George Economou Files Definitive Proxy Statement and Sends Letter to Genco Shareholders - Seite 2

We urge you to vote on the BLUE universal proxy card today FOR the election of Mr. Pons to the Board and WITHHOLD on Mr. Dolphin’s re-election as a director. Below we provide further details on our thesis for change.

Genco’s Persistent Underperformance

Genco’s shares have consistently traded at a discount to the Company’s net asset value. In our view, this is because the Board has not utilized its significant cash position and cash flow to put in place shareholder-friendly actions to improve value. Such actions could have included share buybacks on the open market or via issuer tender offers, for example. This has negatively impacted shareholder value in the short term, preventing shareholders from realizing the benefits that would flow from a buyback program, and in the long term, by creating the assumption in the market that the Company is unlikely to pursue such initiatives in the future.

An Overbearing Chairman

We believe that the Board, and in particular Mr. Dolphin, has shown a disregard for shareholders’ best interests by refusing to take steps that could set the Company on a better path and ensure that its share price more appropriately reflects the value of its underlying assets and business operations. Based on our and our nominee’s interactions with the Board to date, we believe that Mr. Dolphin commands the Board with an iron fist. He has been a director for a decade, has little alignment with shareholders given his low ownership of Genco shares (see Table 1 below), and has little tolerance for dissenting opinions and shareholder input. We believe that the rest of the Board has fallen into line with Mr. Dolphin, and that as a result, the Board does not engage in sufficiently robust debate about the best ways to improve value for shareholders. A board chairman is supposed to keep order and help facilitate an environment for good decision-making – not use his powers to exercise complete dominion. Boardrooms do not need kings.

Table 1
Shares of Common Stock Beneficially Owned1
Name and Address of Beneficial Owner	Number	Percentage
...	...	...
James G. Dolphin	-(2)(3)	-