,000 $18,000

DNB 5/19/2014 15,000 19,000 18,000
Evercore 4/16/2014 13,500 17,500 n.a.
Global Hunter 5/12/2014 12,750 16,000 16,000
Jefferies 4/21/2014 12,000 16,000 n.a.
Maxim 5/14/2014 12,750 15,125 n.a.
Morgan Stanley 5/12/2014 12,000 15,500 13,000
F'areto 5/12/2014 13,700 17,500 19,000
RS Ratou 2/10/2014 13,500 15,500 17,000
Stifel 4/21/2014 13,500 15,000 15,000
Marsoft Base Apr 14 11,900 13,900 13,200
r $12,700 r $15,656 r $12,525
Company Forecast
FFA $10,725 $11,188 $11,350
Marsoft High Jan-14 $13,000 $16,100 $15,900
Marsoft Base Jan-14 11,500 13,500 12,500
Marsoft Low Jan-14 10,000 11,800 11,200
23
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Handysize Rate Forecast
Handysize Report date 2014E 2015E 2016E
Clarkson 4/30/2014 $11,500 $13,600 $16,150

DNB 5/19/2014 12,000 14,000 13,000
Global Hunter 5/12/2014 10,250 12,000 12,000
Maxim 5/14/2014 10,438 12,188 n.a.
Morgan Stanley 5/12/2014 10,000 13,000 10,500
Pareto 5/12/2014 10,800 13,000 14,500
RS Platou 2/10/2014 10,500 12,500 14,000
Stifel 4/21/2014 11,500 13,000 13,000
Marsoft Base Apr 14 9,500 10,200 9,800
r $10,100 r $12,746 r $9,400
Company Forecast
FFA $9,000 $10,000 $9,600
Marsoft High Jan-14 $9,800 $11,700 $11,600
Marsoft Base Jan-14 8,800 10,000 9,400
Marsoft Low Jan-14 7,800 8,800 8,500
48. It is worth noting that in all ship classes, Marsoft's January 2014 base case
forecast for 2016 is the lowest figure.
2017: MARSOFT vs. LONG TERM AVERAGES
49. As part of our assignment, CMG has done a thorough review of the Marsoft
reports and forecasts used to construct Genco's Business Plan. I have been familiar with
Marsoft's forecasting service for at least 20 years, subscribed to their service when I was in at
Chase (and its two predecessor institutions, Manufacturers Hanover Trust Company and
Chemical Bank), and occasionally reviewed their material when I was running OSG.
50. I have long considered Marsoft's rate forecasts to be conservative by design6 and
most appropriate for use in managing bank portfolios. Investors seeking to assess the most likely
revenues to be achieved by a drybulk company are not likely to rely on Marsoft; they want to
assess the upside as well as the downside prospects. On the other hand, shipping bankers are
6By conservative, I mean the rates forecast are lower than other forecasts. It is not conservative in the sense that to
project a low rate, Marsoft may make aggressive and unsupportable assumptions on the supply side, as in this case.
24
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rewarded for underwriting to downside movements, not for predicting the upside. Hence, they
use Marsoft. In Marsoft's own words:
Our services in these matters involve an assessment of likely future market developments
and - as importantly - Marsoft's ability to quantify the likelihood of adverse
developments.
25
51. That Marsoft has a conservative, bank-centric forecasting approach does not mean
a shipping company would not consider using their projections as one data point among many; it
does mean, however, it would not be reasonable for a shipping company to rely on their rate
projections as the sole data point for a forecast.
52. The fact is that Genco's management itself never relied on Marsoft projections
(indeed never used them) until they were used in the current Business Plan, replacing the
modified 10-year average for the outer two years at the direction of Blackstone. In our meeting
Genco's management dismissed Marsoft's estimates as simply "numbers and math," and
Genco's chartering decisions this year demonstrate that it does not believe Marsoft's projections.
For example, for Capesize ships over the next three years, Marsoft in April projected daily rates
26
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of $17,100 (2014), $20,000 (2015), and $18,400 (2016) (ECX 192).7 So far this year, three-year
time charters of Capesize vessels have been entered into that provide an average of more than
$23,600 daily (ECX 195). Plainly, if Genco believed Marsoft's projections, it would enter into
fixed-rate time charters, rather than remain exposed at spot rates that Marsoft estimates will pay
several thousand dollars less each day per Capesize vessel over the next three years. Instead,
Genco has decided to receive spot rates in order to participate in the expected upturn in shipping
rates.
53. Like the majority of ship companies that I have dealt with, Genco historically
used a number of inputs to make their forecasts, whether for budgeting purposes or for vessels
and fleet acquisitions. Regardless of which services one uses, it is important to consider a
variety of informed sources for projections and to understand their models and what key
assumptions are made which could bias a forecast in one direction or another.
54. The Marsoft model results in very low rates in 2016 and 2017 largely because of
surprising assumptions Marsoft makes about the rate of continued ordering of newbuildings
throughout 2014 and 2015. Its January report (issued in February and relied on for the Business
Plan) reads:
After totaling just 25 million deadweight tons ["dwt"] in 2012, drybulk orders
