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FORM
6-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
REPORT OF FOREIGN PRIVATE
ISSUER PURSUANT TO RULE 13A-16 OR
15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of September
2024
Commission File Number:
001-32458
DIANA SHIPPING INC.
(Translation of registrant's name into
English)
Pendelis 16, 175 64 Palaio Faliro, Athens, Greece
(Address of principal executive office)
Indicate by
check mark
whether the registrant
files or
will file annual
reports under
cover of
Form 20-F
or Form
40-
F.
Form 20-F [X]
Form 40-F [
]
INFORMATION CONTAINED
IN THIS FORM 6-K REPORT
Attached
to
this
Report
on
Form
6-K
as
Exhibit
99.1
is the
unaudited
interim
consolidated
financial
statements
of
Diana Shipping Inc. (the "Company") as of and for the six
months ended
June 30, 2024
.
The
information
contained
in
this
Report
on
Form
6-K
is
hereby
incorporated
by
reference
into
the
Company's
registration statements on Form F-3
(File Nos. 333-280693 and 333-266999)
that were filed with the
U.S. Securities
and Exchange Commission and became effective on
September 9, 2024 and September 16, 2022, respectively
.
SIGNATURES
Pursuant to
the requirements
of the
Securities Exchange
Act of
1934, the
registrant has
duly caused
this report
to
be signed on its behalf by the undersigned, thereunto duly authorized.
DIANA SHIPPING INC.
(registrant)
Dated: September 12, 2024
By:
/s/ Ioannis Zafirakis
Ioannis Zafirakis
Chief Financial Officer
2
Management's Discussion and Analysis Of
Financial Condition and Results Of Operations
The
following
management's
discussion
and
analysis
should
be
read
in
conjunction
with
our
interim
unaudited
consolidated
financial
statements
and
their
notes
attached
hereto.
This
discussion
contains
forward-looking
statements
that
reflect
our
current
views
with
respect
to
future
events
and
financial
performance.
Our
actual
results
may
differ
materially
from
those
anticipated
in
these
forward-looking
statements.
For additional information relating
to our management's
discussion and analysis
of financial
condition
and
results
of
operations,
please
see
our
annual
report
on
form 20-F
for
the
year
ended
December 31, 2023 filed with the with the SEC on April 5, 2024.
Our Operations
We
charter
our
vessels,
owned
and
bareboat
chartered-in,
to
customers
primarily
pursuant
to
short-,
medium-
and
long-term
time
charters.
Under
our
time
charters,
the
charterer
typically
pays
us
a
fixed
daily charter hire rate and bears all voyage expenses, including the cost of bunkers (fuel oil) and port and
canal
charges.
We
remain
responsible
for
paying
the
chartered
vessel's
operating
expenses,
including
the cost
of crewing,
insuring, repairing, and
maintaining the vessel,
the costs
of spares and
consumable
stores, tonnage taxes
and other miscellaneous
expenses, and we
also pay
commissions to one
or more
unaffiliated ship brokers and to
in-house brokers associated with the charterer for
the arrangement of the
relevant charter.
The
following
table
presents
certain
information
concerning
the
dry
bulk
carriers
in
our
fleet,
as
of
the
date of this report.
3
Fleet Employment (As of September 9, 2024)
VESSEL
SISTE
R
SHIPS*
GROSS RATE
(USD PER DAY)
COM**
CHARTERERS
DELIVERY DATE
TO
CHARTERERS***
REDELIVERY DATE TO
OWNERS****
NOTES
BUILT DWT
9 Ultramax Bulk Carriers
1
DSI Phoenix
A
16,500
5.00%
Bulk Trading SA
6-May-24
1/Aug/2025 - 30/Sep/2025
2017 60,456
2
DSI Pollux
A
14,000
4.75%
Cargill Ocean Transportation
(Singapore) Pte. Ltd.
28-Dec-23
20/Aug/2025 - 20/Oct/2025
2015 60,446
3
DSI Pyxis
A
14,250
5.00%
ASL Bulk Marine Limited
24-Sep-23
10/Oct/2024 - 10/Dec/2024
2018 60,362
4
DSI Polaris
A
13,100
5.00%
ASL Bulk Marine Limited
12-Nov-22
20-Jul-24
2018 60,404
15,400
5.00%
Stone Shipping Ltd
20-Jul-24
1/Jun/2025 - 15/Aug/2025
5
DSI Pegasus
A
14,000
5.00%
Reachy Shipping (SGP) Pte. Ltd.
7-Dec-22
5-Sep-24
2015 60,508
15,250
4.75%
Cargill Ocean Transportation
(Singapore) Pte. Ltd
5-Sep-24
1/Jun/2025 - 1/Aug/2025
6
DSI Aquarius
B
14,500
5.00%
Stone Shipping Ltd
18-Jan-24
1/Dec/2024 - 1/Feb/2025
2016 60,309
7
DSI Aquila
B
12,500
5.00%
Western Bulk Carriers AS
11-Nov-23
10/Nov/2024 - 10/Jan/2025
2015 60,309
8
DSI Altair
B
13,800
5.00%
Western Bulk Carriers AS
23-Jun-23
21/Sep/2024 - 10/Oct/2024
1
2016 60,309
9
DSI Andromeda
B
13,500
5.00%
Bunge SA, Geneva
27-Nov-23
20/Feb/2025 - 20/Apr/2025
2
2016 60,309
6 Panamax Bulk Carriers
10
LETO
16,000
5.00%
ASL Bulk Shipping Limited
3-May-24
1/Mar/2025 - 30/Apr/2025
2010 81,297
11
SELINA
C
12,000
4.75%
Cargill International S.A., Geneva
20-May-23
15/Sep/2024 - 15/Nov/2024
2010 75,700
12
MAERA
C
13,750
5.00%
ST Shipping and Transport Pte.
Ltd.
29-Jan-24
20/Nov/2024 - 20/Jan/2025
2013 75,403
13
ISMENE
12,650
5.00%
Paralos Shipping Pte., Ltd.
13-Sep-23
15/Apr/2025 - 30/Jun/2025
2013 77,901
14
CRYSTALIA
D
13,900
5.00%
Louis Dreyfus Company Freight
Asia Pte. Ltd.
4-May-24
4/Feb/2026 - 4/Jun/2026
2014 77,525
15
ATALANDI
D
15,800
5.00%
Quadra Commodities SA
28-May-24
20-Jul-24
2014 77,529
14,600
4.75%
Cargill International SA, Geveva
20-Jul-24
1/Jun/2025 - 31/Jul/2025
6 Kamsarmax Bulk Carriers
16
MAIA
E
13,500
5.00%
ST Shipping and Transport Pte.
Ltd.
23-Sep-23
30-Aug-24
3.4
2009 82,193
17
MYRSINI
E
17,100
5.00%
Cobelfret S.A. Luxembourg
25-Jun-24
1/Feb/2025 - 25/Mar/2025
2010 82,117
18
MEDUSA
E
14,250
5.00%
ASL Bulk Shipping Limited
14-May-23
10/Feb/2025 - 15/Apr/2025
2010 82,194
19
MYRTO
E
12,650
5.00%
Cobelfret S.A., Luxemburg
15-Jul-23
1/Nov/2024 - 15/Jan/2025
2013 82,131
20
ASTARTE
15,000
5.00%
Reachy Shipping (SGP) Pte. Ltd.
29-Apr-23
19-Aug-24
2013 81,513
14,000
5.00%
Paralos Shipping Pte. Ltd.
19-Aug-24
15/Jul/2025 - 15/Sep/2025
4
21
LEONIDAS P. C.
17,000
5.00%
Ming Wah International Shipping
Company Limited
22-Feb-24
20/Aug/2025 - 20/Oct/2025
2011 82,165
5 Post-Panamax Bulk Carriers
22
ALCMENE
13,150
5.00%
China Steel Express Corporation
1-Jun-24
11-Aug-24
5
2010 93,193
13,350
5.00%
11-Aug-24
25-Sep-24
23
AMPHITRITE
F
15,000
5.00%
Cobelfret S.A., Luxembourg
13-Jan-24
15/Nov/2024 - 15/Jan/2025
6
2012 98,697
24
POLYMNIA
F
17,500
5.00%
Reachy Shipping (SGP) Pte. Ltd.
8-Jun-24
1/Aug/2025 - 30/Sept/2025
2012 98,704
25
ELECTRA
G
14,000
4.75%
Aquavita International S.A.
3-Jun-24
15/Oct/2025 - 31/Dec/2025
2013 87,150
26
PHAIDRA
G
12,250
4.75%
Aquavita International S.A.
9-May-23
15/Sep/2024 - 15/Oct/2024
1
2013 87,146
9 Capesize Bulk Carriers
27
SEMIRIO
H
14,150
5.00%
Solebay Shipping Cape
Company Limited, Hong Kong
18-Aug-23
20/Nov/2024 - 30/Jan/2025
2007 174,261
28
HOUSTON
H
13,000
5.00%
EGPN Bulk Carrier Co., Limited
21-Nov-22
2-Sep-24
7
2009 177,729
29
NEW YORK
H
16,000
5.00%
SwissMarine Pte. Ltd., Singapore
11-Jun-23
1/Oct/2024 - 7/Dec/2024
2010 177,773
30
SEATTLE
I
17,500
5.00%
Solebay Shipping Cape
Company Limited, Hong Kong
1-Oct-23
15/Jul/2025 - 30/Sep/2025
2011 179,362
31
P.
S. PALIOS
I
27,150
5.00%
Bohai Shipping (HEBEI) Co., Ltd
7-May-24
1/Nov/2025 - 31/Dec/2025
2013 179,134
32
G. P. ZAFIRAKIS
J
17,000
5.00%
Solebay Shipping Cape
Company Limited, Hong Kong
12-Jan-23
14-Aug-24
4
2014 179,492
26,800
5.00%
Nippon Yusen Kabushiki Kaisha,
Tokyo
15-Sep-24
15/Aug/2026 - 15/Nov/2026
8
33
SANTA BARBARA
J
21,250
5.00%
Smart Gain Shipping Co., Limited
7-May-23
10/Oct/2024 - 10/Dec/2024
9
2015 179,426
34
NEW ORLEANS
20,000
5.00%
Kawasaki Kisen Kaisha, Ltd.
7-Dec-23
15/Aug/2025 - 31/Oct/2025
9
2015 180,960
35
FLORIDA
25,900
5.00%
Bunge S.A., Geneva
29-Mar-22
29/Jan/2027 - 29/May/2027
2
2022 182,063
4 Newcastlemax Bulk Carriers
36
LOS ANGELES
K
17,700
5.00%
Nippon Yusen Kabushiki Kaisha,
Tokyo
21-Jan-23
20-Jul-24
2012 206,104
28,700
20-Jul-24
1/Oct/2025 - 15/Dec/2025
37
PHILADELPHIA
K
22,500
5.00%
Nippon Yusen Kabushiki Kaisha,
Tokyo
4-Feb-24
20/Apr/2025 - 20/Jul/2025
2012 206,040
38
SAN FRANCISCO
L
22,000
5.00%
SwissMarine Pte. Ltd., Singapore
18-Feb-23
5/Jan/2025 - 5/Mar/2025
2017 208,006
39
NEWPORT NEWS
L
20,000
5.00%
Nippon Yusen Kabushiki Kaisha,
Tokyo
20-Sep-23
10/Mar/2025 - 10/Jun/2025
2017 208,021
Each dry bulk carrier is a “sister ship”, or
closely similar, to other dry bulk carriers that have the same letter.
