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Published: 2023-09-26 00:00:00 ET
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dsx-20230630
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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
2023
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 [
 
]
Indicate
 
by check
 
mark
 
if
 
the
 
registrant
 
is submitting
 
the Form
 
6-K
 
in
 
paper
 
as
 
permitted
 
by
 
Regulation
 
S-T
 
Rule
101(b)(1): [
 
].
Note
:
 
Regulation
 
S-T
 
Rule
 
101(b)(1)
 
only
 
permits
 
the
 
submission
 
in
 
paper
 
of
 
a
 
Form
 
6-K
 
if
 
submitted
 
solely
 
to
provide an attached annual report to security holders.
Indicate
 
by check
 
mark
 
if
 
the
 
registrant
 
is submitting
 
the Form
 
6-K
 
in
 
paper
 
as
 
permitted
 
by
 
Regulation
 
S-T
 
Rule
101(b)(7): [
 
].
Note
: Regulation
 
S-T Rule
 
101(b)(7) only
 
permits
 
the submission
 
in paper
 
of a
 
Form 6-K
 
if submitted
 
to furnish
 
a
report or
 
other document
 
that the
 
registrant foreign
 
private issuer
 
must furnish
 
and make
 
public under
 
the laws
 
of
the
 
jurisdiction
 
in
 
which
 
the
 
registrant
 
is
 
incorporated,
 
domiciled
 
or
 
legally
 
organized
 
(the
 
registrant's
 
"home
country"), or
 
under the
 
rules of
 
the home
 
country exchange
 
on which
 
the registrant's
 
securities are
 
traded, as
 
long
as
 
the
 
report
 
or
 
other
 
document
 
is
 
not
 
a
 
press
 
release,
 
is
 
not
 
required
 
to
 
be
 
and
 
has
 
not
 
been
 
distributed
 
to
 
the
registrant's
 
security
 
holders,
 
and,
 
if
 
discussing
 
a
 
material
 
event,
 
has
 
already
 
been
 
the
 
subject
 
of
 
a
 
Form
 
6-K
submission or other Commission filing on EDGAR.
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, 2023
.
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. 333-256791 and
 
333-266999) that were filed
 
with the U.S. Securities
and Exchange Commission and became effective on July
 
9, 2021 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 26, 2023
By:
/s/ Ioannis Zafirakis
 
 
Ioannis Zafirakis
 
 
Chief Financial Officer
 
 
 
 
 
 
 
3
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
 
operation,
 
please
 
see
 
our
 
annual
 
report
 
on
 
form 20-F
 
for
 
the
 
year
 
ended
December 31, 2022 filed with the with the SEC on March 27, 2023.
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.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4
Fleet Employment (As of September 25, 2023)
VESSEL
SISTER
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
13,250
5.00%
ASL Bulk Marine Limited
04/Nov/22
4/Mar/2024 - 4/May/2024
2017 60,456
2
DSI Pollux
A
17,000
5.00%
Delta Corp Shipping Pte.
Ltd.
27/Oct/22
27/Dec/2023 - 27/Feb/2024
2015 60,446
3
DSI Pyxis
A
17,100
4.75%
Cargill Ocean Transportation
Singapore Pte. Ltd.
16/Oct/22
28/Aug/2023
1
2018 60,362
14,250
5.00%
ASL Bulk Marine Limited
24/Sep/23
10/Oct/2024 - 10/Dec/2024
4
DSI Polaris
A
13,100
5.00%
ASL Bulk Marine Limited
12/Nov/22
12/May/2024 - 12/Jul/2024
2
2018 60,404
5
DSI Pegasus
A
14,000
5.00%
Reachy Shipping (SGP) Pte.
Ltd.
07/Dec/22
15/Jul/2024 - 15/Sep/2024
2015 60,508
6
DSI Aquarius
B
14,200
5.00%
Engelhart CTP Freight
(Switzerland) SA
01/Feb/23
10/Jan/2024 - 25/Mar/2024
2016 60,309
7
DSI Aquila
B
13,300
5.00%
Western Bulk Carriers AS
22/Nov/22
10/Oct/2023 - 15/Nov/2023
3
2015 60,309
8
DSI Altair
B
13,800
5.00%
Western Bulk Carriers AS
23/Jun/23
10/Aug/2024 - 10/Oct/2024
2016 60,309
9
DSI Andromeda
B
14,250
5.00%
Western Bulk Carriers AS
17/Nov/22
16/Oct/2023 - 16/Dec/2023
4, 5
2016 60,309
7 Panamax Bulk Carriers
10
ARTEMIS
10,000
5.00%
ASL Bulk Shipping Limited
17/Jun/23
4/Oct/2023 - 15/Oct/2023
3
2006 76,942
11
LETO
14,500
4.75%
Cargill International S.A.,
Geneva
29/Jan/23
1/Mar/2024 - 30/Apr/2024
2010 81,297
12
SELINA
C
12,000
4.75%
Cargill International S.A.,
Geneva
20/May/23
15/Sep/2024 - 15/Nov/2024
2010 75,700
13
MAERA
C
12,000
4.75%
Cargill International S.A.,
Geneva
16/Dec/22
28/Oct/2023 - 28/Dec/2023
2013 75,403
14
ISMENE
14,000
5.00%
ST Shipping and Transport
Pte. Ltd.
10/Jan/23
25/Aug/2023
6
2013 77,901
12,650
5.00%
Paralos Shipping Pte., Ltd.
13/Sep/23
15/Apr/2025 - 30/Jun/2025
15
CRYSTALIA
D
12,500
5.00%
Reachy Shipping (SGP) Pte.
Ltd.
08/Nov/22
06/Sep/23
2014 77,525
11,250
5.00%
06/Sep/23
20/Feb/2024 - 20/Apr/2024
16
ATALANDI
D
13,250
4.75%
Aquavita International S.A.
15/Feb/23
5/Mar/2024 - 5/May/2024
2014 77,529
6 Kamsarmax Bulk Carriers
17
MAIA
E
25,000
5.00%
Hyundai Glovis Co. Ltd.
24/May/22
23/Sep/2023
7
2009 82,193
13,500
5.00%
ST Shipping and Transport
Pte. Ltd.
23/Sep/23
15/Jun/2024 - 20/Aug/2024
18
MYRSINI
E
15,000
5.00%
Salanc Pte. Ltd.
22/Nov/22
20/Apr/2024 - 28/Jun/2024
2010 82,117
19
MEDUSA
E
14,250
5.00%
ASL Bulk Shipping Limited
14/May/23
10/Feb/2025 - 15/Apr/2025
2010 82,194
20
MYRTO
E
18,000
5.00%
Tata NYK Shipping Pte. Ltd.
03/Aug/22
15/Jul/23
2013 82,131
12,650
5.00%
Cobelfret S.A., Luxemburg
15/Jul/23
1/Nov/2024 - 15/Jan/2025
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5
21
ASTARTE
15,000
5.00%
Reachy Shipping (SGP) Pte.
Ltd.
29/Apr/23
1/Aug/2024 - 1/Oct/2024
2013 81,513
22
LEONIDAS P. C.
17,000
4.75%
Cargill International S.A.,
Geneva
17/Mar/23
17/Feb/2024 - 17/Apr/2024
8
2011 82,165
5 Post-Panamax Bulk Carriers
23
ALCMENE
13,000
5.00%
SwissMarine Pte. Ltd.,
Singapore
02/Jan/23
10/Jan/2024 - 25/Mar/2024
2010 93,193
24
AMPHITRITE
F
14,250
5.00%
Cobelfret S.A., Luxemburg
09/Nov/22
1/Dec/2023 - 15/Feb/2024
2012 98,697
25
POLYMNIA
F
15,000
5.00%
Cobelfret S.A., Luxemburg
14/Jan/23
1/Apr/2024 - 31/May/2024
9
2012 98,704
26
ELECTRA
G
14,500
5.00%
Cobelfret S.A., Luxemburg
13/Apr/23
1/Jun/2024 - 1/Aug/2024
2013 87,150
27
PHAIDRA
G
12,250
4.75%
Aquavita International S.A.
09/May/23
1/Sep/2024 - 15/Nov/2024
2013 87,146
10 Capesize Bulk Carriers
28
SEMIRIO
H
19,700
5.00%
C Transport Maritime Ltd.,
Bermuda
15/Dec/21
18/Aug/23
2007 174,261
14,150
5.00%
Solebay Shipping Cape
Company Limited, Hong
Kong
18/Aug/23
20/Nov/2024 - 30/Jan/2025
29
BOSTON
H
17,000
5.00%
ST Shipping and Transport
Pte. Ltd.
06/May/23
15/Jul/2024 - 15/Oct/2024
2007 177,828
30
HOUSTON
H
13,000
5.00%
EGPN Bulk Carrier Co.,
Limited
21/Nov/22
1/Jul/2024 - 31/Aug/2024
2009 177,729
31
NEW YORK
H
16,000
5.00%
SwissMarine Pte. Ltd.,
Singapore
11/Jun/23
1/Oct/2024 - 7/Dec/2024
2010 177,773
32
SEATTLE
I
26,500
5.00%
Solebay Shipping Cape
Company Limited, Hong
Kong
02/Mar/22
28/Sep/2023 - 15/Oct/2023
3
2011 179,362
33
P.
 