skyrocketed to 76 million dwt in 2013, the fourth highest annual total in history, and well
above what would normally have been expected given that freight rates were below their
average historical levels for most of the years....
As we move into 2014, one key issue poised to impact the drybulk market is whether
ordering activity remains high. And based on a variety of factors, including the fact that
ordering momentum remained strong in January, we have revised our forecast of
drybulk orders during 2014 and 2015 up significantly ....
(Exhibit ECX 194, Marsoft January Report at 1; emphasis added.)
7 Even lower estimates are in Marsoft's January report, which Genco uses for its 2016 and 2017 projections.
27
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55. With that limited explanation, relying on strong orders in January, Marsoft
essentially plugged the "skyrocketed" 2013 ordering numbers into their forecasts for the next
two years. In its October 2013 report, Marsoft forecast 46.5 million dwt of orders in 2014 and
55.2 million dwt in 2015 (ECX 13); in its January 2014 report, Marsoft hiked these order
forecasts to 79.2 million dwt in 2014 and 71 million dwt in 2015 (ECX 194). With these sharp
increases in forecasts of orders for 2014 and 2015, Marsoft's January Report substantially
increased its vessel delivery forecast in 2016 (to 79.6 million dwt, from 53.7 million dwt) and in
2017 (to 76.2 million dwt, from 58.6 dwt) (Id.). And having thus assumed high vessel deliveries
in 2016 and 2017, Marsoft projected depressed rates in those years.
56. Marsoft's aggressive forecast for vessel orders in 2014 relied on orders occurring
at an elevated rate in the first half of the year: "activity is expected to subside a bit in the second
half of the year, due to a combination of rising newbuilding prices and the realization by owners
that a rising orderbook could spell trouble down the road." (January Report, at 48 (ECX 194);
Supplement to Sterling Report at 25 (ECX 187).) The single "key" assumption of high orders
continuing in the five months after January 2014 skews Marsoft's forecast dramatically away
from the consensus forecasts. As Marsoft stated in the headline to its base case outlook:
• • • • 8
"Owners Control Their Fate, As Ordering Activity Is Likely To Drive Market Cycle."
57. Not surprisingly, with the first half of the year coming to a close, the Marsoft
ordering forecast has not held up. Using data from Clarkson's through June 13, drybulk ordering
is down 32% from 2013's annual rate, and much of the ordering for the year was done in
January. Rates are generally weak (and as Marsoft notes orders are more likely to increase
8 Even with its remarkably aggressive forecasts of orders for 2014 and 2015, the 2016-2017 rate "downturn" or
"slump" (in Marsoft's words) that it forecast from those orders was predicted to be "relatively short-lived ... with
the next recovery getting underway in 2018." (Marsoft January Report at 1 (ECX 194).) As events have unfolded,
if Marsoft is correct that "owners control their fate" and "ordering activity is likely to drive market cycle" (id. at 5),
then the owner's actual conduct this year is driving the market cycle upward.
28
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during a strong rate environment), and we are heading into the third quarter, which is typically a
weak quarter for contracting in general. Indeed, rather than "ordering momentum remaining]
strong" (January Report at 1 (ECX 194)), as Marsoft claimed in February when they made their
aggressively high estimates for orders, new ordering of bulk carriers have declined sharply
month-to-month in each month since January, falling 50.3% in February; 28.6% in March;
23.8% in April; and 65.6% in May. The ordering data was downloaded from Clarkson's June 18,
2014, and is set forth in ECX 223.
58. In its April Report, Marsoft acknowledged that, despite the ordering in January,
"owners were a bit more restrained in 14Q1, as orders fell back to just over 20 million dwt..."
(April Report at 5 (ECX 192)), although it also claimed that "dry bulk ordering activity remained
relatively high in early 2014." (Id. at 1.) Similarly, in his Expert Report, Dr. Sterling claims that
"[ajlthough the pace of ordering appears to have declined recently, it is likely that orders will
remain at elevated levels this year as market conditions improve." (Sterling Report at 13.)
59. Dr. Sterling and Marsoft clearly did not anticipate the severe drop in orders,
which fell to only about 1.2 million tons in May. Marsoft's projection of 79.2 million tons of
vessel orders in 2014 requires an average monthly order of 6 million tons after January—and
Marsoft projected that the ordering would occur predominantly in the first half of the year.
Clearly the forecast has not been realized. The below chart, created by CMG using Clarkson's
data, highlights recent trends in newbuild contracting.
29
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Drybulk Newbuild Contracting by Month - June 2011-May 2014 (dwt in millions)