** Total commission percentage paid to third parties.
*** In case of newly acquired vessel with
time charter attached, this date refers to the expected/actual
date of delivery of the vessel to the Company.
**** Range of redelivery dates, with the actual
date of redelivery being at the Charterers’
option, but subject to the terms, conditions, and
exceptions of the
particular charterparty.
5
1Based on latest information.
2Bareboat chartered-in for a period of ten years.
3Charterers have agreed for any time in excess
of the charter party period to pay the rate of
105% of the Baltic Panamax Index 5 TC average
as published by
the Baltic Exchange on a daily basis during
the excess period commencing from August 20,
2024 or the vessel’s present charter party rate, whichever
is
higher.
4Currently without an active charterparty. Vessel on scheduled drydocking.
5Redelivery date based on an estimated time charter
trip duration of about 45 days
6The charter rate will be US$12,250 per
day for the first 30 days of the charter period.
7Vessel has been sold and delivered to her new Owners on September
4, 2024.
8Estimated delivery date to the Charterers.
9Bareboat chartered-in for a period of eight years.
6
Factors Affecting Our Results of Operations
We believe that our results of operations are affected by the following factors:
(1)
Average
number
of
vessels
is
the
number
of
vessels
that
constituted
our
fleet
for
the
relevant
period,
as
measured
by
the
sum
of
the
number
of
days
each
vessel
was
a
part
of
our
fleet
during
the
period divided by the number of calendar days in the period.
(2)
Ownership
days
are
the
aggregate
number of
days in
a
period
during
which each
vessel
in
our
fleet has
been owned
by us.
Ownership days
are an
indicator of
the size
of our
fleet over
a period
and
affect both the amount of revenues and the amount of expenses that we
record during a period.
(3)
Available days are the
number of our ownership days less
the aggregate number of days that
our
vessels
are
off-hire
due
to
scheduled
repairs
or
repairs
under
guarantee,
vessel
upgrades
or
special
surveys
and the
aggregate amount
of
time
that we
spend
positioning our
vessels for
such events.
The
shipping industry
uses available
days to
measure the
number of
days in
a period
during which
vessels
should be capable of
generating revenues. Our method of
computing available days may not necessarily
be comparable to available days of other companies.
(4)
Operating days
are the
number of
available days
in a
period less
the aggregate
number of
days
that
our
vessels
are
off-hire
due
to
any
reason,
including
unforeseen
circumstances.
The
shipping
industry uses operating days to
measure the aggregate number
of days in a
period during which vessels
actually generate revenues.
(5)
We calculate
fleet utilization
by dividing
the number
of our
operating days
during a
period by
the
number of our
available days during
the period. The
shipping industry uses
fleet utilization to
measure a
company's
efficiency
in
finding
suitable
employment
for
its
vessels
and minimizing
the
number of
days
that its
vessels are
off-hire for
reasons other
than scheduled
repairs or
repairs under
guarantee, vessel
upgrades, special surveys or vessel positioning for such events.
(6)
Time
charter
equivalent
rate,
or
TCE,
is
defined
as
our
time
charter
revenues
less
voyage
expenses
during
a
period
divided
by
the
number
of
our
available
days
during
the
period,
which
is
consistent with
industry standards.
TCE is
a non-GAAP
measure, and
management believes
it is
useful
to investors
because it
is a
standard shipping
industry performance
measure used
primarily to
compare
daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage
charters,
because charter
hire rates
for
vessels
on
voyage
charters are
generally not
expressed in
per
day
amounts
while
charter
hire
rates
for
vessels
on
time
charters
are
generally
expressed
in
such
amounts. TCE is used by management to assess and compare
the vessels’ profitability.
(7)
Daily
vessel
operating
expenses,
which
include
crew
wages
and
related
costs,
the
cost
of
insurance,
expenses
relating
to
repairs
and
maintenance,
the
costs
of
spares
and
consumable
stores,
tonnage taxes
and other
miscellaneous expenses,
are calculated
by dividing
vessel operating
expenses
by ownership days for the relevant period.
The following table reflects such factors for the periods indicated:
7
For the six months ended June 30,
2024
2023
Ownership days
7,162
7,468
Available days
7,112
7,407
Operating days
7,078
7,377
Fleet utilization
99.5%
99.6%
Time charter equivalent (TCE) rate
$
15,078
$
17,910
The following table reflects the calculation of our TCE rates for
the periods presented:
For the six months ended June 30,
2024
2023
in thousands of US Dollars, except for days and
TCE rates
Time charter revenues
$
113,648
$
140,021
less: Voyage expenses
(6,413)
(7,364)
Time charter equivalent revenues
107,235
132,657
Available days
7,112
7,407
Time charter equivalent (TCE) rate
$
15,078
$
17,910
Time Charter Revenues
Our revenues are driven primarily by
the number of vessels in our
fleet, the number of days during which
our
vessels
operate
and
the
amount
of
daily
charter
hire
rates
that
our
vessels
earn
under
charters,
which, in turn, are affected by a number of factors, including:
●
the duration of our charters;
●
our decisions relating to vessel acquisitions and disposals;
●
the amount of time that we spend positioning our vessels;
●
the amount of time that our vessels spend in drydock undergoing
repairs;
●
maintenance and upgrade work;
●
the age, condition and specifications of our vessels;
●
levels of supply and demand in the dry bulk shipping industry.
Vessels
operating on time
charters for a
certain period of
time provide more
predictable cash flows
over
that
period
of
time
but
can
yield
lower
profit
margins than
vessels
operating in
the
spot
charter market
during periods characterized by favorable market conditions. Vessels operating in the spot charter market
generate
revenues
that
are
less
predictable
but
may
enable
their
owners
to
capture
increased
profit
margins during
periods of
improvements in
charter rates
although their owners
would be
exposed to the
risk of
declining charter rates,
which may have
a materially adverse
impact on financial
performance. As
we employ vessels
on period charters,
future spot charter
rates may be
higher or lower
than the rates
at
8
which
we
have
employed
our
vessels
on
period
charters.
Our
time
charter
agreements
subject
us
to
counterparty risk.
In depressed
market conditions,
charterers may
seek to
renegotiate the
terms of
their
existing
charter
parties
or
avoid
their
obligations
under
those
contracts.
Should
a
counterparty
fail
to
honor their obligations under agreements with
us, we could sustain significant losses
which could have a
material adverse effect on our business, financial condition, results of operations
and cash flows.
Voyage Expenses
We
incur
voyage
expenses
that
mainly
include
commissions
because
all
of
our
vessels
are
employed
under
time
charters that
require the
charterer to
bear
voyage
expenses such
as
bunkers (fuel
oil),
port
and canal
charges. Although
the charterer
bears the
cost of
bunkers, we
also have
bunker gain
or loss
deriving
from
the
price
differences
of
bunkers.
When
a
vessel
is
delivered
to
a
charterer,
bunkers
are
purchased
by
the
charterer
and
sold
back
to
us
on
the
redelivery
of
the
vessel.
Bunker
gain,
or
loss,
results
when
a
vessel
is
redelivered
by
her
charterer
and
delivered
to
the
next
charterer
at
different
bunker prices, or quantities.
We
currently pay
commissions ranging
from
4.75% to
5.00% of
the
total
daily charter
hire rate
of
each
charter
to
unaffiliated
ship
brokers,
in-house
brokers
associated
with
the
charterers,
depending
on
the
number of brokers
involved with arranging the
charter. In
addition, we pay
a commission to
DWM and to
DSS for
those vessels
for which
they provide
commercial management services.
The commissions
paid
to
DSS
are
eliminated
from
our
consolidated
financial
statements
as
intercompany
transactions.
The
effect
of
bunker
prices
cannot
be
determined,
as
a
gain
or
loss
from
bunkers
results
mainly
from
the
difference in
the value
of bunkers
paid by
the Company
when the
vessel is
redelivered to
the Company
from the
charterer under
the vessel’s
previous time
charter agreement
and the
value of
bunkers sold
by
the Company when the vessel is delivered to a new charterer.
Vessel Operating Expenses
Vessel
operating
expenses
include
crew
wages
and
related
costs,
the
cost
of
insurance,
expenses
relating
to
repairs
and
maintenance,
the
cost
of
spares
and
consumable
stores,
tonnage
taxes,
environmental plan costs and
HSQ and vetting. Our
vessel operating expenses generally represent fixed
costs.
Vessel Depreciation
The
cost
of
our
vessels
is
depreciated
on
a
straight-line
basis
over
the
estimated
useful
life
of
each
vessel. Depreciation is based on the
cost of the vessel less
its estimated salvage value. We
estimate the
useful life of
our dry bulk
vessels to be
25 years from the
date of initial
delivery from the
shipyard, which
we believe
is common
in the
dry bulk
shipping industry.
Furthermore, we estimate
the salvage
values of
our
vessels
based
on
historical
average
prices
of
the
cost
of
the
light-weight
ton
of
vessels
being
scrapped.
General and Administrative Expenses
We
incur
general
and
administrative
expenses
which
include
our
onshore
related
expenses
such
as
payroll
expenses
of
employees,
executive
officers,
directors
and
consultants,
compensation
cost
of
restricted stock
awarded to
senior management
and non-executive
directors, traveling,
promotional and
other
expenses
of
the
public
company,
such
as
legal
and
professional
expenses
and
other
general
expenses. General
and administrative
expenses are
not affected
by the
size of
the fleet.
However,
they
are affected by the exchange rate of the Euro to US Dollars,
as about half of our administrative expenses
are in Euro.
9
Interest and Finance Costs
We incur interest expenses and financing costs in
connection with vessel-specific debt, senior unsecured
bond
and
finance
liabilities.
As
of
June
30,
2024
total
long-term
debt
amounted
to
$491.1
million
and
finance liabilities
amounted to
$128.7 million.
While our bond
and finance
liabilities have
a fixed
interest
rate, the loan agreements with our banks have a floating rate based
on term SOFR plus a margin.
Inflation
Since
2022
there
have been
significant
global
inflationary pressures
which have
affected
our
operating
and drydocking costs.
Results of Operations
Six months ended June 30, 2024, compared to the six months ended
June 30, 2023
Time charter revenues.
Time charter revenues decreased by $26.4 million, or 19%, to $113.6 million for
the
six
months
ended
June
30,
2024,
compared
to
$140.0
million
for
the
same
period
of
2023.
The
decrease
in time
charter revenues
was
due to
the
decreased average
time
charter rate
of
$15,078 per
vessel
per
day
that
the
Company
achieved
for
its
vessels
in
the
six
months
ended
June
30,
2024,
compared
to
$17,910 in
the
same
period of
2023, representing
a 16%
decrease. This
decrease,
which
was due
to the
weakened market conditions,
was also
attributed to
the decreased
operating days
in the
six months ended
June 30, 2024,
compared to the
same period last
year, resulting
from the
decrease in
the
size
of
the
fleet
compared
to
the
same
period
last
year.
Operating
days
for
the
six
months
ended
June 30, 2024, were 7,078 compared to 7,377 for the same period of 2023.
Voyage expenses.
Voyage expenses decreased by $1.0 million,
or 14%, to $6.4 million in the
six months
ended June
30, 2024,
as compared
to $7.4
in the
six months
ended June
30, 2023.
