GENCO SHIPPING & TRADING LTD

Regulatory Filings • Apr 5, 2013

S-8 POS 1 kl04013.htm POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 kl04013.htm Licensed to: lkjlkj Document Created using EDGARizer 2020 5.4.4.0 Copyright 1995 - 2013 Thomson Reuters. All rights reserved.

As filed with the Securities and Exchange Commission on April 5, 2013

Registration No. 333-128936

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Post-Effective Amendment No. 1

to

Form S-8

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

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GENCO SHIPPING & TRADING LIMITED

(Exact name of Registrant as Specified in Charter)

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Republic of the Marshall Islands	98-0439758
(State or other jurisdiction of Incorporation or organization)	(I.R.S. Employer Identification Number)

GENCO SHIPPING & TRADING LIMITED 2005 EQUITY INCENTIVE PLAN

(Full title of the plan)

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299 Park Avenue, 12th Floor

New York, New York 10171

(212) 763-5600

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

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Robert Gerald Buchanan

President

299 Park Avenue, 12th Floor

New York, New York 10171

(212) 763-5600

(Name, address, including zip code, and telephone number, including area code, of agent for service)

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Copies to:

Thomas E. Molner, Esq.

Kramer Levin Naftalis & Frankel LLP

1177 Avenue of the Americas

New York, New York 10036

(212) 715-9100

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer £	Accelerated filer S
Non-accelerated filer £ (Do not check if a smaller reporting company)	Smaller reporting Company £

Deregistration of Securities

This Post-Effective Amendment No. 1 to Form S−8 (this “Amendment”) relates to the Registration Statement on Form S−8 (File No. 333-128936), filed with the Securities and Exchange Commission on October 11, 2005 (the “Registration Statement”), by Genco Shipping & Trading Limited, a Marshall Islands corporation (the “Registrant”). The Registration Statement registered the sale of 2,000,000 shares (the “Shares”) of the Registrant’s common stock, par value $0.01 per share (the “Common Stock”), issuable pursuant to the Registrant’s 2005 Equity Incentive Plan. This Amendment is being filed to deregister all unsold Shares registered pursuant to, and terminates the effectiveness of, the Registration Statement.

In accordance with undertakings made by the Registrant in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the Shares which remain unsold at the termination of the offering, the Registrant hereby removes from registration the Shares registered but unsold under the Registration Statement.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on April 5, 2013.

GENCO SHIPPING & TRADING LIMITED

By: /s/ Robert Gerald Buchanan

Name: Robert Gerald Buchanan

Title: President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed below by the following persons on April 5, 2013 in the capacities indicated.

Name	Title	Date
* __________ Peter C. Georgiopoulos	Chairman of the Board and Director	April 5, 2013
/s/ Robert Gerald Buchanan Robert Gerald Buchanan	President (Principal Executive Officer)	April 5, 2013
* __________ John C. Wobensmith	Chief Financial Officer, Principal Accounting Officer and Secretary	April 5, 2013
* __________ Nathanel C.A. Kramer		April 5, 2013
* __________ Basil G. Mavroleon		April 5, 2013
* __________ Robert C. North		April 5, 2013
* __________ Harry A. Perrin		April 5, 2013
* __________ Mark F. Polzin		April 5, 2013
/s/ Alfred E. Smith IV Alfred E. Smith IV		April 5, 2013

*Pursuant to the powers of attorney executed by each of the above named officers and directors and previously filed with the Securities and Exchange Commission.

• By: /s/ Robert Gerald Buchanan

Robert Gerald Buchanan, attorney in fact