16,000,000 250.0%
14,000,000 200.0%
12,000,000
10,000,000
8,000,000
6,000,000
4,000,000
2,000,000
-100.0%
\N Vs ^ <v <V <V <V <b <b <b <b <b <b s*
W/S ^ W// /
•••DWT % Change
Source: Clarksons, ECX 223.
60. In short, the ordering momentum that Marsoft assumed would continue after
January has evaporated and ordering has been sharply decelerating throughout 2014. At this
point in the year, it is clear that Marsoft will have to revise its new ordering numbers downward
and revise upward its rate projections for 2016 and 2017, as the facts have disproved their
assumptions Marsoft made that gave rise to those projections. Genco cannot reasonably continue
to use Marsoft's January forecasts as the basis of its 2016 and 2017 revenue projections in its
Business Plan. I have used the April numbers from Marsoft in the consensus estimates, which
are still lower than any of the analysts in the industry and rely on assumptions based on high
levels of ordering completely inconsistent with the actual ordering activity since January 2014.
30
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61. It is worth noting the impact that the forecast growth in the orderbook has had on
Marsoft's longer term rate outlook. A summary of Marsoft's changes to ordering assumptions
and the impact it has on Marsoft's rate projections is presented below:
Marsoft's New Order Forecast and Impact on Cape Rates

Ordering (mm dwt) Capesize Rates
Report 2014 2015 2016 2016 2017
Oct-13 46.5 55.2 58.6 19,100 $ 18,800

K $
Jan-14
% Change
79.2
70%
71.0
29%
59. i ]
1% jj y $ 16,100 $
-16%
12,500
-34%
Apr-14 78.2 73.0 61.1 r $ 18,400 $ 14,900