The decrease
was
mainly
due
to
commissions,
for
which
voyage
expenses
is
primarily
comprised
of
and
which
in
the
six
months
ended
June
30,
2024
decreased
by
17%
to
$5.8
million
compared
to
$7.0
million
in
the
six
months ended June 30, 2023, due to the decrease in revenues. This decrease was partly offset
by a loss
on bunkers amounting to
$0.1 million compared to a
gain of $0.1 million in
the same period of
2023.
The
gain and
loss on
bunkers was mainly
due to
the difference
in the
price of bunkers
paid by
the Company
to
the
charterers
on
the
redelivery
of
the
vessels
from
the
charterers
under
the
previous
charter
party
agreements
and
the
price
of
bunkers
paid
by
charterers
to
the
Company
on
the
delivery
of
the
same
vessels to their charterers under new charter party agreements.
Vessel
operating
expenses.
Vessel
operating
expenses
decreased
by
$0.7
million,
or
2%,
to
$42.1
million in
the six
months ended
June 30,
2024, compared to
$42.8 million in
the six
months ended
June
30, 2023. The decrease in operating expenses is mainly attributable to the decrease in ownership days in
the six months ended June 30,
2024 by 306 days, which was
due to the decrease in the
size of the fleet.
The decrease in
operating expenses was
partly offset
by increased costs,
mainly in stores,
supplies and
repairs and maintenance expenses. Total
daily operating expenses were $5,883 in the six
months ended
June 30, 2024, compared to $5,726 in the six months ended June
30, 2023.
Depreciation
and
amortization
of
deferred
charges.
Depreciation
and
amortization
of
deferred
charges
decreased by $4.6 million, or 17%, to
$22.1 million in the six
months ended
June 30,
2024, compared to
$26.7
million in
the
six
months
ended
June
30,
2023.
This
fluctuation was
attributed to
the
decreased
depreciation due
to the
decrease in
the size
of the fleet
and the
change in
the scrap rate
from $250 per
to
$400 per lightweight ton.
10
General and
administrative expenses
. General and
administrative expenses
increased by
$1.0 million,
or
6%, to
$16.7 million
in the
six months
ended June
30, 2024,
compared to
$15.7 million
in the
six months
ended June 30, 2023. The increase was
mainly due to the increased payroll
costs,
travelling expenses and
legal
fees.
A
further
increase
was
attributed
due
to
increased
cost
on
restricted
stock
resulting
from
increased number of vested shares.
Management fees to related
party.
Management fees to a related
party amounted to $0.7
million in the
six
months
ended
June
30,
2024,
compared to
$0.6
million in
the
six
months
ended
June
30,
2023. The
increase is attributable to the increased average number of vessels managed by DWM
Gain on sale
of vessels
. Gain on
sale of
vessels amounted to
$1.6 million in
the six
months ended June
30, 2024, which is attributed to the sale of vessel Artemis during the first quarter of
2024, as compared to
$5.0
million in
the
six months
ended June
30,
2023,
which is
attributed to
the
sale of
vessels
Aliki and
Melia during the first quarter of 2023.
Interest
expense
and
finance
costs.
Interest
and
finance
costs
decreased
by
$0.1
or
0%
to
$23.7
million in
the six
months ended
June 30,
2024, compared to
$23.8 million in
the six
months ended
June
30, 2023. The decrease is attributable to decreased lease interest expense and loan expenses during the
six
months
ended
June
30,
2024
as
compared
to
the
same
period
in
2023.
This
decrease
was
partly
offset
by
increased
interest
expense
due
to
increased average
interest
rates,
also
offset
by
decreased
average long-term debt.
Interest and
other income
. Interest
and other
income increased
by $0.1
million, or
3%, to
$3.8 million in
the six
months ended
June 30,
2024, compared
to $3.7
million in
the six
months ended
June 30,
2023.
The increase is mainly attributable to the slightly increased average
amount of time deposits.
Loss
on
extinguishment
of
debt
.
Loss
on
extinguishment
of
debt
decreased
by
$0.7
million,
to
nil
as
compared to $0.7 million in the six
months ended
June 30,
2023, which is attributable to the loss derived
from the refinancing
of our existing
debt during
the six months ended June 30, 2023.
Gain on derivative instruments.
Gain on derivative
instruments
amounted to $0.4 million in the
six months
ended
June
30,
2024,
which
is
attributable to
the
gain
from
the
interest rate
swap
with
DNB which
the
Company entered on July 6, 2023.
Gain/(loss) on
investments.
Loss on investments amounted to $1.8 million in the
six months
ended June
30, 2024,
compared to
a gain
of $0.8
million for
the same
period of
2023 which
mainly derives
from the
fair value measurement of the investment in OceanPal,
resulting in a loss of $1.4 million. A further loss of
$0.4 million attributed to
the equity securities that
the Company invested and
sold during the first
quarter
of 2024. In the six months ended June 30, 2023, gain on investments amounted $0.8 million, attributed to
the gain that resulted from the distribution of
the investment in Series D preferred shares from the
sale of
vessel Melia to the Company’s common stockholders, being the difference between the fair value and the
carrying value of the investment.
Gain on deconsolidation of subsidiary.
Gain on deconsolidation of subsidiary decreased
by $0.8 million,
to
nil
as
compared
to
$0.8
million
in
the
six
months
ended
June
30,
2023,
which
derived
from
the
deconsolidation
of
a
wholly
owned
subsidiary
of
our
Company,
named
Bergen
Ultra
LP,
on
April
28,
2023.
11
Loss
on
warrants.
Loss
on
warrants
amounted to
$6.8
million
in
the
six
months
ended
June
30,
2024,
which
is
mainly
attributable
from
the
remeasurement
of
warrant
liability
and
the
gain
or
loss
from
the
settlement of the warrants that were exercised in the
six months ended June 30, 2024.
Gain/(loss)
from
equity
method
investments.
Loss
from
equity
method
investments
amounted to
$0.2
million in the six months ended June
30, 2024, compared to a gain of $0.2
million six months ended June
30, 2023,
which is mainly attributed due to
the loss from the
investment in Windward. This decrease was
partially offset due to the gain from the investment in DWM and
Bergen Ultra.
B.
Liquidity and Capital Resources
Our short-term
liquidity requirements
include paying
operating expenses,
payment of
dividends, funding
working capital requirements, interest
and principal payments on
outstanding debt and the
equity portion
of our
newbuilding vessel
installments and
maintaining cash
reserves to
strengthen our
position against
adverse
fluctuations
in
operating
cash
flows.
Our
primary
sources
of
short-term
liquidity
are
cash
generated
from
operating
activities,
available
cash
balances
and
portions
from
debt
and
equity
financings.
Our
long-term
liquidity
requirements
are
funding
vessel
acquisitions
and
debt
repayment.
Sources
of
funding
for
our
long-term
liquidity
requirements
include
cash
flows
from
operations,
bank
borrowings,
issuance of debt and equity securities, and vessel sales
As
of
June
30,
2024,
and
December
31,
2023,
working
capital,
which
is
current
assets
minus
current
liabilities,
including
the
current
portion
of
long-term
debt,
amounted
to
$88.8
million
and
$97.1
million,
respectively.
Cash and
cash equivalents,
including restricted
cash, was
$120.0 million
on June
30, 2024,
and $121.6
million on December
31, 2023. Restricted cash
consists of the
minimum liquidity requirements under
our
loan
facilities.
As
of
June
30,
2024,
and
December
31,
2023,
restricted
cash,
current
and
non-current,
amounted to $19.5
million and $20.0 million,
respectively.
We consider highly liquid
investments such as
time
deposits
and
certificates
of
deposit
with
an
original
maturity
of
around
three
months
or
less
to
be
cash equivalents. Cash and cash equivalents are primarily
held in U.S. dollars.
Net Cash Provided by Operating Activities
Net cash provided by operating activities decreased by $3.4 million, or 6%. In 2024, net cash provided by
operating
activities
was
$49.2 million
compared
to
net
cash
provided
by
operating
activities
of
$52.6 million in the six months ended June
30, 2023. This decrease in cash from
operating activities was
mainly due to decreased revenues because of lower time charter rates that our vessels earned
compared
to the
same period
last year.
This decrease
was partly
offset by
the sale
of the
equity securities
during
the first quarter of 2024.
Net Cash Provided by/(Used in) Investing Activities
Net
cash
used
in
investing
activities
was
$13.6 million
for
the
six
months
ended
June
30,
2024,
which
consists
of
$16.7
million
paid
for
vessel
acquisitions
and
improvements
due
to
new
regulations;
$12.5
million
of
proceeds
from
the
sale
of
vessel
Artemis
during
the
first
quarter
of
2024;
$26.7
million
paid
mainly
for
the
investment
in
Windward
consisting
of
advances
to
fund
the
construction
of
four
vessels
and working capital;
$2.8 million paid to
acquire property and
other assets and
$20.0 million of
proceeds
from time deposits that were placed prior year on time deposits with
maturities of over three months.
12
Net cash provided by
investing activities was $5.9 million
for the six months
ended June 30, 2023, which
consists
of
$29.1
million
paid
for
vessel
acquisitions
and
improvements
due
to
new
regulations;
$18.6
million of
proceeds from the
sale of
vessels Aliki and
Melia during the
first quarter
of 2023; $25.2
million
proceeds
from
convertible loan
with
limited
partnership;
$0.5
million
paid
to
acquire
property and
other
assets;
$0.8
million
cash
divested
from
deconsolidation
and
$7.5
million
placed
on
time
deposits
with
maturities of over three months.
Net Cash Used in Financing Activities
Net
cash
used
in
financing
activities
was
$37.1
million
for
the
six
months
ended
June
30,
2024,
which
consists of $14.7 million proceeds from issuance of common stock; $30.5 million of
indebtedness that we
repaid; and $2.9 million and $18.4 million of dividends paid on our Series B Preferred Stock and common
stock, respectively.
Net
cash
used
in
financing
activities
was
$12.2
million
for
the
six
months
ended
June
30,
2023,
which
consists of $57.7 million net proceeds relating to the refinance of our loans;
$0.1 million paid for issuance
of
common
stock;
$49.4
million
of
indebtedness
that
we
repaid;
$2.9
million
and
$15.9
million
of
dividends paid on our Series B Preferred Stock and common stock, respectively; and $1.6 million paid for
finance costs, associated with the refinancing of our loans.
F-1
Page
DIANA SHIPPING INC.
INDEX TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Balance Sheets as of June 30, 2024 (unaudited) and December
31, 2023
......
F-2
Unaudited
Consolidated
Statements
of
Comprehensive
income
for
the
six
months
ended
June 30, 2024 and 2023
................................
................................
................................
.........
F-3
Unaudited Consolidated Statements
of Stockholders' Equity
for the
six months
ended June
30, 2024 and 2023 ................................................................
................................
.................
F-4
Unaudited Consolidated Statements of Cash Flows for the six months ended
June 30, 2024
and 2023
................................
................................
................................
................................
F-5
Notes to Unaudited Interim Consolidated Financial Statements
................................
.............
F-7
F-2
DIANA SHIPPING INC.