S. PALIOS
I
31,000
5.00%
Classic Maritime Inc.
11/Jun/22
15/Apr/2024 - 30/Jun/2024
2013 179,134
34
G. P. ZAFIRAKIS
J
17,000
5.00%
Solebay Shipping Cape
Company Limited, Hong
Kong
12/Jan/23
15/Jun/2024 - 15/Aug/2024
2014 179,492
35
SANTA BARBARA
J
21,250
5.00%
Smart Gain Shipping Co.,
Limited
07/May/23
10/Oct/2024 - 10/Dec/2024
10
2015 179,426
36
NEW ORLEANS
32,000
5.00%
Engelhart CTP Freight
(Switzerland) SA
25/Mar/22
20/Nov/2023 - 31/Jan/2024
10
2015 180,960
37
FLORIDA
25,900
5.00%
Bunge S.A., Geneva
29/Mar/22
29/Jan/2027 - 29/May/2027
5
2022 182,063
4 Newcastlemax Bulk Carriers
38
LOS ANGELES
K
17,700
5.00%
Nippon Yusen Kabushiki
Kaisha, Tokyo
15/Jan/23
20/May/2024 - 5/Aug/2024
2012 206,104
39
PHILADELPHIA
K
26,000
5.00%
C Transport Maritime Ltd.,
Bermuda
12/Apr/22
1/Feb/2024 - 15/Apr/2024
2012 206,040
40
SAN FRANCISCO
L
22,000
5.00%
SwissMarine Pte. Ltd.,
Singapore
18/Feb/23
5/Jan/2025 - 5/Mar/2025
2017 208,006
41
NEWPORT NEWS
L
28,000
5.00%
Koch Shipping Pte. Ltd.,
Singapore
16/Dec/21
01/Jul/23
2017 208,021
23,500
5.00%
01/Jul/23
20/Sep/23
20,000
5.00%
Nippon Yusen Kabushiki
Kaisha, Tokyo
20/Sep/23
10/Mar/2025 - 10/Jun/2025
* 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.
 
6
**** 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.
1Vessel on scheduled drydocking from August 28, 2023 to September
 
24, 2023.
2Vessel on scheduled drydocking from June 18, 2023 to July 5, 2023.
3Based on latest information.
4The fixture includes the option for redelivery of
 
vessel east of Suez against a gross ballast bonus
 
of US$250,000.
5Bareboat chartered-in for a period of ten years.
6Vessel on scheduled drydocking from August 25, 2023 to September
 
13, 2023.
7Vessel off hire for 3.93 days.
8Vessel off hire for 6.83 days.
9The charter rate was US$10,000 per day for the
 
first 30 days of the charter period.
10Bareboat chartered-in for a period of eight years.
 
7
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.
 
(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 rates, or TCE rates, are 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. Voyage expenses include port charges, bunker (fuel) expenses, canal
charges and
 
commissions. TCE
 
rate 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.
(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:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8
For the six months ended June 30,
2023
2022
Ownership days
7,468
6,202
Available days
7,407
5,974
Operating days
7,377
5,919
Fleet utilization
99.6%
99.1%
Time charter equivalent (TCE) rate
 
$
17,910
$
23,400
The following table reflects the calculation of our TCE rates for the
 
periods presented:
For the six months ended June 30,
2023
2022
in thousands of US Dollars, except for days and
TCE rates
Time charter revenues
$
140,021
$
140,456
less: Voyage expenses
 
(7,364)
(663)
Time charter equivalent revenues
 
132,657
139,793
Available days
 
7,407
5,974
Time charter equivalent (TCE) rate
 
$
17,910
$
23,400
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
 
9
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.
 
10
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,
 
2023
 
total
 
long-term
 
debt
 
amounted
 
to
 
$542.9
 
million
 
and
finance liabilities
 
amounted to
 
$137.9 million.
 
While our bond
 
and finance
 
liabilities have
 
a fixed
 
interest
rate,
 
the
 
loan
 
agreements
 
with
 
our
 
banks
 
have
 
a
 
floating
 
rate
 
based
 
on
 
LIBOR
 
or
 
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, 2023, compared to the six months ended
 
June 30, 2022
Time charter revenues.
 
Time charter revenues decreased by
 
$0.5 million, or 0.4%, to $140.0 million
 
for
the
 
six
 
months
 
ended
 
June
 
30,
 
2023,
 
compared
 
to
 
$140.5
 
million
 
for
 
the
 
same
 
period
 
of
 
2022.
 
The
decrease
 
in time
 
charter revenues
 
was
 
due to
 
the
 
decreased average
 
time
 
charter rate
 
of
 
$17,910 per
vessel
 
per
 
day
 
that
 
the
 
Company
 
achieved
 
for
 
its
 
vessels
 
in
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2023,
compared to
 
$23,400 in
 
the same
 
period of
 
2022, representing an
 
23% decrease.
 
This decrease,
 
which
was
 
due
 
to
 
the
 
weakened
 
market
 
conditions,
 
was
 
offset
 
by
 
increased
 
revenues
 
due
 
to
 
increased
operating days in
 
the six months ended
 
June 30, 2023, compared
 
to the same
 
period last year,
 
resulting
from the
 
increase in
 
the size
 
of the
 
fleet compared
 
to the
 
same period
 
last year.
 
Operating days
 
for the
six months ended June 30, 2023, were 7,377 compared
 
to 5,919 for the same period of 2022.
Voyage expenses.
 
Voyage expenses increased by $6.7 million, or 957%, to $7.4 million in the six months
ended June
 
30, 2023,
 
as compared
 
to
 
$0.7 in
 
the six
 
months ended
 
June 30,
 
2022. This
 
increase was
due to a gain on
 
bunkers amounting to $0.1 million compared to a
 
gain of $6.6 million in the same period
of
 
2022.
 
The
 
gain
 
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
 
increased
 
by
 
$8.0
 
million,
 
or
 
23%,
 
to
 
$42.8
million in
 
the six
 
months ended
 
June 30,
 
2023, compared to
 
$34.8 million in
 
the six
 
months ended
 
June
30, 2022. The
 
increase in operating
 
expenses is mainly
 
attributable to the
 
increase in ownership
 
days in
the six months ended June 30, 2023 by 1,266 days,
 
which was due to the increase in the size of the fleet.
In
 
addition,
 
total
 
daily
 
operating
 
expenses
 
were
 
$5,726
 
in
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2023,
compared to $5,615 in the six months ended June 30, 2022,
 
representing a 2% increase.
 
Depreciation
 
and
 
amortization
 
of
 
deferred
 
charges.
 
Depreciation
 
and
 
amortization
 
of
 
deferred
 
charges
increased by $6.2 million, or
 
30%, to
 
$26.7 million in the
 
six
 
months
 
ended
 
June
 
30,
 
2023, compared to
$20.5
 
million
 
in
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2022.
 
This
 
fluctuation was
 
attributed to
 
the
 
increased
depreciation due to the
 
increase in the size
 
of the fleet. This
 
was partly offset by
 
decreased amortization of
deferred
 
cost,
 
due
 
to
 
the
 
decreased
 
number
 
of
 
vessels
 
that
 
underwent
 
scheduled
 
drydock
 
and
 
special
surveys in the first half of 2023 compared to the same period in 2022.
 
 
 
11
General and
 
administrative expenses
. General and
 
administrative expenses
 
increased by
 
$0.8 million,
 
or
5%, to
 
$15.7 million
 
in the
 
six months
 
ended June
 
30, 2023,
 
compared to
 
$14.9 million
 
in the
 
six months
ended June 30, 2022. The increase was mainly
 
due to the increased payroll costs
 
and travelling expenses.
This increase was partially
 
offset by the decreased
 
compensation cost of restricted
 
stock resulting from the
accelerated
 
vesting
 
of
 
restricted
 
shares
 
of
 
a
 
board
 
member
 
who
 
resigned
 
in
 
May
 
2022
 
and
 
the
compensation cost of these shares was recorded on the date of his resignation.
 
Management fees to related
 
party.
 
Management fees to a related
 
party amounted to $0.6
 
million in the
 
six
months
 
ended
 
June
 
30,
 
2023,
 
compared to
 
$0.2
 
million in
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2022. The
increase is attributable to the increased average number of vessels managed by DWM.
Interest
 
expense
 
and
 
finance
 
costs.
 
Interest
 
and
 
finance
 
costs
 
increased
 
by
 
$12.6
 
or
 
113%
 
to
 
$23.8
million in
 
the six
 
months ended
 
June 30,
 
2023, compared to
 
$11.2
 
million in
 
the six
 
months ended
 
June
30, 2022. The increase was primarily
 
attributable to increased average interest rates compared to
 
the six
months ended June 30, 2022, increased outstanding debt and finance liabilities, amounted to $542.9 and
$137.9
 
in
 
six
 
months
 
ended
 
June
 
30,
 
2023
 
as
 
compared
 
to
 
$410.2
 
and
 
$49.1
 
million,
 
as
 
of
 
June
 
30,
2022,
 
respectively.
 
This
 
increase
 
was
 
partly
 
offset
 
due
 
to
 
the
 
repurchase
 
of
 
$5.9
 
million
 
of
 
our
 
bond
during the six months ended June 30, 2023.
Interest and other income
. Interest and other income increased by $3.1 million, or 517%, to $3.7 million
 
in
the six
 
months ended
 
June 30,
 
2023, compared
 
to $0.6
 
million in
 
the six
 
months ended
 
June 30,
 
2022.
The
 
increase
 
is
 
mainly
 
attributable
 
to
 
increased
 
deposit
 
rates.
 
A
 
further
 
increase
 
was
 
due
 
to
 
dividend
income amounting to $0.6
 
million for the first half of 2023 as compared to $0.4 million for the same period
in 2022, which
 
is attributed to
 
dividend derived from
 
Series D preferred
 
shares acquired from
 
the sale of
vessel Melia to OceanPal.
Gain on sale
 
of vessels
. Gain on
 
sale of
 
vessels amounted 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. There
was no disposal of vessels during the same period in 2022.
Gain on deconsolidation of
 
subsidiary.
Gain on deconsolidation of
 
subsidiary amounted 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.
 
Gain
 
on
 
dividend distribution.
 
Gain
 
on dividend
 
distribution
 
amounted to
 
$0.8
million for
 
the
 
six months
ended June 30,
 
2023, 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 equity
 
method investment.
Gain on equity investment
 
amounted to $0.2 million
 
in the six months
ended June 30, 2023, compared
 
to $0.8 million
 
in the six months ended June 30, 2022, which is attributed
due to the
 
decreased gain from
 
the investment in
 
DWM. This decrease
 
was partially offset
 
due to the
 
gain
from the investment in Bergen Ultra.
Loss on extinguishment of debt
. Loss on extinguishment of debt amounted 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.
B.
 