% Change -1% 3% 3% 14% 19%
62. In the April report, Marsoft actually slightly increased its forecast for ordering in
2014-2015 (while moving one million tons to 2015), but simultaneously significantly increased
its forecast for demand growth (from 5.5% in Jan. to 6.1% in April) (Compare ECX 194 and
ECX 192). When Marsoft makes the appropriate update to the orderbook, one would expect to
see their rate forecast increase further for 2016-2017, consistent with their model.
63. Dr. Sterling states that it is possible that there may be substantial revisions upward
in vessel order counts by Clarkson for the first half of the year. (Rebuttal Report, at 5.) He
offers no evidence to indicate that substantial revisions will happen this year, much less revisions
that would make weak ordering activity strong. He does not dispute that ordering activity is
down - or that the trend in ordering is "weak," as Clarkson's Weekly Intelligence report of June
13 describes it (ECX 195). Yet he cannot quite bring himself to concede that Marsoft is wrong
31
REDACTED
about an assumption it represented to be "key" to its forecasts in the January Report.9 He states:
"I acknowledge that there are uncertainties regarding the pace of dry bulk ordering and that
market indications sometimes conflict with one another." (Rebuttal Report at 6.) He does not
cite which market indication conflicts with the evidence of the precipitous decline in vessel
orders.
MARSOFT'S UNUSED SHORT-TERM FORECASTS
64. While Marsoft's 2014 ordering forecasts are not supportable by the facts, and
therefore its rate estimates for 2016-2017 are unsupportable, it is not surprising that the short-
term forecasts from the brokers the Company normally uses and those of Marsoft are reasonably
close because, as discussed above, they are based on existing market data rather than simply on
assumptions that are themselves based on forecasts.
65. Given the market data available for a short-term forecast, it means little for
Marsoft to claim that its "forecasts dominate the 10-year moving average ...." At the same time
they concede that its "relative accuracy declines as the forecast horizon extends" and at 48
months ahead "perform about the same" as the 10-year average. (Sterling Report at 20.) The
"domination" claimed by Marsoft is thus based on shorter term forecasts for which the 10-year
average does not provide a reasonable point of comparison. Shipping companies use the 10-year
average for the long-term; for example, a company may reasonably compare the break-even rates
for a vessel acquisition with the 10-year average rate, to ascertain if they have a reasonable
chance for a profit on an investment or if the market has to outperform historical rates for them
to do so. But for the forecast of a few years, they would do what Genco management has
historically done, which is to use a range of forecasts from the broker and analyst community.
9 Dr. Sterling suggests that, despite being the key supply assumption, "ordering is only one of several factors" in its
forecasts. The others are all demand forecasts, the accuracy of which will not be known until the years forecast ~
2016 and 2017. In contrast, the key assumption about supply in 2016-2017 depends on events today—orders.
32
REDACTED
66. Despite the irrelevance of its short-term rates—which are not used by Genco and
the accuracy of which stand in contrast to the longer term rates that are relevant here—Marsoft
has expended some effort in a disingenous effort to portray its short term forecasts as superior to
those of the analysts used by Genco. Adopting a mode of analysis created by Blackstone (and
first sought to be introduced by Mr. O'Connell), Dr. Sterling purports to make a comparison
between older full-year forecasts by analysts and quarterly forecasts by Marsoft. The "analysis"
is based on treating each analyst's annual forecast as applicable to each quarter despite the
seasonality of the market, and comparing such manipulated estimates to Marsoft's quarterly
forecasts, judged from the date of Marsoft's issuance of the forecasts.
67. As Dr. Sterling is well aware, embedded in the full-year forecasts of the analysts
are different estimates for different quarters; indeed, some analysts expressly state their forecasts
by quarters. Jefferies, for example, has a 2014 forecast overall of $28,000 per day for Capesize
vessels in 2014, but that figure is composed of four different quarterly estimates: $20,000 in the
first quarter; $16,000 in the second; $24,000 in the third quarter; and $34,000 in the fourth
quarter (ECX 196). Yet Dr. Sterling (or Blackstone through Dr. Sterling) mistakenly treats
Jefferies as having projected a $28,000 daily rate for the first two quarters.10 I believe Dr.
Sterling has enough familiarity with rate forecasts to question whether this analysis could have
originated with Dr. Sterling. That it appears in a report signed by Dr. Sterling, in which he
asserts that equity analysts suffer from a "verified bias," is remarkable. I have set forth the
quarterly estimates of the analysts in ECX 224.
68. Even if the actual quarterly estimates of the analysts were used, the Marsoft
comparison would fail for the less spectacular reason that it makes a comparison between
10 The Panamax estimates also show that Jefferies's actual forecast for the first six months is considerably lower
than Marsoft's, notwithstanding Dr. Sterling's claim that equity analysts are biased toward optimistic forecasts.
33
REDACTED
forecasts made at different times. It demonstrates little to show that fresher, more recent
forecasts for the short term are generally more accurate that forecasts made previously for that
time period.
69. The short-term comparisons are ultimately beside the point. Marsoft is not used
by Genco for short-term forecasts but only for the last two years of its four-year forecast.
70. This is shown in the comparison of the Marsoft base case to the 10-year average
at 36 and 48 months, according to the Sterling Report at 19:
34
REDACTED
72. Marsoft's poor track record for longer term projections should preclude its use as
a sole source for 2016 and 2017 projections. Yet even if its track record were better, its 2016
2017 projections could not be reasonably relied on because they are based heavily on supply
assumptions that have proved incorrect.
73. Details on the approach to my forecast for 2017, along with a comparison to the
Marsoft forecast, are presented in the table below.
CMG Methodology and Rate Forecast for 2017 by Ship Type