CONSOLIDATED BALANCE SHEETS
June 30, 2024 (unaudited) and December 31,
2023
(Expressed in thousands of U.S. Dollars – except
for share and per share data)
June 30, 2024
December 31, 2023
ASSETS
Current Assets
Cash and cash equivalents
$
100,541
$
101,592
Time deposits (Note 2)
20,000
40,000
Accounts receivable, trade
7,278
5,870
Due from related parties (Note 4)
108
149
Inventories
4,715
5,056
Prepaid expenses and other assets
18,520
8,696
Investments in equity securities
-
20,729
Vessel held for sale
18,425
-
Fair value of derivatives
148
129
Total Current Assets
169,735
182,221
Fixed Assets:
Advances for vessels under construction (Note 6)
16,583
-
Vessels, net (Note 6)
851,898
900,192
Property and equipment, net (Note 7)
26,658
24,282
Total fixed assets
895,139
924,474
Other Noncurrent Assets
Restricted cash, non-current (Note 8)
19,500
20,000
Due from related parties, non-current (Note 4)
196
319
Equity method investments (Note 4)
42,209
15,769
Investments in related party (Note 5(a))
6,968
8,318
Other non-current assets
31
31
Deferred costs
14,721
15,278
Total Non-current Assets
978,764
984,189
Total Assets
$
1,148,499
$
1,166,410
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Current portion of long-term debt, net of deferred
financing costs (Note 8)
$
47,277
$
49,512
Current portion of finance liabilities, net of deferred
financing costs (Note 9)
9,398
9,221
Accounts payable
10,171
9,663
Due to related parties (Note 3)
219
759
Accrued liabilities
10,766
12,416
Deferred revenue
3,147
3,563
Total Current Liabilities
80,978
85,134
Non-current Liabilities
Long-term debt, net of current portion and deferred
financing costs (Note 8)
438,619
461,131
Finance liabilities, net of current portion and deferred
financing costs (Note 9)
118,193
122,908
Fair value of derivatives
226
568
Warrant liability (Note 11(e))
9,286
6,332
Other non-current liabilities
1,335
1,316
Total Noncurrent Liabilities
567,659
592,255
Commitments and contingencies (Note 10)
-
-
Stockholders' Equity
Preferred stock (Note 11)
26
26
Common stock, $
0.01
par value;
1,000,000,000
shares authorized and
125,089,231
and
113,065,725
issued and outstanding on June 30, 2024 and
December 31, 2023,
respectively (Note 11)
1,251
1,131
Additional paid in capital
1,134,104
1,101,425
Accumulated other comprehensive income
308
308
Accumulated deficit
(635,827)
(613,869)
Total Stockholders' Equity
499,862
489,021
Total Liabilities and Stockholders' Equity
$
1,148,499
$
1,166,410
The accompanying notes are an integral part of
these unaudited interim consolidated financial statements.
F-3
DIANA SHIPPING INC.
UNAUDITED CONSOLIDATED STATEMENTS
OF COMPREHENSIVE INCOME/(LOSS)
For the six months ended June 30, 2024 and 2023
(Expressed in thousands of U.S. Dollars – except for share and per share data)
2024
2023
REVENUES:
Time charter revenues
$
113,648
$
140,021
OPERATING EXPENSES
Voyage expenses
6,413
7,364
Vessel operating expenses
42,133
42,763
Depreciation and amortization of deferred charges
22,106
26,661
General and administrative expenses
16,729
15,695
Management fees to a related party (Note 4(a))
666
647
Gain on sale of vessels (Note 6)
(1,572)
(4,995)
Other operating income
(389)
(189)
Operating income, total
$
27,562
$
52,075
OTHER INCOME / (EXPENSES):
Interest expense and finance costs (Note 12)
(23,650)
(23,845)
Interest and other income
3,776
3,746
Gain on derivative instruments (Note 8)
361
-
Loss on extinguishment of debt
-
(748)
Gain on deconsolidation of subsidiary
-
844
Gain/(loss) on investments (Note 5)
(1,751)
761
Loss on warrants (Note 11(e))
(6,773)
-
Gain/(loss) from equity method investments (Note 4)
(231)
244
Total other expenses, net
$
(28,268)
$
(18,998)
Net comprehensive income/(loss)
$
(706)
$
33,077
Dividends on series B preferred shares (Notes 11(b) and 13)
(2,884)
(2,884)
Net comprehensive income/(loss) attributable to common stockholders
$
(3,590)
$
30,193
Earnings/(loss) per common share, basic
(Note 13)
$
(0.03)
$
0.31
Earnings/(loss) per common share, diluted
(Note 13)
$
(0.03)
$
0.30
Weighted average number of common shares outstanding, basic
(Note
13)
112,818,414
98,489,613
Weighted average number of common shares outstanding, diluted
(Note
13)
112,818,414
99,762,411
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
F-4
DIANA SHIPPING INC.
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
For the six months ended June 30, 2024 and 2023
(Expressed in thousands of U.S. Dollars – except
for share and per share data)
Preferred Stock
Series B
Preferred Stock
Series C
Preferred Stock
Series D
Common Stock
# of
Shares
Par
Value
# of
Shares
Par
Value
# of
Shares
Par
Value
# of Shares
Par
Value
Additional
Paid-in
Capital
Other
Comprehensive
Income
Accumulated
Deficit
Total Equity
BALANCE, December
31, 2022
2,600,000
$
26
10,675
$
-
400
$
-
102,653,619
$
1,027
$
1,061,015
$
253
$
(574,993)
487,328
Net Income
-
-
-
-
-
-
-
-
-
-
33,077
33,077
Issuance of Common
Stock
-
-
-
-
-
-
2,033,613
20
7,713
-
-
7,733
Issuance of Restricted
Stock and
Compensation Cost
(Note 8(g))
-
-
-
-
-
-
1,750,000
18
4,808
-
-
4,826
Dividends on Common
Stock
-
-
-
-
-
-
-
-
-
-
(31,931)
(31,931)
Dividends on Preferred
Stock (Note 8(b))
-
-
-
-
-
-
-
-
-
-
(2,884)
(2,884)
Dividends in Kind
-
-
-
-
-
-
-
-
-
-
(10,761)
(10,761)
BALANCE, June 30,
2023
2,600,000
$
26
10,675
$
-
400
$
-
106,437,232
$
1,065
$
1,073,536
$
253
$
(587,492)
$
487,388
BALANCE, December
31, 2023
2,600,000
$
26
10,675
$
-
400
$
-
113,065,725
$
1,131
$
1,101,425
$
308
$
(613,869)
$
489,021
Net loss
-
-
-
-
-
-
-
-
-
-
(706)
(706)
Issuance of Common
Stock (Note 11(e)
-
-
-
-
-
-
9,723,506
97
27,695
-
-
27,792
Issuance of Restricted
Stock and
Compensation Cost
(Note 11(g))
-
-
-
-
-
-
2,300,000
23
4,984
-
-
5,007
Dividends on Common
Stock (Note 11(f))
-
-
-
-
-
-
-
-
-
-
(18,368)
(18,368)
Dividends on Preferred
Stock (Note 11(b))
-
-
-
-
-
-
-
-
-
-
(2,884)
(2,884)
BALANCE, June 30,
2024
2,600,000
$
26
10,675
$
-
400
$
-
125,089,231
$
1,251
$
1,134,104
$
308
$
(635,827)
$
499,862
The accompanying notes are an integral part of
these unaudited interim consolidated financial statements.
F-5
DIANA SHIPPING INC.
CONSOLIDATED STATEMENTS
OF CASH FLOWS
For the six months ended June 30, 2024 and 2023
(Expressed in thousands of U.S. Dollars)
2024
2023
Cash Flows from Operating Activities:
Net income/(loss)
$
(706)
$
33,077
Adjustments
to
reconcile
net
income/(loss)
to
cash
provided
by
operating
activities
Depreciation and amortization of deferred charges
22,106
26,661
Amortization of debt issuance costs (Note 12)
1,253
1,293
Compensation cost on restricted stock (Note 11(g))
5,007
4,826
Gain on derivative instruments (Note 8)
(361)
-
Gain on sale of vessels (Notes 6)
(1,572)
(4,995)
(Gain)/loss on investments (Note 5)
1,751
(761)
Loss on extinguishment of debt
-
748
Gain on deconsolidation of subsidiary
-
(844)
(Gain)/loss from equity method investments (Note 4)
231
(244)
Loss on warrants (Note 11(e))
6,773
-
(Increase) / Decrease
Accounts receivable, trade
(1,408)
2,832
Due from related parties
164
35
Inventories
341
(95)
Prepaid expenses and other assets
(43)
(2,833)
Other non-current assets
-
(409)
Investments in equity securities
20,329
-
Increase / (Decrease)
Accounts payable, trade and other
508
(960)
Due to related parties
(540)
59
Accrued liabilities
(2,139)
(987)
Deferred revenue
(416)
(1,978)
Other non-current liabilities
19
77
Drydock cost
(2,114)
(2,947)
Net Cash Provided by Operating Activities
$
49,183
$
52,555
Cash Flows from Investing Activities:
Payments for vessels under construction and vessel improvements (Note 6)
(16,702)
(29,125)
Proceeds from sale of vessels, net of expenses (Note 6)
12,504
18,603
Payments to acquire investments (Note 4)
(26,671)
-
Time deposits (Note 2)
20,000
(7,500)
Payments to acquire other assets
-
(216)
Cash divested from deconsolidation
-
(771)
Proceeds from convertible loan with limited partnership
-
25,189
Payments to acquire property, furniture and fixtures (Note 7)
(2,755)
(308)
Net Cash Provided by / (Used in) Investing Activities
$
(13,624)
$
5,872
Cash Flows from Financing Activities:
Proceeds from issuance of long-term debt and finance liabilities
-
57,696
Proceeds from issuance of common stock, net of expenses (Note 11(e))
14,681
(76)
Payments of dividends, preferred stock (Note 11(b))
(2,884)
(2,884)
Payments of dividends, common stock (Note 11(f))
(18,368)
(15,965)
Payments of financing costs (Notes 8 and 9)
-
(1,656)
Repayments of long-term debt and finance liabilities (Notes 8 and 9)
(30,539)
(49,353)
Net Cash Used In Financing Activities
$
(37,110)
$
(12,238)
Cash, Cash Equivalents and Restricted Cash, Period Increase/(Decrease)
(1,551)
46,189
Cash, Cash Equivalents and Restricted Cash, Beginning Balance
121,592
97,428
Cash, Cash Equivalents and Restricted Cash, Ending Balance
$
120,041
$
143,617
RECONCILIATION OF CASH, CASH EQUIVALENTS
AND RESTRICTED CASH
Cash and cash equivalents
$
100,541
$
123,117
Restricted cash, non-current
19,500
20,500
Cash, Cash Equivalents and Restricted Cash, Total
$
120,041
$
143,617
F-6
SUPPLEMENTAL CASH FLOW INFORMATION
Non-cash acquisition of assets
$
-
$
7,809
Stock issued in noncash financing activities (Note 11(e))
13,111
7,809
Non-cash investments acquired
-
10,000
Noncash dividend
-
10,761
Interest paid, net of amounts capitalised
$
22,677
$
22,523
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-7
1.
Basis of Presentation and General Information and Recent Accounting
Pronouncements
The
accompanying
unaudited
interim
consolidated
financial
statements
include
the
accounts
of
Diana
Shipping Inc., or DSI and its
wholly owned subsidiaries (collectively,
the “Company”). DSI was formed on
March 8, 1999 as Diana Shipping Investment Corp. under the laws of the Republic of Liberia. In February
2005,
the
Company’s
articles
of
incorporation
were
amended.
Under
the
amended
articles
of
incorporation, the Company was renamed Diana Shipping Inc. and was re-domiciled from the Republic of
Liberia to the Republic of the Marshall Islands.