Liquidity and Capital Resources
We
 
finance
 
our
 
capital
 
requirements
 
with
 
cash
 
flow
 
from
 
operations,
 
equity
 
contributions
 
from
shareholders,
 
long-term
 
bank
 
debt
 
and
 
senior
 
unsecured
 
bond.
 
Our
 
main
 
uses
 
of
 
funds
 
have
 
been
 
12
capital
 
expenditures
 
for
 
the
 
acquisition
 
and
 
construction
 
of
 
new
 
vessels,
 
expenditures
 
incurred
 
in
connection
 
with
 
ensuring
 
that
 
our
 
vessels
 
comply
 
with
 
international
 
and
 
regulatory
 
standards,
repayments of bank loans and repurchase of our common stock.
 
As
 
of
 
June
 
30,
 
2023,
 
and
 
December
 
31,
 
2022,
 
working
 
capital,
 
which
 
is
 
current
 
assets
 
minus
 
current
liabilities,
 
including
 
the
 
current
 
portion
 
of
 
long-term
 
debt,
 
amounted
 
to
 
$92.8
 
million
 
and
 
$9.0
 
million,
respectively.
Cash
 
and
 
cash
 
equivalents,
 
including restricted
 
cash,
 
was
 
$143.6 million
 
on
 
June
 
30,
 
2023,
 
and $97.4
million on December
 
31, 2022. Restricted cash
 
consists of the
 
minimum liquidity requirements under
 
our
loan
 
facilities.
 
As
 
of
 
June
 
30,
 
2023,
 
and
 
December
 
31,
 
2022,
 
restricted
 
cash,
 
current
 
and
 
non-current,
amounted to $20.5
 
million and $21.0 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 $28.2 million, or 35%.
 
In 2023, net cash
 
provided
by
 
operating
 
activities
 
was
 
$52.6 million
 
compared
 
to
 
net
 
cash
 
provided
 
by
 
operating
 
activities
 
of
$80.8 million in the six months ended June
 
30, 2022. This decrease in cash from
 
operating activities was
mainly due to increased operating expenses and voyage expenses, both mainly attributed to the increase
of
 
the fleet.
 
In
 
addition, a
 
further decrease
 
is attributed
 
to the
 
increased net
 
interest paid
 
which derives
from the increased outstanding debt and finance liabilities
 
and the increased average interest rates.
Net Cash Provided by/(Used in) Investing Activities
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
 
investing activities
 
was $18.8
 
million for
 
the
 
six months
 
ended June
 
30, 2022,
 
which
consists
 
of
 
$22.7
 
million
 
paid
 
for
 
vessel
 
acquisitions
 
and
 
improvements
 
due
 
to
 
new
 
regulations;
 
$4.4
million of
 
proceeds advanced from
 
a related
 
party for the
 
sale of
 
Baltimore delivered to
 
the related
 
party
in September 2022; and $0.4 million used to acquire property and equipment.
Net Cash Used in Financing Activities
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.
Net
 
cash
 
used
 
in
 
financing
 
activities
 
was
 
$58.5 million
 
for
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2022,
 
which
consists of $2.2 million net proceeds relating to the sale and leaseback transaction of Florida; $5.0 million
proceeds from issuance of common stock, net of expenses; $22.5 million of indebtedness that we repaid;
$2.9
 
million
 
and
 
$38.8
 
million
 
of
 
dividends
 
paid
 
on
 
our
 
Series
 
B
 
Preferred
 
Stock
 
and
 
common
 
stock,
 
13
respectively; $0.9
 
million paid
 
for repurchase
 
of common
 
stock; and
 
$0.5 million
 
of finance
 
costs paid
 
in
relation to the sale and leaseback transaction of Florida.
 
 
F-1
 
Page
DIANA SHIPPING INC.
INDEX TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Balance Sheets as of June 30, 2023 (unaudited) and December
 
31, 2022
 
......
 
F-2
Unaudited Consolidated Statements of Income for the six months ended June 30,
 
2023 and
2022
 
................................
 
................................
 
................................
 
................................
 
.....
 
F-3
Unaudited
 
Consolidated
 
Statements
 
of
 
Comprehensive
 
income
 
for
 
the
 
six
 
months
 
ended
June 30, 2023 and 2022
 
................................
 
................................
 
................................
 
.........
 
F-3
Unaudited Consolidated Statements
 
of Stockholders' Equity
 
for the
 
six months
 
ended June
30, 2023 and 2022 ................................................................
 
................................
 
.................
 
F-4
Unaudited Consolidated Statements of Cash Flows for the six months ended June
 
30, 2023
and 2022
 
................................
 
................................
 
................................
 
................................
 
F-5
Notes to Unaudited Interim Consolidated Financial Statements
 
................................
 
.............
 
F-7
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
F-2
DIANA SHIPPING INC.
 
CONSOLIDATED BALANCE SHEETS
June 30, 2023 (unaudited) and December 31, 2022
(Expressed in thousands of U.S. Dollars – except for share and per share data)
June 30, 2023
December 31, 2022
ASSETS
Current Assets
Cash and cash equivalents
$
123,117
$
76,428
Time deposits
54,000
46,500
Accounts receivable, trade
3,294
6,126
Due from related parties (Note 2(c) and (e))
181
216
Inventories
4,640
4,545
Prepaid expenses and other assets
9,582
6,749
Total Current Assets
194,814
140,564
Fixed Assets:
Advances for vessel acquisitions (Note 3)
-
24,123
Vessels, net (Note 3)
935,664
949,616
Property and equipment, net (Note 4)
22,948
22,963
Total fixed assets
958,612
996,702
Other Noncurrent Assets
Restricted cash, non-current (Note 5)
20,500
21,000
Equity method investments (Note 2(c) and (e))
5,269
506
Investments in related party (Note 2(d))
7,744
7,744
Other non-current assets
510
101
Deferred costs
16,434
16,302
Total Non-current Assets
50,457
45,653
Total Assets
$
1,203,883
$
1,182,919
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Current portion of long-term debt, net of deferred financing costs (Note 5)
$
49,428
$
91,495
Current portion of finance liabilities, net of deferred financing costs (Note 6)
9,020
8,802
Accounts payable
10,282
11,242
Due to related parties (Note 2(a))
195
136
Accrued liabilities
11,383
12,134
Deferred revenue
5,780
7,758
Dividends payable
15,965
-
Total Current Liabilities
102,053
131,567
Non-current Liabilities
Long-term debt, net of current portion and deferred financing costs (Note 5)
485,895
431,016
Finance liabilities, net of current portion and deferred financing costs (Note 6)
127,591
132,129
Other non-current liabilities
956
879
Total Noncurrent Liabilities
614,442
564,024
Commitments and contingencies (Note 7)
-
-
Stockholders' Equity
Preferred stock (Note 8)
26
26
Common stock, $
0.01
 
par value;
200,000,000
 
shares authorized and
106,437,232
 
and
102,653,619
 
issued and outstanding on June 30, 2023 and
December 31, 2022, respectively (Note 8)
1,065
1,027
Additional paid in capital
1,073,536
1,061,015
Accumulated other comprehensive income
253
253
Accumulated deficit
(587,492)
(574,993)
Total Stockholders' Equity
487,388
487,328
 
Total Liabilities and Stockholders' Equity
$
1,203,883
$
1,182,919
The accompanying notes are an integral part of these consolidated financial statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
F-3
DIANA SHIPPING INC.
UNAUDITED CONSOLIDATED STATEMENTS
 
OF INCOME
For the six months ended June 30, 2023 and 2022
(Expressed in thousands of U.S. Dollars – except for share and per share data)
2023
2022
REVENUES:
Time charter revenues
$
140,021
$
140,456
OPERATING EXPENSES
Voyage expenses
7,364
663
Vessel operating expenses
42,763
34,822
Depreciation and amortization of deferred charges
 
26,661
20,457
General and administrative expenses
15,695
14,947
Management fees to related party (Note 2(c))
647
228
Gain on sale of vessels (Note 3)
(4,995)
-
Insurance recoveries
-
(1,789)
Other operating income
(189)
(341)
Operating income, total
$
52,075
$
71,469
OTHER INCOME / (EXPENSES):
Interest expense and finance costs (Note 9)
(23,845)
(11,209)
Interest and other income
3,746
622
Loss on extinguishment of debt
(748)
-
Gain on deconsolidation of subsidiary (Note 2(e))
844
-
Gain on dividend distribution (Note 2(d))
761
-
Gain from equity method investments (Note 2(c) and (e))
244
767
Total other expenses, net
$
(18,998)
$
(9,820)
Net income
$
33,077
$
61,649
Dividends on series B preferred shares (Notes 8(b) and 10)
(2,884)
(2,884)
Net income attributable to common stockholders
$
30,193
$
58,765
Earnings per common share, basic
 
(Note 10)
$
0.31
$
0.76
Earnings per common share, diluted
 
(Note 10)
$
0.30
$
0.73
Weighted average number of common shares outstanding, basic
 
(Note
10)
98,489,613
77,343,851
Weighted average number of common shares outstanding, diluted
 
(Note
10)
99,762,411
80,308,679
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
DIANA SHIPPING INC.
UNAUDITED CONSOLIDATED STATEMENTS
 
OF COMPREHENSIVE INCOME
For the six months ended June 30, 2023 and 2022
(Expressed in thousands of U.S. Dollars)
2023
2022
Net income
$
33,077
$
61,649
Other comprehensive income - Defined benefit plan
-
1
Comprehensive income
$
33,077
$
61,650
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, 2023 and 2022
(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, 2021
2,600,000
26
10,675
-
400
-
84,672,258
847
982,537
71
(590,286)
393,195
Net Income
-
-
-
-
-
-
-
-
-
-
61,649
61,649
Issuance of Common
Stock
-
-
-
-
-
-
820,000
8
4,972
-
-
4,980
Issuance of Restricted
Stock and
Compensation Cost
-
-
-
-
-
-
1,470,000
15
4,916
-
-
4,931
Shares Repurchased
-
-
-
-
-
-
(191,055)
(2)
(926)
-
-
(928)
Dividends on Common
Stock
-
-
-
-
-
-
-
-
-
-
(38,839)
(38,839)
Dividends on Preferred
Stock
-
-
-
-
-
-
-
-
-
-
(2,884)
(2,884)
Other Comprehensive
Income
-
-
-
-
-
-
-
-
-
1
-
1
BALANCE, June 30,
2022
2,600,000
$
26
10,675
$
-
400
$
-
86,771,203
$
868
$
991,499
$
72
$
(570,360)
$
422,105
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 (Note 8(e))
-
-
-
-
-
-
2,033,613
20
7,713
-
-
7,733
Issuance of Restricted
Stock and
Compensation Cost
(Note 8(h))
-
-
-
-
-
-
1,750,000
18
4,808
-
-
4,826
Dividends on Common
Stock (Note 8(f))
-
-
-
-
-
-
-
-
-
-
(31,931)
(31,931)
Dividends on Preferred
Stock (Note 8(b))
-
-
-
-
-
-
-
-
-
-
(2,884)
(2,884)
Dividends in Kind (Note
8(g))
-
-
-
-
-
-
-
-
-
-
(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
The accompanying notes are an integral part of
 
these unaudited interim consolidated financial statements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
F-5
DIANA SHIPPING INC.
 