Annual Summary of Historical 1 year Time Charter Rates
($/day)
Year Capesize Panamax Supramax Handysize
2004 61,050 34,323 29,448 17,323
2005 50,651 25,853 22,288 15,918
2006 45,246 22,155 21,881 14,710
2007 106,918 52,317 45,702 28,120
2008 111,529 55,637 45,510 29,486
2009 33,276 18,151 14,678 10,678
2010 32,967 24,559 20,847 15,662
2011 16,938 14,662 14,108 11,587
2012 13,685 9,706 10,130 8,234
2013 15,760 10,099 10,034 8,106
2014 26,036 14,214 12,679 9,838
10 year Average 46,732 25,607 22,482 15,424

Average (ex. 07-08) 32,845 19,302 17,344 12,451
Marsoft 2017 Forecast 12,500 10,700 11,500 8,800
% Difference 163% 80% 51% 41%
74. In sum, the Business Case's reliance on Marsoft projections for 2016 and 2017
cannot be supported, because the projections (made in February 2014) rely on a "key"
assumption that the ordering of vessels would "remain very high" throughout 2014 and 2015,
35
REDACTED
which has already proved incorrect. The very light ordering in the last several months means
fewer vessel deliveries in 2016, which not only renders any reliance on Marsoft's projections
unreasonable but supports the consensus-based projection for 2016.
75. The failure of Marsoft's key assumption on supply supports the observation of
Clarkson's Martin Stopford that "however sophisticated the model, the forecast is no better than
the assumptions...." Martin Stopford, Maritime Economics at 711 (3d ed., 2009) (ECX 225).
I declare under penalty of perjury pursuant to 28 U.S.C. §1746 that the foregoing
is true and correct.
Executed this 20th day of June, 2014.
/s/ Morten Arntzen

Morten Arntzen
36
REDACTED
Exhibit A
Summary Forecast
($ in millions)
2H FY FY FY
($ in millions) r 2014 T 2015 r 2016 r 2017
Spot rate revenue $ 64.3 $ 299.9 $ 329.5 $ 364.2

Time charter revenue (existing index charters) 71.0 26.0 - -
Less: commissions (6.8) (16.3) (16.5) (18.2)