The
accompanying
unaudited
interim
consolidated
financial
statements
have
been
prepared
in
accordance
with
U.S.
generally
accepted
accounting
principles,
or
U.S.
GAAP,
for
interim
financial
information.
Accordingly,
they
do
not
include
all
the
information
and
notes
required
by
U.S.
GAAP
for
complete
financial
statements.
These
unaudited
interim
consolidated
financial
statements
have
been
prepared on the
same basis and
should be read
in conjunction with
the financial statements
for the year
ended
December
31,
2023
included
in
the
Company’s
Annual
Report
on
Form
20-F
filed
with
the
Securities
and
Exchange
Commission
on
April
5,
2024
and,
in
the
opinion
of
management,
reflect
all
adjustments,
which
include
only
normal
recurring
adjustments
considered
necessary
for
a
fair
presentation
of
the
Company's
financial
position,
results
of
operations
and
cash
flows
for
the
periods
presented.
Operating
results
for
the
six
months
ended
June
30,
2024,
are
not
necessarily indicative
of
the results that might be expected for the fiscal year ending December
31, 2024.
The
consolidated
balance
sheet
as
of
December 31,
2023,
has
been
derived
from
the
audited
consolidated
financial
statements
as
of
that
date,
but
does
not
include
all
information
and
footnotes
required by U.S. GAAP for complete financial statements.
The Company
is engaged
in the
ocean transportation
of dry
bulk cargoes
worldwide mainly
through the
ownership
and
bareboat
charter
in
of
dry
bulk
carrier
vessels.
The
Company
operates
its
own
fleet
through
Diana
Shipping
Services
S.A.
(or
“DSS”),
a
wholly
owned
subsidiary
and
through
Diana
Wilhelmsen Management Limited, or DWM, a
50
% owned joint venture (Note 4(a)). The fees paid to DSS
are eliminated on consolidation.
2.
Short-Term
Investments
The
Company
places
time
deposits
with
maturities
exceeding
three
months.
As
of
June
30,
2024
and
December
31,
2023,
Time
deposits
amounted
to
$
20,000
and
$
40,000
,
respectively,
separately
presented
as
Time
deposits
in
the
accompanying
consolidated
balance
sheets.
During
the
six
months
ended June
30, 2024
and 2023,
the
Company placed
new time
deposits exceeding
three months
of
nil
and $
20,000
, respectively, and during the same periods, deposits of $
20,000
and $
12,500
matured.
3.
Transactions with related parties
a)
Altair
Travel
Agency
S.A.
(“Altair”):
The
Company
uses
the
services
of
an
affiliated
travel
agent, Altair,
which is controlled by
the Company’s CEO
Mrs. Semiramis Paliou.
Travel expenses for
the
six months ended June 30, 2024 and 2023
amounted to $
1,288
and $
1,311
, respectively,
and are mainly
included
in
vessel
operating
expenses
and
general
and
administrative
expenses
in
the
accompanying
unaudited
interim
consolidated
statements
of
comprehensive
income/(loss).
As
of
June
30,
2024
and
December
31,
2023,
an
amount
of
$
219
and
$
62
,
respectively,
was
due
to
Altair,
included
in
due
to
related parties in the accompanying consolidated balance sheets.
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-8
b)
Steamship Shipbroking Enterprises Inc. or
Steamship:
Steamship is a company controlled by
our CEO
Mrs. Semiramis
Paliou.
Steamship provides
brokerage services
to DSI
for a
fixed monthly
fee
plus
commissions
on
the
sale
and
purchase
of
vessels,
pursuant
to
a
Brokerage
Services
Agreement
dated February 23,
2024. For the
six months ended
June 30, 2024
and 2023,
brokerage fees amounted
to
$
1,950
and
$
1,950
,
respectively,
included
in
general
and
administrative
expenses
in
the
accompanying
unaudited
interim
consolidated
statements
of
comprehensive
income/(loss).
For
the
six
months ended
June 30, 2024
and 2023, the
Company also
paid commissions on
the sale
and purchase
of vessels which amounted
to $
195
and $
226
, respectively,
included in the gain
on sale of vessels
in the
accompanying
unaudited
interim
consolidated
statements
of
comprehensive
income/(loss).
As
of
June
30,
2024
and
December
31,
2023,
an
amount
of
$
0
and
$
697
,
respectively,
was
due
to
Steamship,
included in due to related parties in the accompanying consolidated
balance sheets.
4.
Equity Method Investments
a)
Diana Wilhelmsen Management Limited, or DWM:
DWM is a joint venture between
Diana Ship
Management Inc., a
wholly owned subsidiary
of DSI, and
Wilhelmsen Ship Management
Holding AS, an
unaffiliated
third
party,
each
holding
50
%
of
DWM.
As
of
June
30,
2024
and
December
31,
2023,
the
investment
in
DWM
amounted
to
$
743
and
$
734
and
is
included
in
equity
method
investments
in
the
accompanying
consolidated
balance
sheets.
For
the
six
months
ended
June
30,
2024
and
2023,
the
investment
in
DWM
resulted
in
a
gain
of
$
8
and
$
202
,
respectively,
included
in
gain/(loss)
from
equity
method
investments in
the
accompanying
unaudited interim
consolidated statements
of
comprehensive
income/(loss).
DWM
provides
commercial
and
technical
management
to
six
of
the
Company’s
vessels
for
a
fixed
monthly fee and
a percentage of
their gross revenues.
Management fees for
the six months
ended June
30,
2024
and
2023
amounted
to
$
666
and
$
647
,
respectively,
and
are
separately
presented
as
management
fees
to
related
party
in
the
accompanying
unaudited
interim
consolidated
statements
of
comprehensive
income/(loss).
Commissions
during
the
six
months
ended
June
30,
2024
and
2023
amounted to
$
185
and
$
194
,
respectively,
and are
included in
voyage expenses,
in
the
accompanying
unaudited
interim
consolidated
statements
of
comprehensive
income/(loss).
As
of
June
30,
2024
and
December 31,
2023, there
was an
amount of
$
9
and $
25
, respectively,
due from
DWM included
in due
from related parties in the accompanying consolidated balance
sheets.
b)
Bergen
Ultra
LP,
or
Bergen:
Bergen
is
a
limited
partnership
which
was
established
for
the
purpose
of
acquiring,
owning,
chartering
and/or
operating
a
vessel
and
in
which
the
Company
has
partnership
interests
of
25
%.
For
the
six
months
ended
June
30,
2024
and
2023,
the
investment
in
Bergen resulted in gain of $
195
and $
42
, respectively and is included in
gain/(loss) on investments in the
accompanying
unaudited
interim
consolidated
statements
of
comprehensive
income/(loss).
As
of
June
30,
2024
and
December
31,
2023,
the
investment
in
Bergen
amounted
to
$
4,895
and
$
4,700
,
respectively,
and
is
included
in
equity
method
investments
in
the
accompanying
consolidated
balance
sheets.
The
Company
has
an
administrative
agreement
with
Bergen
under
which
it
provides
administrative
services
and
a
commission
agreement
under
which
it
guarantees
Bergen’s
loan
and
receives
a
commission of
0.8
% per annum on
the outstanding balance of
the loan, paid quarterly
(Note 10). For
the
six months ended June 30, 2024
and 2023, income from management fees from Bergen
amounted to $
8
and $
3
, respectively, included in time charter revenues and income from the commission paid on the loan
guarantee
amounted
to
$
17
and
$
22
,
respectively,
included
in
interest
and
other
income
in
the
2024
accompanying unaudited interim consolidated statement of
comprehensive income/(loss).
As of June 30,
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-9
2024, and
December 31,
2023, there
was an
amount of
$
295
and $
443
, respectively,
due from
Bergen
included in due from related parties, current and non-current.
c)
Windward
Offshore
GmbH,
or
Windward:
On
November
7,
2023,
the
Company
through
its
wholly owned subsidiary Diana
Energize Inc., or
Diana Energize, entered into
a joint venture
agreement,
with
two
unrelated
companies
to
form
Windward
Offshore
GmbH
&
Co.
KG
or
Windward,
based
in
Germany, for
the purpose of establishing and operating an
offshore wind vessel company with the aim
of
becoming a leading provider
of service vessels to
the growing offshore
wind industry and acquire certain
vessels. Diana Energize agreed to
contribute
50,000,000
Euro, being
45.87
% of the
limited partnership’s
capital
and
as
of
June
30,
2024
and
December
31,
2023,
the
investment
amounted
to
$
36,231
and
$
10,063
, respectively, mainly
consisting of advances to fund the construction of
four
vessels and working
capital. For
the six
months ended
June 30,
2024, the
investment in
Windward resulted in
a loss
of $
434
and
is
included
in
gain/(loss)
from
equity
method
investments
in
the
six
months
ended
June
30,
2024
accompanying unaudited interim consolidated statement of comprehensive
income/(loss).
d)
Cohen
Global
Maritime
Inc.,
or
Cohen:
On
September
12,
2023,
the
Company
through
its
wholly
owned
subsidiary
Cebu
Shipping
Company
Inc.,
or
Cebu,
acquired
24
%
of
Cohen,
a
company
organized in the Republic of the Philippines for the purpose of engaging in the manning agency business.
As
of
June
30,
2024
and
December
31,
2023,
the
Company’s
investment in
Cohen
amounted to
$
340
and $
272
, respectively,
consisting of
set up
costs and
advances paid
to acquire
the license
required to
engage in the manning agency business.
5.
Investments in related parties and other
a)
OceanPal Inc., or
OceanPal:
As of June
30, 2024 and
December 31, 2023,
the Company is
the
holder
of
500,000
Series
B
Preferred
Shares
and
207
Series
C
Convertible
Preferred
Shares
of
OceanPal and
3,649,474
common shares, being
49
% of OceanPal’s common stock.
Series
B
preferred
shares
entitle
the
holder
to
2,000
votes
on
all
matters
submitted
to
vote
of
the
stockholders of the
Company,
provided however,
that the total
number of votes
shall not exceed
34
% of
the
total
number
of
votes,
provided
further,
that
the
total
number
of
votes
entitled
to
vote,
including
common stock or any
other voting security,
would not exceed
49
% of the total
number of votes. Series B
Preferred Shares have no dividend or distribution rights.
Series
C
preferred
shares
do
not
have
voting
rights
unless
related
to
amendments
of
the
Articles
of
Incorporation that adversely alter
the preference, powers or
rights of the
Series C Preferred
Shares or to
issue
Parity
Stock
or
create
or
issue
Senior
Stock.
Series
C
preferred
shares
have
a
liquidation
preference equal to
the stated value
of $
1,000
and are convertible
into common stock
at the Company’s
option commencing upon the
first anniversary of the
issue date, at a
conversion price equal to
the lesser
of
$
6.5
and
the
10
-trading
day
trailing
VWAP
of
OceanPal’s
common
shares,
subject
to
adjustments.
Dividends on
each share
of Series
C Preferred
Shares are
cumulative and
accrue at
the rate
of
8
% per
annum. Dividends are payable in cash or, at OceanPal’s election, in kind.
As
of
June
30,
2024
and
December
31,
2023,
the
Company’s
investment
in
the
common
stock
of
OceanPal
amounted
to
$
6,788
and
$
8,138
,
respectively,
being
the
fair
value
of
OceanPal’s
common
shares
on
that
date,
determined
through
Level
1
inputs
of
the
fair
value
hierarchy,
and
the
Company
recorded
an
unrealized
loss
on
investment
of
$
1,351
,
included
in
gain/(loss)
on
investments,
in
the
accompanying unaudited interim consolidated statements of comprehensive
income/(loss).
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-10
As
of
June
30,
2024
and December
31,
2023, the
Company’s
investment in
Series
B
preferred shares
and
Series
C
preferred
shares,
amounted
to
$
180
and
$
180
,
respectively,
included
in
investments
in
related parties in the accompanying consolidated balance sheets.
For
the
six
months
ended
June
30,
2024
and
2023,
dividend
income
from
the
Series
C
and
Series
D
OceanPal preferred shares amounted to $
8
and $
567
, respectively, included in
interest and other income
in the accompanying unaudited interim consolidated statements
of comprehensive income/(loss).
b)
Investment
in
equity
securities:
During
the
first
quarter
of
2024,
the
Company
invested
an
additional amount of $
6,561
in equity securities of an
entity listed in the NYSE which as
of December 31,
2023 had a fair value of $
20,729
. The Company sold all securities during the first quarter resulting in
loss
of
$
400
included
in
gain/(loss)
on
investments
in
the
accompanying
unaudited
interim
consolidated
statements of comprehensive income/(loss).
6.
Advances for vessels under construction and Vessels, net
It
is
in
the
Company’s
normal
course
of
business
from
time
to
time
to
acquire
and
sell
vessels.
Accordingly, for the six months ended June 30, 2024, the Company entered into the below transactions.
Vessels under construction
On
February 8,
2024, the
Company signed
an agreement
to
order through
Marubeni Corporation
or
its
guaranteed
nominee,
an
unaffiliated
third
party,
two
81,200
dwt
methanol
dual
fuel
new-building
Kamsarmax dry bulk vessels,
for a purchase price
of $
46,000
each, built at Tsuneishi
Group (Zhoushan)
Shipbuilding Inc., China. The vessels
are expected to be delivered to
the Company by the second
half of
2027 and the first half of 2028 respectively. On February 15, 2024, the Company paid the first instalment,
which
amounted
to
$
8,050
for
each
vessel,
representing
17.5
%
of
the
contract
price.
As
of
June
30,
2024,
advances
for
vessels
under
construction
amounted
to
$
16,583
,
including
$
472
of
capitalized
interest.
Vessel Disposals
On January 19,
2024, the Company,
through a wholly
owned subsidiary,
entered into an
agreement with
an unrelated third party to sell the vessel Artemis for the sale price of $
12,990
, resulted in gain amounting
to $
1,572
. The vessel was delivered to the new owners on March 5, 2024.
On February 22, 2024, the Company, through a wholly owned subsidiary,
entered into an agreement with
an unrelated third party to sell the vessel Houston for the sale price of $
23,300
. The vessel was delivered
to the new owners on September 4, 2024 (Note 15).
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-
11
The
amount
reflected
in Vessels,
net
in
the
accompanying consolidated
balance sheets
is analyzed
as
follows:
Vessel Cost
Accumulated
Depreciation
Net Book
Value
Balance, December 31, 2023
$
1,114,247
$
(214,055)
$
900,192
- Additions for vessel improvements
118
-
118
- Vessel disposals
(20,993)
10,266
(10,727)
- Depreciation for the period
-
(19,260)
(19,260)
- Vessel held for sale
(25,008)
6,583
(18,425)
Balance, June 30, 2024
$
1,068,364
$
(216,466)
$
851,898
7.
Property and Equipment, net
The Company owns the land and building of its principal corporate offices in Athens, Greece and a plot of
a land. During the first quarter of 2024, the Company acquired from unaffiliated third
parties a plot of land
for the purchase price of Euro
310,000
and another plot of land for the purchase price of Euro
1,300,000
.
Other
assets
consist
of
office
furniture
and
equipment,
computer
software
and
hardware
and
vehicles.
The amount reflected in “Property and equipment, net” is analyzed as
follows:
Property and
Equipment
Accumulated
Depreciation
Net Book
Value
Balance, December 31, 2023
$
30,942
$
(6,660)
$
24,282
- Additions in property and equipment
2,755
-
2,755
- Depreciation for the period
-
(379)
(379)
Balance, June 30, 2024
$
33,697
$
(7,039)
$
26,658
8.
Long-term debt
The
amount of
long-term debt
shown in
the
accompanying consolidated
balance sheets
is
analyzed as
follows:
2024
2023
Senior unsecured bond
119,100
119,100
Secured long-term debt
371,966
397,857
Total long-term
debt
$
491,066
$
516,957
Less: Deferred financing costs
(5,170)
(6,314)
Long-term debt, net of deferred financing costs
$
485,896
$
510,643
Less: Current long-term debt, net of deferred financing
costs,
current
(47,277)
(49,512)
Long-term debt, excluding current maturities
$
438,619
$
461,131
Senior Unsecured Bond
:
On
June 22, 2021
, the
Company issued a
$
125,000
senior unsecured bond
maturing in
June 2026. The
bond ranks ahead of subordinated capital and ranks the
same with all other senior unsecured obligations
of
the
Company
other
than
obligations
which
are
mandatorily
preferred
by
law.
Entities
affiliated
with
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-12
executive officers
and directors of
the Company purchased
an aggregate of
$
21,000
principal amount of
the
bond.
The
bond
bears
interest
at
a
US
Dollar
fixed-rate
coupon
of
8.375
%
and
is
payable
semi-
annually in
arrears in
June and
December of
each year.
The bond
is callable
in whole
or in
part in
June
2024
at
a
price
equal
to
103.35
%
of
nominal
value;
between
June
2025
to
December
2025
at
a
price
equal to
101.675
% of nominal value and after December 2025 at a price equal to
100
% of nominal value.
On
June
29,
2023, the
Company
repurchased $
5,900
nominal value
of
the
bond
for
$
5,851
.
The
bond
includes
financial
and
other
covenants
and
is
trading
at
Oslo
Stock
Exchange under
the
ticker
symbol
“DIASH02”.
In June 2024, the
Company agreed to refinance the
bond with a new
issue in the amount
of $
150
million
maturing in 2029 at a fixed rate coupon of
8.75
% (Note 15).
Secured Term Loans:
Under
the
secured term
loans
outstanding as
of June
30,
2024,
32
vessels of
the
Company’s
fleet
are
mortgaged
with
first
preferred
or
priority
ship
mortgages,
having
an
aggregate
carrying
value
of
$
673,431
.
Additional
securities
required
by
the
banks
include
first
priority
assignment
of
all
earnings,
insurances,
first
assignment
of
time
charter
contracts
that
exceed
a
certain
period,
pledge
over
the
shares
of
the
borrowers,
manager’s
undertaking
and
subordination
and
requisition
compensation
and
either
a
corporate
guarantee
by
DSI
(the
“Guarantor”)
or
a
guarantee
by
the
ship
owning
companies
(where applicable), financial covenants, as well as operating account assignments. The lenders may also
require
additional
security
in
the
future
in
the
event
the
borrowers
breach
certain
covenants
under
the
loan
agreements.
The
secured
term
loans
generally
include
restrictions
as
to
changes
in
management
and ownership
of the
vessels, additional
indebtedness, as
well as
minimum requirements
regarding hull
cover ratio and minimum liquidity per vessel owned by the borrowers, or the Guarantor,
maintained in the
bank accounts of the borrowers, or the Guarantor.
As
of
June
30,
2024
and
December
31,
2023
minimum
cash
deposits required
to
be
maintained
at
all
times
under
the
Company’s
loan
facilities,
amounted
to
$
19,500
and
$
20,000
,
respectively
and
are
included in
restricted cash,
non-current in
the accompanying
consolidated balance
sheets. Furthermore,
the secured term loans
contain cross default provisions and
additionally the Company is
not permitted to
pay any dividends following the occurrence of an event of default.
As of June 30, 2024, the Company had the following agreements with banks, either as a borrower or as a
guarantor, to guarantee the loans of its subsidiaries:
Nordea Bank
AB, London
Branch (“Nordea”):
On September
30, 2022,
the
Company entered
into a
$
200
million loan
agreement to
finance the
acquisition price
of
9
Ultramax vessels.
The Company
drew
down $
197,236
under the loan,
in tranches for
each vessel on
their delivery to
the Company but
prepaid
$
21,937
in
December
2022
due
to
a
vessel
sale
and
leaseback
transaction.
The
loan
is
repayable
in
equal
quarterly
instalments
of
an
aggregate
amount
of
$
3,719
,
and
a
balloon
of
$
100,912
payable
together
with
the
last
instalment
on
October 11, 2027
.
The
loan
bears
interest
at
term
SOFR
plus
a
margin of
2.25
%.
On June 27, 2023, the Company drew down $
22,500
to refinance the balance of a previous loan with the
bank.
The
loan
is
repayable
in
twenty
equal
quarterly
instalments of
$
1,125
and
bears
interest at
term
SOFR plus a margin of
2.25
%. The loan matures on
June 27, 2028
.
Export-Import Bank of China:
On January 4,
2017, the Company drew
down $
57,240
under a secured
loan
agreement,
which
is
repayable
in
equal
quarterly
instalments
of
$
954
,
each,
until
its
maturity
on
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-13
January 4, 2032
and bears interest at term SOFR plus a margin of
2.45
%.
DNB
Bank
ASA
or
DNB:
On
June
26,
2023,
the
Company
entered
into
a
$
100,000
loan
agreement
which was
drawn
on June
27,
2023, to
refinance the
outstanding balance
of
the
ABN loans
mentioned
above
and
for
working
capital
purposes.
The
loan
is
repayable
in
26
equal
quarterly
instalments
of
$
3,846
until
December 27, 2029
, and
bears term
SOFR plus
a margin
of
2.2
%, subject
to sustainability
margin adjustment.
Additionally,
the loan
is subject
to a
margin reset,
according to
which the
borrowers
and the lenders
will enter into
discussions to agree
on a new
margin. Unless the
parties agree on
a new
margin, the loan
will be mandatorily
repayable on June
27, 2027. As
part of the
loan agreement, on
July
6,
2023,
the
Company
entered
into
an
interest
rate
swap
with
DNB
for
a
notional
amount
of
$
30,000
,
being
30
%
of
the
loan
amount
and
quarterly
amortization
of
$
1,154
.
Under
the
interest
rate
swap,
the
Company pays a
fixed rate of
4.268
% and receives
floating under term SOFR,
has a trade
date on June
27,
2023,
and
termination
date
on
December
27,
2029,
and
also
has
a
mandatory
break
on
June
27,
2027,
the
margin
reset
date
of
the
loan,
according
to
which
the
swap
will
be
terminated
if
the
loan
is
prepaid. As of
June 30, 2024
and December 31,
2023, the fair
value of the
interest rate swap
amounted
to
$
78
and
$
439
,
respectively,
and
is separately
presented in
current assets
and non-current
liabilities.
For
the
six
months
ended
June
30,
2024,
gain
from
the
interest
rate
swap
amounted
to
$
361
and
is
separately
presented
as
gain
on
derivative
instruments
in
the
2024
accompanying
unaudited
interim
consolidated statement of comprehensive income/(loss).
Danish Ship
Finance A/S
or Danish:
On April
12,
2023, the
Company signed
a term
loan facility
with
Danish, for
$
100,000
to refinance
the outstanding
balance of
the Company’s
loans with
DNB Bank
ASA
and
BNP,
mentioned
above
and
working
capital.
On
April
18
and
19,
2023,
the
Company
drew
down
$
100,000
which
is
repayable
in
twenty
equal
consecutive
quarterly
instalments
of
$
3,301
each
and
a
balloon of $
33,972
payable together with the last instalment
on April 19, 2028, and
bears interest at term
SOFR plus a margin of
2.2
%.
As
of
June
30,
2024
and
December
31,
2023,
the
Company
was
in
compliance
with
all
of
its
loan
covenants.
As of
June 30,
2024, the
maturities of
the Company’s
bond and
debt facilities
throughout their
term, are
shown
in
the
table
below
and
have
been
adjusted
to
take
into
account the
refinancing
of
the
two
loan
agreements
with
Nordea
with
a
new
loan
agreement
(Note
15(d))
and
the
issuance
of
the
new
Bond
(Note 15(b)). The table below does not include related debt issuance
costs.
Period
Principal Repayment
Year 1
$
49,487
Year 2
50,221
Year 3
50,221
Year 4
84,193
Year 5
156,116
Year 6 and
thereafter
100,828
Total
$
491,066
9.
Finance Liabilities
The amount
of finance
liabilities shown
in the
accompanying consolidated
balance sheet
is analyzed
as
follows:
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-14
June 30, 2024
December 31, 2023
Finance liabilities
128,690
133,337
Less: Deferred financing costs
(1,099)
(1,208)
Finance liabilities, net of deferred financing costs
$
127,591
$
132,129
Less: Current finance liabilities, net of deferred financing
costs,
current
(9,398)
(9,221)
Finance liabilities, excluding current maturities
$
118,193
$
122,908
On March
29,
2022, the
Company sold
Florida
to an
unrelated third
party for
$
50,000
and leased
back
the vessel
under a
bareboat agreement,
for a
period of
ten years
, under
which the
Company pays
hire,
monthly in
advance. Under
the bareboat
charter,
the Company
has the
option to
repurchase the
vessel
after
the
end of
the third
year
of the
charter period,
or each
year thereafter,
until the
termination of
the
lease, at specific prices, subject to
irrevocable and written notice to the
owner. If
not repurchased earlier,
the Company
has the
obligation to
repurchase the
vessel for
$
16,350
, on
the expiration
of the
lease on
the tenth year.
On August 17, 2022, the
Company entered into
two
sale and leaseback agreements with two
unaffiliated
Japanese
third
parties
for
New
Orleans
and
Santa
Barbara,
for
an
aggregate
amount
of
$
66,400
.
The
vessels were delivered
to their buyers
on September 8,
2022 and September 12,
2022, respectively and
the Company
chartered in
both vessels
under bareboat
charter parties for
a period
of
eight years
, each,
and has purchase options beginning at the end of the
third year of each vessel's bareboat charter period,
or
each
year
thereafter,
until
the
termination
of
the
lease,
at
specific
prices,
subject
to
irrevocable
and
written notice to the
owner.
If not repurchased earlier,
the Company has the
obligation to repurchase the
vessels for $
13,000
, each, on the expiration of each lease on the eighth year.
On
December
6,
2022,
the
Company
sold
DSI
Andromeda
to
an
unrelated third
party
for
$
29,850
and
leased back the vessel under a bareboat agreement, for a period of
ten years
, under which the Company
pays hire,
monthly in
advance. Under
the
bareboat charter,
the
Company has
the option
to repurchase
the
vessel
after
the
end
of
the
third
year
of
the
charter
period,
or
each
year
thereafter,
until
the
termination
of the
lease, at
specific prices,
subject to
irrevocable and
written notice
to
the
owner.
If not
repurchased
earlier,
the
Company
has
the
obligation
to
repurchase
the
vessel
for
$
8,050
,
on
the
expiration of the lease on the tenth year.
Under the bareboat charter parties, the Company is responsible for the operation and maintenance of the
vessels and the
owner of the
vessels shall not
retain any control,
possession, or command of
the vessel
during the charter period.
The
Company
determined that,
under
ACS
842-40
Sale
and
Leaseback
Transactions,
the
transactions
are
failed
sales
and
consequently the
assets
were
not
derecognized from
the
financial
statements
and
the proceeds from the
sale of the vessels
were accounted for as financial
liabilities. As of June
30, 2024,
the weighted average remaining
lease term of
the above lease
agreements was
7.20
years, the average
interest
rate
was
4.83
%
and
the
sublease
income
during
the
six
months
ended
June
30,
2024
was
$
14,678
, included in time charter revenues.
As of
June 30,
2024, and
throughout the
term of
the leases,
the Company
has annual
finance liabilities
as shown in the table below:
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-15
Period
Principal Repayment
Year 1
$
9,606
Year 2
10,012
Year 3
10,438
Year 4
10,916
Year 5
11,358
Year 6 and
thereafter
76,360
Total
$
128,690
10.
Commitments and Contingencies
a)
Various
claims, suits,
and complaints,
including those
involving government
regulations and
product
liability,
arise
in
the
ordinary
course
of
the
shipping
business.
In
addition,
losses
may
arise
from
disputes with
charterers, agents, insurance
and other
claims with
suppliers relating to
the operations
of
the
Company’s
vessels.
The
Company
accrues for
the
cost
of
environmental and
other
liabilities
when management becomes
aware that
a liability is
probable and is
able to
reasonably estimate the
probable exposure.
The Company’s
vessels are
covered for
pollution in
the amount
of $
1
billion per
vessel per incident, by the P&I Association in which the Company’s vessels
are entered.
b)
Pursuant
to
the
sale
and
lease
back
agreements
signed
between
the
Company
and
its
counterparties,
the
Company
has
purchase
obligations
to
repurchase
the
vessels
Florida,
Santa
Barbara, New
Orleans
and
DSI Andromeda
upon expiration
of their
lease contracts,
as described
in
Note 9.
c)
On March
30, 2023,
the Company
entered into
a
corporate guarantee
with Nordea
under which
the
Company
guarantees
the
performance
by
Bergen
of
all
of
its
obligations
under
the
loan
until
the
maturity of the
loan on March 30,
2028 (Note 4 (b)).
The Company considers the
likelihood of having
to make any
payments under the
guarantee to be
remote, as the
loan is also
secured by an
account
pledge
by
Bergen,
first
preferred
mortgage
on
the
vessel,
a
first
priority
general
assignment
of
the
earnings,
insurances
and
requisition
compensation
of
the
vessel,
a
charter
party
assignment,
a
partnership interests
security deed,
and a
manager’s undertaking. Accordingly,
as of
June 30,
2024,
the Company did not record a provision for losses under the guarantee of Bergen’s loan amounting to
$
14,155
on that date.
d)
As
of
June
30,
2024,
the
Company
had
total
obligations
under
shipbuilding
contracts
amounting
to
$
75,900
(Note 6).
e)
As of June
30, 2024, the
Company’s vessels,
owned and chartered-in,
were fixed under
time charter
agreements, considered operating
leases. The minimum
contractual gross charter
revenue expected
to
be
generated from
fixed
and
non-cancelable time
charter
contracts
existing
as
of
June
30,
2024
and until their expiration was as follows:
Period
Amount
Year 1
$
125,272
Year 2
21,070
Year 3
5,491
Total
$
151,833
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-16
11.
Capital Stock and Changes in Capital Accounts
a)
Preferred
stock
:
As
of
June
30,
2024,
and
December
31,
2023,
the
Company’s
authorized
preferred stock
consists of
50,000,000
shares, respectively
(all
in
registered form),
par
value
$
0.01
per
share, of
which
1,000,000
shares are
designated as
Series A
Participating Preferred
Shares,
5,000,000
shares
are
designated
as
Series
B
Preferred
Shares,
10,675
shares
are
designated
as
Series
C
Preferred Shares and
400
shares are designated as Series D Preferred Shares. As of June 30, 2024 and
December
31,
2023,
the
Company
had
zero
Series
A
Participating
Preferred
Shares
issued
and
outstanding.
b)
Series
B
Preferred
Stock:
As
of
June
30,
2024,
and
December
31,
2023,
the
Company
had
2,600,000
Series B
Preferred Shares
issued and
outstanding with
par value
$
0.01
per share,
at $
25.00
per share and with liquidation preference at $
25.00
per share.
Holders of Series B Preferred Shares have
no voting rights other than the ability, subject to certain exceptions, to elect one director if dividends for
six quarterly dividend periods (whether or not consecutive) are in arrears and certain other limited
protective voting rights.
Also, holders
of Series
B Preferred
Shares rank
prior to
the holders
of common
shares with respect to
dividends, distributions and payments upon
liquidation and are subordinated to
all
of the existing and future indebtedness.
Dividends
on
the
Series
B
Preferred
Shares
are
cumulative
from
the
date
of
original
issue
and
are
payable on the
15th day of
January,
April, July and
October of
each year at
the dividend rate
of
8.875
%
per
annum,
or
$
2.21875
per
share
per
annum.
For
the
six
months
ended
June
30,
2024
and
2023,
dividends
on
Series
B
Preferred Shares
amounted to
$
2,884
and
$
2,884
,
respectively.
Since
February
14, 2019, the
Company may redeem,
in whole or
in part, the
Series B Preferred
Shares at a
redemption
price of
$
25.00
per share
plus an
amount equal
to all
accumulated and
unpaid dividends
thereon to
the
date of redemption, whether or not declared.
c)
Series
C
Preferred
Stock
:
As
of
June
30,
2024,
and
December
31,
2023,
the
Company
had
10,675
shares
of
Series
C
Preferred
Stock,
issued
and
outstanding,
with
par
value
$
0.01
per
share,
owned by an affiliate
of its Chief Executive Officer,
Mrs. Semiramis Paliou.
The Series C Preferred Stock
votes with the common shares of the Company, and each share entitles the holder thereof to 1,000 votes
on all matters submitted to a vote of the shareholders of the Company.
The Series C Preferred Stock has
no dividend or liquidation
rights and cannot be
transferred without the consent
of the Company except to
the holder’s affiliates and immediate family members.
d)
Series D Preferred Stock
: As of June
30, 2024, and December 31,
2023, the Company had
400
shares of Series D Preferred Stock, issued and outstanding, with par value $
0.01
per share, owned by an
affiliate
of
its
Chief
Executive
Officer,
Mrs.
Semiramis
Paliou.
The
Series
D
Preferred
Stock
is
not
redeemable
and
has
no
dividend
or
liquidation
rights.
The Series D Preferred Stock vote with the
common shares of the Company, and each share of the Series D Preferred Stock entitles the holder
thereof to up to 200,000 votes,
on
all matters
submitted to
a vote
of the
stockholders of
the
Company,
provided however, that,
notwithstanding any other provision of the
Series D Preferred Stock statement of
designation, to the extent that
the total number of votes
one or more holders
of Series D Preferred Stock
is
entitled
to
vote
(including
any
voting
power
of
such
holders
derived
from
Series
D
Preferred
Stock,
shares of
Common Stock
or any
other voting
security of
the Company
issued and
outstanding as
of the
date hereof or
that may be
issued in the
future) on any
matter submitted to
a vote of
stockholders of the
Company would
exceed
36.0
% of
the total
number of
votes eligible
to be
cast on
such matter,
the total
number
of
votes
that
holders
of
Series
D
Preferred
Stock
may
exercise
derived
from
the
Series
D
Preferred
Stock
together
with
Common
Shares
and
any
other
voting
securities
of
the
Company
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-17
beneficially owned by such holder,
shall be reduced to
36
% of the total number of votes that
may be cast
on such matter submitted to a vote of stockholders.
e)
Issuance
of Common
Shares:
On
January 30,
2023, the
Company issued
2,033,613
common
shares, at
$
3.84
, to
Sea Trade
upon exercise
by Sea
Trade
of a
warrant it
held for
the acquisition
of a
vessel. The
Company did
no
t receive any
proceeds from the
exercise of the
warrants by Sea
Trade and
the exercise price
of the shares
issued was included
in the price
of the vessels
acquired.
During the first
half
of
2024,
the
Company
issued
9,723,506
common
shares,
having
a
value
of
$
27,792
,
net
of
expenses, or $
2.86
per share, upon the exercise of
6,321,891
warrants issued in 2023 and distributed as
dividend,
on
December
14,
2023,
to
the
Company’s
shareholders.
The
Company received
$
14,681
of
proceeds, net of fees, from the exercise of the warrants.
If all warrants were exercised as of June 30, 2024, the Company would have issued
35,434,896
common
shares with
a fair
value of
$
101,327
and would
have received
$
90,452
of gross
proceeds. The warrants
were
measured
on
the
date
of
distribution
at
fair
value,
determined
through
level
1
account
hierarchy,
being the
opening price of
the warrants
on the
NYSE on
the date
of distribution as
they are
listed under
the
ticker
DSX_W.
As of
June 30,
2024
and December
31,
2023, the
warrant liability,
measured at
fair
value,
amounted to
$
9,286
and $
6,332
,
respectively.
During the
six months
ended June
30,
2024, loss
from
warrants
amounted to
$
6,773
and
is
separately presented
in
the
2024
consolidated statement
of
comprehensive income/(loss).
f)
Dividend
on
Common
Stock:
On
March
12,
2024,
the
Company
paid
a
cash
dividend
on
its
common stock
of $
0.075
per share,
or $
8,989
to shareholders
of record
as of
March 5,
2024. On
June
18,
2024,
the
Company
paid
a
cash
dividend
on
its
common
stock
of
$
0.075
per
share,
or
$
9,379
,
to
shareholders of record as of June 12, 2024.
g)
Incentive
Plan:
As
of
June
30,
2024,
11,144,759
shares
remained
reserved
for
issuance
according to the Company’s incentive plan.
Restricted stock for the six months ended June 30, 2024 and 2023 is analyzed
as follows:
Number of Shares
Weighted Average
Grant Date Price
Outstanding as of December 31, 2022
7,866,589
$
3.07
Granted
1,750,000
4.54
Vested
(2,822,753)
3.05
Outstanding as of June 30, 2023
6,793,836
$
3.45
Outstanding as of December 31, 2023
6,793,836
$
3.45
Granted
2,300,000
2.96
Vested
(2,996,334)
3.38
Outstanding as of June 30, 2024
6,097,502
$
3.30
The
fair
value
of
the
restricted
shares
has
been
determined
with
reference
to
the
closing
price
of
the
Company’s
stock
on
the
date
such
awards
were
approved
by
the
Company’s
board
of
directors.
The
aggregate compensation
cost
is
recognized ratably
in
the
consolidated statement
of
income/(loss) over
the
respective vesting
periods.
For
the
six
months
ended
June
30,
2024
and
2023,
compensation cost
amounted to $
5,007
and $
4,826
, respectively,
and is included
in general and
administrative expenses in
the accompanying unaudited interim consolidated statements of comprehensive
income/(loss).
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-18
As
of
June
30,
2024
and
December
31,
2023,
the
total
unrecognized
cost
relating
to
restricted
share
awards was
$
16,679
and $
14,880
, respectively.
As of
June 30,
2024, the
weighted-average period
over
which
the
total
compensation
cost
related
to
non-vested
awards
not
yet
recognized
is
expected
to
be
recognized is
1.93
years.
12.
Interest and Finance Costs
The
amounts
in
the
accompanying
consolidated
statements
of
comprehensive
income/(loss)
are
analyzed as follows:
For the six months ended June 30,
2024
2023
Interest expense, debt
$
19,074
$
18,929
Finance liabilities interest expense
3,217
3,420
Amortization of debt and finance liabilities issuance costs
1,253
1,293
Loan and other expenses
106
203
Interest expense and finance costs
$
23,650
$
23,845
13.
Earnings/(loss) per Share
All common
shares issued
(including the
restricted shares
issued under
the Company’s
incentive plans)
are
the
Company’s
common
stock
and
have
equal
rights
to
vote
and
participate
in
dividends.
The
calculation of basic earnings per share does not treat the non-vested shares (not considered participating
securities)
as
outstanding
until
the
time/service-based
vesting
restriction
has
lapsed.
The
dilutive effect
on
unexercised
warrants
that
are
in-the-money,
is
computed
using
the
treasury
stock
method
which
assumes that the proceeds upon exercise of these warrants are
used to purchase common shares at the
average market price for the period. Incremental shares are the number of shares assumed issued under
the treasury
stock method
weighted for
the periods
the non-vested
shares were
outstanding. During
the
six months
ended June
30, 2023,
there were
1,272,798
incremental shares included
in the
denominator
of
the
diluted
earnings
per
share
calculation.
For
the
six
months
ended
June
30,
2024,
incremental
shares were
no
t included
in the
calculation of
the diluted
earnings per
share, as
the
Company incurred
losses and the effect of such shares would be anti-dilutive.
Net
comprehensive
income/(loss)
attributable
to
common
stockholders
is
adjusted
by
the
dividends
on
Series
B
Preferred Stock.
Net comprehensive
income/(loss) attributable
to
common
stockholders is
not
further adjusted by
the unrealized loss
on warrants as
of June 30,
2024 to calculate
the diluted earnings
per share because it would have an anti-dilutive effect.
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-19
For the six months ended June 30,
2024
2023
Net comprehensive income/(loss)
$
(706)
$
33,077
Dividends on series B preferred shares
(2,884)
(2,884)
Net comprehensive income/(loss) attributable to common
stockholders
$
(3,590)
$
30,193
Weighted average number of common shares, basic
112,818,414
98,489,613
Earnings/(loss) per share, basic
$
(0.03)
$
0.31
Weighted average number of common shares, basic
112,818,414
98,489,613
Incremental shares
-
1,272,798
Weighted average number of common shares, diluted
112,818,414
99,762,411
Earnings/(loss) per share, diluted
$
(0.03)
$
0.30
14.
Financial Instruments and Fair Value Disclosures
Interest rate risk and concentration of credit risk
Financial instruments,
which potentially
subject the
Company to
significant concentrations
of credit
risk,
consist
principally
of
cash
and
trade
accounts
receivable.
The
ability
and
willingness
of
each
of
the
Company’s counterparties to perform their
obligations under a contract depend upon a
number of factors
that
are
beyond
the
Company’s
control
and
may
include,
among
other
things,
general
economic
conditions,
the
state
of
the
capital
markets,
the
condition
of
the
shipping
industry
and
charter
hire
rates. The Company’s credit risk with financial institutions is limited as it has temporary cash investments,
consisting
mostly
of
deposits,
placed
with
various
qualified
financial
institutions
and
performs
periodic
evaluations of the relative credit
standing of those financial institutions.
The Company limits its credit
risk
with
accounts
receivable
by
performing
ongoing
credit
evaluations
of
its
customers’
financial
condition
and by receiving payments of hire in
advance. The Company, generally,
does not require collateral for its
accounts receivable and does not have any agreements to
mitigate credit risk.
For the six months ended June 30, 2024 and 2023 charterers that individually
accounted for
10
% or more
of the Company’s time charter revenues were as follows:
For the six months ended June 30,
Charterer
2024
2023
Cargill International SA
*
16%
*Less than 10%
The
Company
is
exposed
to
interest
rate
fluctuations
associated
with
its
variable
rate
borrowings.
On
July 6,
2023, the company
entered into an
interest rate swap
with DNB (Note
8) to
manage part of
such
exposure.
Fair value of assets and liabilities
The
carrying
values
of
financial
assets
reflected
in
the
accompanying
consolidated
balance
sheet
approximate their
respective fair
values due
to the
short-term nature
of these
financial instruments.
The
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-20
fair
value
of
long-term
bank
loans
with
variable
interest
rates
approximates
the
recorded
values,
generally due to their variable interest rates.
Fair value measurements disclosed
As of June 30, 2024,
the Bond having a fixed interest
rate and a carrying value of
$
119,100
(Note 8) had
a
fair
value
of
$
123,090
determined
through
the
Level
1
input
of
the
fair
value
hierarchy
as
defined
in
FASB guidance for Fair Value Measurements.
Other Fair value measurements
December 31,
2023
Quoted Prices
in Active
Markets
(Level 1)
Significant
Other
Observable
Inputs (Level 2)
Significant
Other
Observable
Inputs (Level 3)
Assets
Recurring fair value measurements
Investments in equity securities
$
20,729
$
20,729
$
$
Investments in related party
8,315
8,138
177
Interest rate swap, asset
129
129
Total
recurring fair value measurements
$
29,173
$
28,867
$
129
$
177
Non-recurring fair value measurements
Equity method investments
$
4,519
$
$
4,519
Long-lived assets held for use
7,809
7,809
Total
non-recurring fair value measurements
$
12,328
$
7,809
$
4,519
Liabilities
Recurring fair value measurements
Warrant liability
$
6,332
$
6,332
$
Interest rate swap, liability
568
568
Total
recurring fair value measurements
$
6,900
$
6,332
$
568
June 30, 2024
Quoted Prices
in Active
Markets
(Level 1)
Significant
Other
Observable
Inputs (Level 2)
Significant
Other
Observable
Inputs (Level 3)
Assets
Recurring fair value measurements
Investments in equity securities
Investments in related party
$
6,968
$
6,788
$
-
$
180
Interest rate swap, asset
148
148
Total
recurring fair value measurements
$
7,116
$
6,788
$
148
$
180
Liabilities
Recurring fair value measurements
Warrant liability
$
9,286
$
9,286
$
-
Interest rate swap, liability
226
226
Total
recurring fair value measurements
$
9,512
$
9,286
$
226
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2024
(Expressed in thousands of U.S. Dollars – except share, per share
data, unless otherwise stated)
F-21
15.
Subsequent Events
a)
Exercise
of
warrants:
Since
July
1,
2024
and
until
September
12,
2024,
the
Company
issued
65,715
shares
of
common
stock,
resulting
to
$
164
of
proceeds
from
the
exercise
of
41,085
warrants.
b)
Bond Issue:
On July
2, 2024, the
Company issued a
new bond
of $
150
million, maturing
in July
2029
to
refinance
the
existing
$
125
million
bond
maturing
in
June
2026
(note
8).
The
existing
bond
was
settled
on
July
8,
2024
and
the
Company
incurred
a
loss
of
about
$
3,990
,
resulting
from the call premium.
c)
Series B
Preferred Stock Dividends
: On
July 15,
2024, the
Company paid a
quarterly dividend
on its series B preferred stock,
amounting to $
0.5546875
per share, or $
1,442
, to its stockholders
of record as of July 12, 2024.
d)
Loan
refinancing:
On
July
25,
2024,
the
Company
entered
into
a
new
loan
agreement
with
Nordea
to
refinance
the
two
existing
loan
agreements
with
the
bank
having
an
outstanding
balance of
$
167,263
. The
new loan
agreement will mature
in
six years
and will have
a margin
of
2.00
% over term SOFR.
e)
Delivery of Vessel:
On September 4, 2024, the vessel Houston was delivered to her new owners
(Note 6).