UNAUDITED CONSOLIDATED STATEMENTS
 
OF CASH FLOWS
For the six months ended June 30, 2023 and 2022
(Expressed in thousands of U.S. Dollars)
2023
2022
 
Cash Flows from Operating Activities:
 
Net income
$
33,077
$
61,649
Adjustments to reconcile net income to cash provided by operating activities
Depreciation and amortization of deferred charges
26,661
20,457
Amortization of debt issuance costs (Note 9)
1,293
1,104
Compensation cost on restricted stock (Note 8(h))
4,826
4,931
Provision for credit loss
-
133
Dividend income (Note 2(d))
-
(100)
Gain on sale of vessels (Notes 3)
(4,995)
-
Gain on dividend distribution (Note 2(d))
(761)
-
Loss on extinguishment of debt (Note 5)
748
-
Gain on deconsolidation of subsidiary (Note 2(e))
(844)
-
Gain from equity method investments (Note 2(c) and (e))
(244)
(767)
(Increase) / Decrease
Accounts receivable, trade
2,832
(3,067)
Due from related parties
35
854
Inventories
(95)
(121)
Prepaid expenses and other assets
(2,833)
(267)
Other non-current assets
(409)
(904)
Increase / (Decrease)
 
Accounts payable, trade and other
(960)
858
Due to related parties
59
193
Accrued liabilities
(987)
3,029
Deferred revenue
 
(1,978)
1,973
Other non-current liabilities
77
(50)
Drydock cost
(2,947)
(9,068)
Net Cash Provided by Operating Activities
$
52,555
$
80,837
 
Cash Flows from Investing Activities:
 
Payments to acquire vessels and vessel improvements (Notes 3 and 2(e))
(29,125)
(22,733)
Proceeds from sale of vessels, net of expenses (Note 3)
18,603
-
Advances from related parties (Note 2(e))
-
4,400
Time deposits
(7,500)
-
Payments to acquire other assets (Note 2(e))
(216)
-
Cash divested from deconsolidation (Note 2(e))
(771)
-
Proceeds from convertible loan with limited partnership (Note 2(e))
25,189
-
Payments to acquire furniture and fixtures (Note 4)
(308)
(436)
Net Cash Provided By Investing Activities
$
5,872
$
(18,769)
 
Cash Flows from Financing Activities:
 
Proceeds from issuance of long-term debt and finance liabilities (Notes 5 and 6)
57,696
2,218
Payments for issuance of common stock (Note 8(e))
(76)
4,980
Payments of dividends, preferred stock (Note 8(b))
(2,884)
(2,884)
Payments of dividends, common stock (Note 8(f))
(15,965)
(38,839)
Payments for repurchase of common stock (Note 8(e))
-
(928)
Payments of financing costs (Notes 5 and 6)
(1,656)
(513)
Repayments of long-term debt and finance liabilities (Notes 5 and 6)
(49,353)
(22,548)
Net Cash Used In Financing Activities
$
(12,238)
$
(58,514)
Cash, Cash Equivalents and Restricted Cash, Period Increase
46,189
3,554
Cash, Cash Equivalents and Restricted Cash, Beginning Balance
97,428
126,788
Cash, Cash Equivalents and Restricted Cash, Ending Balance
$
143,617
$
130,342
RECONCILIATION OF CASH, CASH EQUIVALENTS
 
AND RESTRICTED
CASH
Cash and cash equivalents
$
123,117
$
112,842
Restricted cash, current
-
500
Restricted cash, non-current
20,500
17,000
Cash, Cash Equivalents and Restricted Cash, Total
$
143,617
$
130,342
 
 
 
 
 
 
 
 
 
 
 
 
 
F-6
SUPPLEMENTAL CASH FLOW INFORMATION
Non-cash acquisition of assets (Note 3)
$
7,809
$
47,558
Non-cash Finance Liability
-
47,782
Stock issued in noncash financing activities (Note 3)
7,809
-
Non-cash investments acquired (Notes 3 and 2(d))
10,000
-
Noncash dividend (Note 8(g))
10,761
-
Transfer to Investments
-
1,370
Interest paid
$
22,523
$
8,581
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(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,
 
2022
 
included
 
in
 
the
 
Company’s
 
Annual
 
Report
 
on
 
Form
 
20-F
 
filed
 
with
 
the
Securities and
 
Exchange Commission on
 
March 27,
 
2023 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,
 
2023,
 
are
 
not
 
necessarily indicative
 
of
the results that might be expected for the fiscal year ending December
 
31, 2023.
The
 
consolidated
 
balance
 
sheet
 
as
 
of
 
December 31,
 
2022,
 
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 2(c)). The fees paid to DSS
are eliminated on consolidation.
 
Significant Accounting Policies and Recent Accounting
 
Pronouncements:
A discussion
 
of the
 
Company’s significant
 
accounting policies
 
can be
 
found in
 
Note 2
 
to the
 
Company’s
Consolidated
 
Financial
 
Statements
 
included
 
in
 
the
 
Annual
 
Report
 
on
 
Form
 
20-F
 
for
 
the
 
year
 
ended
December
 
31,
 
2022.
 
There
 
have
 
been
 
no
 
material
 
changes
 
to
 
these
 
policies
 
in
 
the
 
six
 
months
 
ended
June 30, 2023, except for as discussed below:
Equity method investments
Under this
 
method, the
 
Company records
 
such an
 
investment at
 
cost (or
 
fair value
 
if a
 
consequence of
deconsolidation)
 
and
 
adjusts
 
the
 
carrying
 
amount
 
for
 
its
 
share
 
of
 
the
 
earnings
 
or
 
losses
 
of
 
the
 
entity
subsequent to the date of investment and reports the recognized
 
earnings or losses in income.
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-8
Accrued Interest Income
 
As
 
of
 
June
 
30,
 
2023
 
and December
 
31,
 
2022,
 
accrued interest
 
income amounted
 
to
 
$
1,546
 
and $
591
,
respectively
 
and
 
is
 
included
 
in
Prepaid expenses and other assets
 
in
 
the
 
accompanying
 
interim
consolidated balance sheets.
2.
 
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 Chairman
 
of the
 
Board. Travel
 
expenses for
 
the six
months
 
ended
 
June
 
30,
 
2023
 
and
 
2022
 
amounted
 
to
 
$
1,311
 
and
 
$
1,238
,
 
respectively,
 
and
 
are
 
mainly
included
 
in
 
fixed
 
assets,
 
vessel
 
operating
 
expenses
 
and
 
general
 
and
 
administrative
 
expenses
 
in
 
the
accompanying unaudited
 
interim consolidated
 
financial statements.
 
As of
 
June 30,
 
2023 and
 
December
31, 2022, an amount
 
of $
195
 
and $
136
, respectively,
 
was due to Altair,
 
included in due to
 
related parties
in the accompanying interim consolidated balance sheets.
 
b)
 
Steamship Shipbroking Enterprises Inc. or
 
Steamship:
 
Steamship is a company controlled by
our
 
Chairman
 
of
 
the
 
Board,
 
Mr.
 
Simeon
 
Palios
 
until
 
January
 
15,
 
2023
 
and
 
our
 
CEO
 
Mrs.
 
Semiramis
Paliou
 
thereafter.
 
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
 
22,
 
2023.
 
For
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2023
 
and
 
2022,
 
brokerage
 
fees
 
amounted
 
to
$
1,950
 
and $
1,654
, respectively,
 
included in
 
general and
 
administrative expenses
 
in the
 
accompanying
unaudited interim consolidated statements of income.
 
For the six months ended June 30, 2023 and 2022,
the Company
 
also paid
 
commissions on
 
the sale
 
and purchase
 
of vessels
 
which amounted
 
to $
226
 
and
$
1,219
, respectively,
 
included in
 
the
 
cost
 
of vessels,
 
or
 
the gain
 
on the
 
sale of
 
vessels. As
 
of June
 
30,
2023 and December 31, 2022, there was
no
 
amount due to or from Steamship.
c)
 
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.
 
The DWM office
 
is in Athens, Greece.
 
As of June
 
30,
2023
 
and
 
December
 
31,
 
2022,
 
the
 
investment
 
in
 
DWM
 
amounted
 
to
 
$
708
 
and
 
$
506
,
 
respectively,
included in equity method investments in the
 
accompanying interim consolidated balance sheets. For the
six months
 
ended June
 
30, 2023
 
and 2022,
 
the investment
 
in DWM
 
resulted in
 
gain of
 
$
202
 
and $
767
,
respectively,
 
and
 
is
 
included
 
in
 
gain
 
from
 
equity
 
method
 
investments
 
in
 
the
 
accompanying
 
unaudited
interim consolidated statements of income.
DWM
 
provides
 
commercial
 
and
 
technical
 
management
 
to
six
 
of
 
the
 
Company’s
 
vessels
 
for
 
a
 
fixed
monthly
 
fee
 
and
 
a
 
percentage
 
of
 
the
 
vessels’
 
gross
 
revenues.
 
Management
 
fees
 
for
 
the
 
six
 
months
ended June 30, 2023 and 2022, amounted to
 
$
647
 
and $
228
, respectively,
 
and are separately presented
as management
 
fees to
 
related party
 
in the
 
accompanying unaudited interim
 
consolidated statements of
income. Also, for the
 
six months ended June 30,
 
2023, management fees amounting to
 
$
19
 
are included
in vessels,
 
net. Commissions
 
during the
 
six months
 
ended June
 
30, 2023
 
and 2022,
 
amounted to
 
$
194
and
 
$
83
 
respectively,
 
and
 
are
 
included
 
in
 
voyage
 
expenses.
 
As
 
of
 
June
 
30,
 
2023
 
and
 
December
 
31,
2022, there was an amount
 
of $
156
 
and $
216
 
due from DWM, included in
 
due from related parties in
 
the
accompanying interim consolidated balance sheets.
d)
 
OceanPal Inc.,
 
or OceanPal:
 
The Company
 
is the
 
holder of
500,000
 
Series B
 
Preferred Shares
and
10,000
 
Series
 
C
 
Convertible
 
Preferred
 
Shares
 
of
 
OceanPal.
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
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-9
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 $
10,000
 
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 from the original issue
date at the rate of
8
% per annum. Dividends are payable in cash or, at OceanPal’s election, in kind.
On February 1,
 
2023, the Company,
 
through a wholly
 
owned subsidiary,
 
entered into an
 
agreement with
OceanPal
 
to
 
sell
 
the
 
vessel
Melia
 
for
 
the
 
sale
 
price
 
of
 
$
14,000
,
 
of
 
which
 
$
4,000
 
in
 
cash,
 
paid
 
by
OceanPal on February
 
2, 2023, and
 
$
10,000
 
through the issuance
 
of
13,157
 
shares of OceanPal
 
Series
D Cumulative
 
Convertible Preferred
 
Stock. The
 
vessel was
 
delivered to
 
her new
 
owners on
 
February 8,
2023,
 
and
 
the
 
Company
 
received
13,157
 
Series
 
D
 
Cumulative
 
Convertible
 
Preferred
 
Shares.
 
The
Company
 
initially
 
measured
 
its
 
investment
 
on
 
Series
 
D
 
preferred
 
shares
 
at
 
fair
 
value
 
on
 
February
 
8,
2023,
 
the
 
issuance
 
date,
 
and
 
elected
 
to
 
subsequently
 
measure
 
such
 
investment
 
in
 
accordance
 
with
paragraph ASC 321-10-35-2. The fair
 
value of Series
 
D Preferred Shares
 
was determined through
 
Level
2 inputs of the fair value hierarchy by taking into consideration a third-party valuation
 
which was based on
the
 
income
 
approach,
 
taking
 
into
 
account
 
the
 
present
 
value
 
of
 
the
 
future
 
cash
 
flows
 
the
 
Company
expects to receive from holding the equity instrument.
 
Series D preferred shares are convertible into
 
common stock at the holder’s option, at a
 
conversion price
equal
 
to
 
the
 
10-trading
 
day
 
trailing
 
VWAP
 
of
 
OceanPal’s
 
common
 
shares,
 
provided
 
however
 
that
 
the
holder would not
 
beneficially own greater than
49
% of
 
OceanPal’s outstanding shares
 
of common stock.
Series D preferred shares have no voting rights
; dividends are cumulative, accruing at
 
the rate of
7
% per
annum, payable
 
in cash
 
or,
 
at OceanPal’s
 
election, in
 
PIK shares
 
(Series D
 
Preferred shares
 
issued to
the holder in lieu of cash dividends); and they have a liquidation
 
preference equal $
1,000
 
per share.
 
On
 
June
 
9,
 
2023,
 
the
 
Company
 
distributed
 
the
 
OceanPal
 
Series
 
D
 
Preferred
 
Shares
 
as
 
a
 
special
dividend to its shareholders of record on April 24, 2023. The Company accounted for the transaction as a
nonreciprocal
 
transfer
 
with
 
its
 
owners
 
in
 
accordance
 
with
 
ASC
 
845
 
and
 
measured
 
the
 
fair
 
value
 
of
 
the
preferred shares
 
on the
 
date of
 
declaration at
 
$
10,761
. The
 
fair value
 
of the
 
Series D
 
Preferred Shares
was determined through
 
Level 2
 
inputs of the
 
fair value hierarchy,
 
by using the
 
income approach, taking
into account the present value of the future cash flows, the
 
holder of shares would expect to receive from
holding the equity instrument. This resulted
 
in a gain of
 
$
761
, being the difference
 
between the fair value
and the
 
carrying value
 
of the
 
investment and
 
is separately
 
presented as
 
gain on
 
dividend distribution
 
in
the 2023 accompanying unaudited interim consolidated statement of
 
income.
As of June 30, 2023 and December 31,
 
2022, the aggregate value of investments in OceanPal, for which
the
 
Company
 
applies
 
the
 
guidance
 
for
 
equity
 
securities
 
without
 
readily
 
determinable
 
fair
 
values,
amounted to
 
$
7,744
 
and $
7,744
, respectively,
 
including dividends receivable
 
amounting to
 
$
168
 
in both
periods,
 
and
 
are
 
separately
 
presented
 
in
 
investments
 
in
 
related
 
parties
 
in
 
the
 
accompanying
 
interim
consolidated balance sheets. As of June 30, 2023 and December 31,
 
2022, the Company did not identify
any indications for impairment,
 
or any observable prices change for identical or similar investments of the
same issuer
 
and the investments continued to
 
qualify to be measured at
 
cost. For the six
 
months ended
June
 
30,
 
2023
 
and
 
2022, dividend
 
income
 
from the
 
Series
 
C
 
and
 
Series D
 
OceanPal
 
preferred shares
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-10
(from
 
the
 
date
 
of
 
acquisition
 
until
 
their
 
distribution
 
to
 
shareholders)
 
amounted
 
to
 
$
567
 
and
 
$
400
,
respectively,
 
included in
 
interest and
 
other income
 
in the
 
accompanying unaudited
 
interim consolidated
statements of income.
e)
 
Bergen Ultra LP,
 
or Bergen:
 
Bergen is a limited partnership between the Company
 
and Ecobulk
AS,
 
an
 
unrelated
 
third
 
party,
 
which
 
was
 
established
 
for
 
the
 
purpose
 
of
 
acquiring,
 
owning,
 
chartering
and/or operating a vessel. Bergen was
 
a wholly owned subsidiary of
 
Diana, which on February 14, 2023,
signed
 
a
 
Memorandum
 
of
 
Agreement
 
to
 
acquire
 
from
 
an
 
unaffiliated
 
third-party
 
the
Nord
 
Potomac
,
 
a
2016 Ultramax
 
dry bulk
 
vessel, for
 
$
27,900
 
which was
 
delivered on
 
April 10,
 
2023. On
 
March 30,
 
2023,
Bergen
 
entered
 
into
 
a
 
loan
 
agreement
 
with
 
Nordea
 
for
 
a
 
$
15,400
 
loan
 
to
 
finance
 
part
 
of
 
the
 
purchase
price of
 
the vessel.
 
On the
 
same date,
 
the Company
 
entered into
 
a corporate
 
guarantee with
 
Nordea to
secure
 
Bergen’s
 
obligations
 
under
 
the
 
loan
 
to
 
decrease
 
the
 
borrowing
 
cost
 
of
 
the
 
partnership,
 
in
exchange
 
for
 
a
 
fee
 
payable
 
to
 
Diana
 
by
 
Bergen.
 
On
 
April
 
28,
 
2023,
 
the
 
Company
 
entered
 
into
 
(i)
 
an
investment agreement with Ecobulk AS, under which Ecobulk AS acquired
75
% of the limited partnership
interests, for
 
$
11,025
; (ii)
 
an amended
 
limited partnership
 
agreement under
 
which the
 
Company acts
 
as
the
 
General Partner
 
of the
 
partnership through
 
its
 
wholly owned
 
subsidiary Diana
 
General Partner
 
Inc.;
(iii) an administrative service agreement
 
under which DSS provides
 
administrative services to Bergen for
an annual
 
fee
 
of $
15
; (iv)
 
a commission
 
agreement under
 
which the
 
Company is
 
paid a
 
commission of
0.8
% per
 
annum, on the
 
outstanding balance of
 
the loan,
 
as compensation for
 
the guarantee
 
it provided
to
 
Nordea
 
and
 
(v)
 
a
 
convertible
 
loan
 
agreement
 
for
 
$
27,900
 
plus
 
other
 
expenses,
 
with
 
Bergen
 
under
which
 
Bergen
 
would
 
have
 
to
 
repay
 
all
 
expenditures
 
made
 
by
 
the
 
Company
 
for
 
the
 
acquisition
 
of
 
the
vessel. Pursuant
 
to the convertible
 
loan, on April
 
28, 2023,
 
the Company received
 
from Bergen $
25,189
in cash while an
 
amount of $
3,675
 
was converted into partnership
 
interests in Bergen, representing
25
%
of the total partnership interests.
Upon
 
the
 
provisions
 
of
 
the
 
amended
 
partnership agreement,
 
the
 
general
 
partner
 
irrevocably
 
delegated
the
 
authority
 
to
 
Bergen’s
 
board
 
of
 
directors
 
to
 
have
 
the
 
power
 
to
 
oversee
 
and
 
direct
 
the
 
operations,
management and policies of Bergen. The Company evaluated its
 
variable interests in Bergen under ASC
810 and
 
concluded that
 
Bergen is
 
a VIE
 
and that
 
the Company
 
does not
 
individually have
 
the power
 
to
direct the
 
activities of the
 
VIE that most
 
significantly affect the
 
partnership’s performance. From
 
April 28,
2023
 
the
 
Company no
 
longer retains
 
the
 
power
 
to
 
control the
 
board
 
of directors.
 
As
 
of
 
the
 
same
 
date,
Bergen has been considered as an affiliate entity and not as a controlled subsidiary of the Company.
 
The
Company
 
accounted
 
for
 
the
 
deconsolidation
 
of
 
Bergen
 
in
 
accordance
 
with
 
ASC
 
610
 
and
 
the
 
retained
noncontrolling
 
interest
 
of
25
%
 
was
 
accounted
 
for
 
under
 
the
 
equity
 
method
 
due
 
to
 
the
 
Company’s
significant influence over Bergen.
On
 
the
 
date
 
of
 
deconsolidation,
 
the
 
Company
 
measured
 
the
 
fair
 
value
 
of
 
the
 
retained
 
noncontrolling
interest at
 
$
4,519
 
through Level
 
2 inputs
 
of the
 
fair value
 
hierarchy.
 
The Company
 
in order
 
to calculate
the fair value of its
25
% interest in accordance with ASC
 
610, took into consideration the fair
 
value of the
distinct
 
assets
 
and
 
liabilities
 
of
 
Bergen
 
on
 
the
 
date
 
of
 
the
 
deconsolidation.
 
This
 
resulted
 
in
 
a
 
gain
 
on
deconsolidation
 
amounting
 
to
 
$
844
,
 
separately presented
 
in
 
the
 
accompanying 2023
 
unaudited interim
consolidated
 
statement
 
of
 
income,
 
being
 
the
 
difference
 
between
 
the
 
fair
 
value
 
of
 
the
 
retained
noncontrolling interest plus the carrying value
 
the liabilities assumed by Bergen
 
and the carrying value of
the assets derecognized.
For
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2023,
 
the
 
investment
 
in
 
Bergen
 
resulted
 
in
 
a
 
gain
 
of
 
$
42
 
and
 
is
included
 
in
 
gain
 
from
 
equity
 
method
 
investments
 
in
 
the
 
2023
 
accompanying
 
unaudited
 
interim
consolidated statement
 
of
 
income. As
 
of
 
June 30,
 
2023, the
 
investment in
 
Bergen
 
amounted to
 
$
4,561
and
 
is
 
included
 
in
 
equity
 
method
 
investments
 
in
 
the
 
accompanying
 
2023
 
consolidated
 
balance
 
sheet.
Also, for the
 
six months ended June
 
30, 2023, income from
 
management fees from Bergen
 
amounted to
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-
11
$
3
,
 
included
 
in
 
time
 
charter
 
revenues
 
and
 
income
 
from
 
the
 
commission
 
paid
 
on
 
the
 
loan
 
guarantee
amounted
 
to
 
$
22
,
 
included
 
in
 
interest
 
and
 
other
 
income
 
in
 
the
 
2023
 
accompanying
 
unaudited
 
interim
consolidated statement
 
of
 
income. As
 
of
 
June 30,
 
2023, there
 
was an
 
amount of
 
$
25
 
due from
 
Bergen
included in due from related parties in the 2023 accompanying consolidated
 
balance sheet.
3.
 
Advances for vessel acquisitions and Vessels, net
Vessel Acquisitions
On
 
January 30,
 
2023,
 
the
 
Company
 
took
 
delivery
 
of
 
one
 
Ultramax
 
dry
 
bulk
 
vessel
 
for
 
$
23,955
 
in
 
cash
and
2,033,613
 
newly
 
issued
 
common
 
shares,
 
under
 
the
 
Company’s
 
agreement
 
with
 
Sea
 
Trade,
 
dated
August 10, 2022. On
 
the date of
 
delivery,
 
the Company issued
2,033,613
 
common shares to Sea
 
Trade,
at $
0.01
 
par value per
 
share, having a fair
 
value of $
7,809
, based on
 
the closing price
 
of the Company’s
stock on
 
the date
 
of delivery,
 
determined through
 
Level 1
 
account hierarchy.
 
As of
 
December 31,
 
2022,
the Company had paid an amount of $
24,123
 
presented in advances for vessel acquisitions, being part of
the
 
purchase
 
price
 
for
 
the
 
acquisition
 
of
 
this
 
vessel
 
and
 
additional
 
predelivery
 
expenses.
 
This
 
amount
was transferred to Vessels, net on the vessel’s delivery to the Company.
On February 14, 2023, the Company signed a Memorandum of Agreement to acquire from an unaffiliated
third-party an
 
Ultramax dry
 
bulk vessel
 
for a
 
purchase price
 
of $
27,900
. On
 
April 28,
 
2023, the
 
vessel’s
ship
 
owning
 
company
 
was
 
deconsolidated
 
from
 
the
 
Company’s
 
financial
 
statements
 
due
 
to
 
the
Company’s
 
loss
 
of
 
control
 
described
 
in
 
note
 
2(e)
 
and
 
the
 
net
 
book
 
value
 
of
 
the
 
vessel
 
amounting
 
to
$
27,908
 
is included in both vessel acquisitions and vessel disposals.
 
Vessel Disposals
On January 23,
 
2023, the Company,
 
through a wholly
 
owned subsidiary,
 
entered into an
 
agreement with
an unrelated
 
third party
 
to sell
 
the vessel
Aliki
 
for $
15,080
. The
 
vessel was
 
delivered to
 
her new owners
on
 
February
 
8,
 
2023.
 
Additionally,
 
on
 
February
 
1,
 
2023,
 
the
 
Company,
 
through
 
a
 
wholly
 
owned
subsidiary,
 
entered into
 
an agreement
 
with OceanPal,
 
a related
 
party company,
 
to
 
sell the
 
vessel
Melia
for
 
$
14,000
,
 
of
 
which
 
$
4,000
 
in
 
cash
 
and
 
$
10,000
 
through
13,157
 
of
 
OceanPal
 
Series
 
D
 
Preferred
Shares (Note
 
2(d)). On
 
the date
 
of the
 
agreements, the
 
vessels, having
 
an aggregate
 
carrying value
 
of
$
23,198
 
and unamortized
 
deferred costs
 
of $
405
 
were classified
 
as held
 
for sale,
 
measured at
 
carrying
value which was the lower of their carrying value and fair value
 
(sale price) less costs to sell.
Both vessels were delivered to their new owners on February 8, 2023. The sale of the
 
vessels resulted in
gain
 
amounting
 
to
 
$
4,995
,
 
separately
 
presented as
 
gain
 
on
 
sale
 
of
 
vessels
 
in
 
the
 
accompanying
 
2023
unaudited interim consolidated statement of income.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-12
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, 2022
$
1,141,128
$
(191,512)
$
949,616
- Additions for vessel acquisitions and improvements
61,088
-
61,088
- Vessel disposals
(39,393)
16,195
(23,198)
- Vessel disposal due to deconsolidation
 
of subsidiary (Note
2(e))
(27,908)
-
(27,908)
- Depreciation for the period
-
(23,934)
(23,934)
Balance, June 30, 2023
$
1,134,915
$
(199,251)
$
935,664
Additions
 
for
 
vessel
 
improvements
 
mainly
 
relate
 
to
 
the
 
implementation
 
of
 
ballast
 
water
 
treatment
 
and
other
 
works
 
necessary
 
for
 
the
 
vessels
 
to
 
comply
 
with
 
new
 
regulations
 
and
 
be
 
able
 
to
 
navigate
 
to
additional ports.
 
4.
 
Property and Equipment, net
The
 
Company
 
owns
 
the
 
land
 
and
 
building
 
of
 
its
 
principal
 
corporate
 
offices
 
in
 
Athens,
 
Greece.
Additionally,
 
DSS owns,
 
together with
 
a related
 
party company,
 
another plot
 
of land
 
in the
 
nearby area,
acquired for
 
office use.
 
On July
 
6, 2023,
 
DSS purchased
 
from the
 
related party
 
its share
 
in the
 
plot and
became
 
its
 
sole
 
owner
 
(Note
 
12).
 
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, 2022
$
28,936
$
(5,973)
$
22,963
- Additions in property and equipment
308
-
308
- Depreciation for the period
-
(323)
(323)
Balance, June 30, 2023
$
29,244
$
(6,296)
$
22,948
5.
 
Long-term debt
The
 
amount of
 
long-term debt
 
shown in
 
the
 
accompanying consolidated
 
balance sheets
 
is
 
analyzed as
follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-13
June 30, 2023
December 31, 2022
Senior unsecured bond
119,100
125,000
Secured long-term debt
423,749
405,120
Total long-term
 
debt
$
542,849
$
530,120
Less: Deferred financing costs
 
(7,526)
(7,609)
Long-term debt, net of deferred financing costs
$
535,323
$
522,511
Less: Current long-term debt, net of deferred financing
 
costs,
current
(49,428)
(91,495)
Long-term debt, excluding current maturities
$
485,895
$
431,016
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
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
.
 
In
 
this
respect, the
 
Company recognized
 
an amount
 
of $
159
 
as loss
 
on debt
 
extinguishment, representing
 
the
difference
 
between
 
the
 
reacquisition
 
price
 
of
 
$
5,851
 
and
 
the
 
net
 
carrying
 
amount
 
of
 
the
 
debt
 
being
extinguished
 
of
 
$
5,900
 
less
 
deferred
 
financing
 
fees
 
of
 
$
208
.
 
The
 
bond
 
includes
 
financial
 
and
 
other
covenants and is trading at Oslo Stock Exchange under the
 
ticker symbol “DIASH02”.
 
Secured Term Loans:
Under
 
the
 
secured term
 
loans
 
outstanding as
 
of June
 
30,
 
2023,
33
 
vessels of
 
the
 
Company’s
 
fleet
 
are
mortgaged
 
with
 
first
 
preferred
 
or
 
priority
 
ship
 
mortgages,
 
having
 
an
 
aggregate
 
carrying
 
value
 
of
$
714,222
.
 
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,
 
2023
 
and December
 
31,
 
2022, minimum
 
cash
 
deposits required
 
to
 
be maintained
 
at
 
all
times
 
under
 
the
 
Company’s
 
loan
 
facilities,
 
amounted
 
to
 
$
20,500
 
and
 
$
21,000
,
 
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, 2023, the Company had the following agreements with banks, either as a borrower or as a
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-14
guarantor, to guarantee the loans of its subsidiaries:
BNP Paribas (“BNP”):
 
On December 19, 2014, the Company
 
drew down $
53,500
 
under a secured loan
agreement, to
 
finance part of
 
the acquisition cost
 
of the
G. P.
 
Zafirakis
 
and the
P.
 
S. Palios
maturing on
November 30, 2021
. The agreement was refinanced on June 29,
 
2020, to extend the maturity to
May 19,
2024
. The loan was repayable in equal semi-annual instalments of approximately $
1,574
 
and a balloon of
$
23,596
 
payable
 
together
 
with
 
the
 
last
 
instalment.
 
The
 
refinanced
 
loan
 
bore
 
interest
 
at
 
LIBOR
 
plus
 
a
margin of
2.5
%.
 
On
 
July
 
16,
 
2018,
 
the
 
Company
 
drew
 
down
 
$
75,000
 
under
 
a
 
secured
 
loan
 
agreement
 
with
 
BNP.
 
The
loan was repayable in
 
consecutive quarterly instalments of $
1,562.5
 
and a balloon instalment
 
of $
43,750
payable together with the last instalment on
July 17, 2023
. The loan bore interest at LIBOR plus a margin
of
2.3
%.
 
In
 
April 2023,
 
both loans
 
were refinanced
 
through a
 
new loan
 
facility with
 
Danish Ship
 
Finance and
 
the
outstanding balance of
 
both loans, amounting
 
to $
75,193
 
was prepaid in
 
full and the
 
Company recorded
a loss on debt extinguishment amounting to $
107
.
Nordea Bank AB,
 
London Branch (“Nordea”):
 
On March
 
19, 2015, the
 
Company drew down
 
$
93,080
under
 
a
 
secured
 
loan
 
agreement, maturing
 
on
March 19, 2021
.
 
The
 
loan
 
agreement
 
was
 
amended on
May 7, 2020, and supplemented on July 29, 2021, with an additional borrowing of $
460
. In July 2022 and
in February 2023, the Company prepaid an amount of $
4,786
 
and $
8,134
, respectively, following the sale
of vessels. On June 20, 2023, the Company
 
entered into a new loan agreement with Nordea to refinance
the
 
outstanding
 
balance
 
of
 
the
 
existing
 
loan
 
amounting
 
to
 
$
20,934
.
 
On
 
June
 
27,
 
2023,
 
the
 
Company
drew down
 
$
22,500
 
and prepaid
 
in full
 
the outstanding
 
balance of
 
$
20,934
 
and recorded
 
a loss
 
on debt
extinguishment
 
amounting to
 
$
220
.
 
The
 
new
 
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
.
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
%.
ABN AMRO Bank N.V., or ABN:
 
On May 22, 2020, the Company signed a term loan facility with ABN, in
the
 
amount
 
of
 
$
52,885
 
to
 
combine
 
two
 
loans
 
outstanding
 
with
 
ABN.
 
Tranche
 
A
 
was
 
repayable
 
in
consecutive
quarterly
 
instalments of $
800
 
each and a balloon instalment of
 
$
9,000
 
payable together with
the
 
last
 
instalment
 
on
June 28, 2024
.
 
The
 
tranche
 
bore
 
interest
 
at
 
LIBOR
 
plus
 
a
 
margin
 
of
2.25
%.
Tranche B was repayable in equal consecutive
quarterly
 
instalments of about $
994
 
each and a balloon of
$
13,391
 
payable together
 
with the
 
last instalment
 
on
June 28, 2024
, and
 
bore interest
 
at LIBOR
 
plus a
margin of
2.4
%.
 
On
 
May
 
20,
 
2021, the
 
Company,
 
drew
 
down
 
$
91,000
 
under
 
a secured
 
sustainability linked
 
loan
 
facility
with ABN
 
AMRO Bank
 
N.V,
 
dated May
 
14, 2021,
 
which was
 
used to
 
refinance existing
 
loans. In
 
August
2022, the
 
Company prepaid $
30,791
 
due to
 
vessel sale
 
and leaseback
 
transactions and
 
since then,
 
the
loan was repayable in
quarterly
 
instalments of $
1,980
 
and a balloon of $
13,553
 
payable together with the
last
 
instalment, on
May 20, 2026
.
 
The loan
 
bore interest
 
at LIBOR
 
plus a
 
margin of
2.15
%
 
per
 
annum,
which
 
could
 
be
 
adjusted
 
annually
 
by
 
maximum
10
 
basis
 
points
 
upwards
 
or
 
downwards,
 
subject
 
to
 
the
performance under certain sustainability KPIs.
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-15
On June 26,
 
2023, the Company prepaid
 
in full both
 
loans amounting to $
68,678
, which were
 
refinanced
under
 
a
 
new
 
loan
 
agreement
 
with
 
DNB
 
Bank
 
ASA
 
and
 
the
 
Company
 
recorded
 
a
 
loss
 
on
 
debt
extinguishment amounting to $
237
.
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
January 4, 2032
 
and bears interest at LIBOR plus a margin of
2.3
% (Note 12).
DNB Bank
 
ASA or
 
DNB:
 
On March
 
14, 2019,
 
the Company
 
drew down
 
$
19,000
 
under a
 
secured loan
agreement,
 
which
 
is
 
repayable
 
in
 
consecutive
quarterly
 
instalments
 
of
 
$
477.3
 
and
 
a
 
balloon
 
of
 
$
9,454
payable
 
together
 
with
 
the
 
last
 
instalment
 
on
March 14, 2024
.
 
The
 
loan
 
bore
 
interest
 
at
 
LIBOR
 
plus
 
a
margin
 
of
2.4
%.
 
On
 
March
 
14,
 
2023,
 
the
 
outstanding
 
balance
 
of
 
the
 
loan
 
amounting
 
to
 
$
11,841
 
was
prepaid in full and the Company recorded a loss on debt extinguishment
 
amounting to $
25
.
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.
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,
 
2023
 
and
 
December
 
31,
 
2022,
 
the
 
Company
 
was
 
in
 
compliance
 
with
 
all
 
of
 
its
 
loan
covenants.
As of
 
June 30,
 
2023, the
 
maturities of
 
the Company’s
 
bond and
 
debt facilities
 
throughout their
 
term, are
shown in the table below and do not include the related debt issuance
 
costs.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-16
Period
Principal Repayment
Year 1
$
51,783
Year 2
51,783
Year 3
170,883
Year 4
51,783
Year 5
179,229
Year 6 and
 
thereafter
37,388
Total
$
542,849
6.
 
Finance Liabilities
The amount
 
of finance
 
liabilities shown
 
in the
 
accompanying consolidated
 
balance sheet
 
is analyzed
 
as
follows:
 
June 30, 2023
December 31, 2022
Finance liabilities
137,934
142,370
Less: Deferred financing costs
 
(1,323)
(1,439)
Finance liabilities, net of deferred financing costs
$
136,611
$
140,931
Less: Current finance liabilities, net of deferred financing
 
costs,
current
(9,020)
(8,802)
Finance liabilities, excluding current maturities
$
127,591
$
132,129
On March 29, 2022, the Company sold
Florida
 
to an unrelated third party for $
50,000
 
(Note 3) 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
 
(Note
3)
 
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.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-17
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, 2023,
the
 
weighted
 
average
 
remaining
 
lease
 
term
 
of
 
the
 
above
 
lease
 
agreements
 
was
8.20
 
years
 
and
 
the
average interest rate was
4.83
%.
As of
 
June 30,
 
2023, and
 
throughout the
 
term of
 
the leases,
 
the Company
 
has annual
 
finance liabilities
as shown in the table below:
 
Period
Principal Repayment
Year 1
$
9,244
Year 2
9,606
Year 3
10,012
Year 4
10,438
Year 5
10,916
Year 6 and
 
thereafter
87,718
Total
$
137,934
7.
 
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 6.
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
 
2(e)). 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,
 
2023,
the Company did not record a provision for losses under the guarantee of Bergen’s loan amounting to
$
15,400
 
on that date.
d)
 
As of June
 
30, 2023, the
 
Company’s vessels,
 
owned and chartered-in,
 
were fixed under
 
time charter
agreements, considered operating
 
leases. The minimum
 
contractual gross charter
 
revenue expected
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-18
to
 
be
 
generated from
 
fixed
 
and
 
non
-cancelable time
 
charter
 
contracts
 
existing
 
as
 
of
 
June
 
30,
 
2023
and until their expiration was as follows:
Period
Amount
Year 1
$
159,042
Year 2
23,584
Year 3
9,454
Year 4
5,491
 
Total
$
197,571
8.
 
Capital Stock and Changes in Capital Accounts
a)
 
Preferred
 
stock
:
 
As
 
of
 
June
 
30,
 
2023,
 
and
 
December
 
31,
 
2022,
 
the
 
Company’s
 
authorized
preferred stock consists of
25,000,000
 
shares (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,
 
2023 and
 
December 31,
2022, the Company had
zero
 
Series A Participating Preferred Shares issued and outstanding.
b)
 
Series
 
B
 
Preferred
 
Stock:
 
As
 
of
 
June
 
30,
 
2023,
 
and
 
December
 
31,
 
2022,
 
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,
 
2023
 
and
 
2022,
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,
 
2023,
 
and
 
December
 
31,
 
2022,
 
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, 2023, and December 31,
 
2022, 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
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-19
thereof to up to 100,000 votes, on all matters submitted to a vote of the shareholders of the Company,
subject to a maximum number of votes eligible to be cast by such holder derived from the Series D
Preferred Shares and any other voting security of the Company held by the holder to be equal to
the lesser of (i) 36% of the total number of votes entitled to vote on any matter put to shareholders of the
Company and (ii) the sum of the holder’s aggregate voting power derived from securities other than the
Series D Preferred Stock and 15% of the total number of votes entitled to be cast on matters put to
shareholders of the Company.
 
The
 
Series
 
D
 
Preferred
 
Stock
 
is
 
transferable
 
only
 
to
 
the
 
holder’s
immediate family members and to affiliated persons or entities.
 
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
 
(Note
 
3).
 
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.
f)
 
Dividend on Common Stock:
On March 20,
 
2023, the Company paid
 
a dividend on its
 
common
stock
 
of
 
$
0.15
 
per
 
share,
 
or
 
$
15,965
,
 
to
 
its
 
shareholders
 
of
 
record
 
as
 
of
 
March
 
13,
 
2023.
 
On
 
May
 
26,
2023, the Company declared a dividend on
 
its common stock of $
0.15
 
per share, or $
15,965
, payable on
July 10,
 
2023 in
 
shares of
 
common stock
 
or,
 
upon the
 
election of
 
common shareholders,
 
in cash,
 
to all
shareholders of record as of June 12, 2023 (Note 12).
g)
 
Dividend in
 
Kind:
On
 
June 9,
 
2023, the
 
Company distributed
 
the
 
Company’s investment
 
in the
Series D
 
Preferred Shares
 
of OceanPal
 
in the
 
form of
 
a stock
 
dividend amounting
 
to $
10,761
, or
 
$
0.10
per share, to its shareholders of record as of April 24, 2023 (Notes 2(d) and
 
3).
h)
 
Incentive Plan:
On February 22, 2023,
 
the Company’s Board of
 
Directors approved the award of
1,750,000
 
shares
 
of
 
restricted
 
common
 
stock
 
to
 
executive
 
management
 
and
 
non-executive
 
directors,
pursuant to the Company’s
 
Equity Incentive Plan, as annual
 
bonus. The restricted shares have
 
a vesting
period of
 
three years
 
and their
 
fair value
 
amounted to
 
$
7,945
.
 
As of
 
June 30,
 
2023,
13,444,759
 
shares
remained reserved for issuance according to the Company’s incentive plan.
Restricted stock during the six months ended June 30, 2023 and
 
2022 is analyzed as follows:
Number of Shares
Weighted Average
Grant Date Price
Outstanding at December 31, 2021
9,514,649
$
2.83
Granted
1,470,000
 
4.15
Vested
(3,118,060)
 
2.84
Outstanding at June 30, 2022
7,866,589
$
3.06
Outstanding at December 31, 2022
7,866,589
$
3.07
Granted
1,750,000
4.54
Vested
(2,822,753)
3.05
Outstanding at June 30, 2023
6,793,836
$
3.45
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
 
over
 
the
respective
 
vesting
 
periods.
 
During
 
the
 
six
 
months
 
ended
 
June
 
30,
 
2023
 
and
 
2022,
 
compensation
 
cost
amounted to
 
$
4,826
 
and $
4,931
, respectively,
 
and is
 
included in
 
“General and
 
administrative expenses”
presented in the accompanying unaudited interim consolidated statements
 
of income.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-20
As
 
of
 
June
 
30,
 
2023
 
and
 
December
 
31,
 
2022,
 
the
 
total
 
unrecognized
 
cost
 
relating
 
to
 
restricted
 
share
awards was
 
$
19,992
 
and $
16,873
, respectively.
 
As of
 
June 30,
 
2023, the
 
weighted-average period over
which
 
the
 
total
 
compensation
 
cost
 
related
 
to
 
non-vested
 
awards
 
not
 
yet
 
recognized
 
is
 
expected
 
to
 
be
recognized is
2.33
 
years.
9.
 
Interest and Finance Costs
The amounts in the accompanying consolidated statements of income
 
are analyzed as follows:
For the six months ended June 30,
2023
2022
Interest expense, debt
$
18,929
$
9,410
Finance liabilities interest expense
3,420
580
Amortization of debt and finance liabilities issuance costs
1,293
1,104
Loan and other expenses
203
115
Interest expense and finance costs
$
23,845
$
11,209
10.
 
Earnings 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.
 
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 and
 
2022, there were
1,272,798
 
and
2,964,828
 
incremental
 
shares,
 
respectively,
 
included
 
in
 
the
 
denominator
 
of
 
the
 
diluted
earnings per share calculation.
 
Profit attributable to common equity holders is adjusted by the amount of dividends on Series B Preferred
Stock as follows:
 
For the six months ended June 30,
2023
2022
Net income
$
33,077
$
61,649
Dividends on series B preferred shares
(2,884)
(2,884)
Net income attributable to common stockholders
$
30,193
$
58,765
Weighted average number of common shares, basic
98,489,613
77,343,851
Incremental shares
 
1,272,798
2,964,828
Weighted average number of common shares, diluted
 
99,762,411
80,308,679
Earnings/(loss) per share, basic
$
0.31
$
0.76
Earnings/(loss) per share, diluted
$
0.30
$
0.73
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-21
11.
 
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.
 
During the
 
six months
 
ended June
 
30, 2023
 
and 2022, 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
2023
2022
Cargill International SA
16%
18%
Koch Shipping PTE LTD.
 
Singapore
*
15%
*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 (Notes 5 and
 
12) 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
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, 2023,
 
the Bond having a fixed interest
 
rate and a carrying value of
 
$
119,100
 
(Note 5) had
a
 
fair
 
value
 
of
 
$
117,760
 
determined
 
through
 
the
 
Level
 
1
 
input
 
of
 
the
 
fair
 
value
 
hierarchy
 
as
 
defined
 
in
FASB guidance for Fair Value Measurements.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-22
Other Fair value measurements
Description (in thousands of US Dollars)
December 31, 2022
Quoted Prices in
Active Markets
(Level 1)
Non-recurring fair value measurements
Long-lived assets held for use (1)
$
67,909
$
67,909
Total
 
non-recurring fair value
measurements
67,909
67,909
June 30, 2023
Quoted Prices in
Active Markets
(Level 1)
Significant Other
Observable Inputs
(Level 2)
Non-recurring fair value measurements
Equity method investments (2)
$
4,519
$
$
4,519
Long-lived assets held for use (3)
7,809
7,809
Total
 
non-recurring fair value
measurements
$
12,328
$
7,809
$
4,519
(1)
During
 
the
 
fourth
 
quarter
 
of
 
2022,
 
the
 
Company
 
took
 
delivery
 
of
eight
 
vessels
 
under
 
its
 
master
agreement with
 
Sea Trade,
 
acquired for
 
the purchase
 
price of
 
$
263,719
, of
 
which $
195,810
 
was
paid in
 
cash and
 
$
67,909
 
was paid
 
through newly
 
issued common
 
stock (Note
 
3). The
 
fair value
of
 
the
 
common
 
shares
 
issued
 
to
 
Sea
 
Trade
 
was
 
determined
 
based
 
on
 
the
 
closing
 
price
 
of
 
the
Company’s shares on
 
the date of
 
delivery of each vessel,
 
which was also the
 
date of issuance
 
of
such shares.
(2)
 
On
 
April 28,
 
2023, the
 
Company
 
estimated that
 
the
 
fair
 
value of
 
its
25
%
 
interest in
 
Bergen was
$
4,519
,
 
determined
 
through
 
the
 
Level
 
2
 
inputs
 
of
 
the
 
fair
 
value
 
hierarchy,
 
as
 
defined
 
in
 
FASB
guidance
 
for
 
Fair
 
Value
 
Measurements,
 
and
 
recorded
 
a
 
gain
 
of
 
$
844
,
 
being
 
the
 
difference
between the
 
fair value
 
of the
 
retained noncontrolling interest
 
plus the
 
carrying value the
 
liabilities
assumed by Bergen and the carrying value of the assets derecognized
 
(Note 2(e)).
(3)
 
On January
 
30, 2023.
 
the Company took
 
delivery of
 
one vessel
 
under its
 
master agreement
 
with
Sea
 
Trade,
 
acquired
 
for
 
the
 
purchase
 
price
 
of
 
$
31,764
 
of
 
which
 
$
23,955
 
was
 
paid
 
in
 
cash
 
and
$
7,809
 
was
 
paid
 
through
 
newly
 
issued
 
common
 
stock
 
(Note
 
3).
 
The
 
fair
 
value
 
of
 
the
 
common
shares issued to
 
Sea Trade was
 
determined based on the
 
closing price of the
 
Company’s shares
on the date of delivery of each vessel, which was also the date
 
of issuance of such shares.
12.
 
Subsequent Events
a)
 
Property
 
Acquisition:
 
On
 
July
 
6,
 
2023,
 
DSS
 
acquired
 
from
 
Alpha
 
Sigma
 
Shipping
 
Corp,
 
a
related party with which they jointly
 
owned a plot of land, the
 
share owned by the related party
 
for
€
1.1
 
million, or $
1,208
 
and DSS became the sole owner of the land (Note 4).
b)
 
Common
 
Stock
 
Dividends
:
 
On
 
July
 
10,
 
2023,
 
the
 
Company
 
paid
 
$
12,424
 
in
 
cash
 
to
 
its
shareholders
 
who
 
elected
 
to
 
receive
 
cash
 
and
 
issued
965,044
 
new
 
common
 
shares
 
and
distributed
 
to
 
its
 
shareholders
 
who
 
elected
 
to
 
receive
 
shares,
 
as
 
payment
 
for
 
the
 
dividend
declared
 
on
 
May
 
26,
 
2023
 
(Note
 
8(f).
 
On
 
August
 
1,
 
2023, the
 
Company
 
declared
 
a
 
dividend
 
of
$
0.15
 
per share
 
payable in cash
 
and shares to
 
all shareholders of
 
record as
 
of August 14,
 
2023.
 
DIANA SHIPPING INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2023
(Expressed in thousands of U.S. Dollars – except share, per share data,
 
unless otherwise stated)
F-23
O
n
 
September
 
8,
 
2023,
 
the
 
Company
 
paid
 
$
13,041
 
in
 
cash
 
to
 
its
 
shareholders
 
who
 
elected
 
to
receive
 
cash
 
and
 
distributed
831,672
 
newly
 
issued
 
common
 
shares
 
to
 
its
 
shareholders
 
who
elected to receive shares, as payment for the dividend declared.
c)
 
Series B
 
Preferred Stock Dividends:
On July 17,
 
2023, 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 14, 2023.
d)
 
Loan
 
Refinancing:
On
 
July
 
19,
 
2023,
 
the
 
Company
 
entered
 
into
 
a
 
refinancing
 
agreement
 
with
Export-Import Bank of China for the purpose of replacing
 
LIBOR with term SOFR.