Plus: Fuel efficiency revenues 0.6 3.1 3.9 5.0
Net Voyage Revenues 129.1 312.6 316.7 350.8
Service Revenue 4.6 9.6 9.4 9.4
Cash Revenues 133.7 322.2 326.0 360.2
Vessel Operating Expenses (51.2) (103.7) (107.0) (112.4)
General & Administrative Expense (11.4) (18.4) (18.7) (19.1)
Technical Management Fees (3.5) (7.2) (7.0) (7.0)
Cash EBITDA 67.5 192.9 193.3 221.7
Margin (%) 50.5% 59.9% 59.3% 61.5%
Drydock Expense:
Drydock expense (7.3) (11.7) (12.0) (8.7)
BWTS expense - - (10.6) (9.4)
Fuel efficiency upgrade expense (1.3) (1.6) (1.0) (1.1)
Total Drydock expense (8.6) (13.3) (23.6) (19.1)
Taxes (1.3) (2.6) (2.5) (2.4)
Unlevered Free Cash Flow $57.7 $177.0 $167.2 $200.2
Purchase of Vessels (pre-financing) - - (30.0) (90.0)
Cash Flow after Purchase of Vessels $57.7 $177.0 $137.2 $110.2
Note: Baltic commission income (included in Service Revenue) has been adjusted to reflect the
CMG rate forecast.
37

324 - Genco - Augustine Declaration

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14-11108-shl Doc 324 Filed 07/02/14 Entered 07/02/14 19:16:22 Main Document

SIDLEY AUSTIN LLP

James F. Conlan (pro hac vice)

Counsel for the Official Committee of

UNITED STATES BANKRUPTCY COURT

PLEASE TAKE NOTICE THAT:

The Official Committee of Equity Security Holders appointed in the above-captioned

annexed hereto as Exhibit A.

4. Redacted Declaration of Neil A. Augustine in Support of the Official Committee

2014, annexed hereto as Exhibit D; and

5. Redacted Declaration of Morten Arntzen in Support of the Official Committee of

dated June 20, 2014, annexed hereto as Exhibit E.

[The remainder of this page is intentionally left blank.]

Dated: New York, New York

SIDLEY AUSTIN LLP

/s/ Michael G. Burke__________

Counsel for the Official Committee of

Expert valuation report

3 Current dry bulk sector sentiment 16

6 Trading values analysis 36

7 Precedent transaction analysis 44

8 Discounted cash flow analysis 47

10 Market implied valuation 59

B Comparable peer group analysis supporting materials 65

C Supporting valuation analysis 68

D Debt trading levels since RSA date 72

E Historical control premia analysis 75

F Management contracts valuation 77

G Rothschild due diligence 80

3 512 HIS ROTHSCHILD

533858 l. Rothschild's qualifications

1.1 Rothschild's qualifications

• Worldwide reputation for excellence,

1.2 Rothschild's qualifications (cont'd)

• Lender negotiations (waivers, amendments, forbearance agreements)

m Exchange offers (debt-for-debt, debt-for-equity, hybrid)

• Distressed M&A both in-court (§363 sales) and out-of-court

• Pre-packaged and pre-negotiated chapter 11 plans

• Traditional chapter 11 plans

Rothschild's success in restructuring and debt advisory is a result of:

1.3 Rothschild's qualifications (cont'd)

Healthcare • Long-term care facilities

Media • Radio broadcasting, trade magazine publishing and cable telecommunications

1.4 Rothschild's qualifications (cont'd)

Education • For profit education and publishing

Software Industry • Enterprise information technology management software solutions

Transportation • Logistics and yellow bus

Telecommunications • Cellular / wireless, broadband, phone, DSL and long distance

Prior professional experience

||S @11 ROTHSCHILD

1.5 Rothschild's qualifications (cont'd)

1.6 Rothschild's qualifications (cont'd)

- Doral Financial Corp. - Mega Brands Inc. - Viasystems Group, Inc.

Aquilex Holdings LLC International Wireless Inc. Sbarro Holdings, LLC

1.7 Rothschild's qualifications (cont'd)

- Allen Systems Group - Milacron Holdings Inc.

533858 l. Rothschild's qualifications

To date, Rothschild hasn't been reimbursed for any fees or expenses

Rothschild's compensation is not contingent upon the nature of its findings

2.1 Overview of Genco

2.2 Overview of Genco (cont'd)

2006 2007 2008 2009 2010 2011 2012 2013

EE EBITDA Margin I# of vessels

Its recent Chapter 11 filing was a result of: