Diana Shipping Inc. (NYSE: DSX) (the “Company”), a global shipping
company specializing in the ownership and bareboat charter-in
of dry bulk vessels, today announced the preliminary results of its
tender offer to purchase up to 15,000,000 shares of its common
stock, par value US$0.01 per share, at a price of US$2.00 per
share, net to the seller in cash, less any applicable withholding
taxes and without interest. The tender offer expired at 5:00 P.M.,
Eastern Time, on December 31, 2024.
Based on a preliminary count by Computershare
Trust Company, N.A., the depositary for the tender offer, the total
number of shares tendered in the tender offer was 12,067,782
shares, including 729,654 shares tendered pursuant to the
guaranteed delivery procedure described in the tender offer
documents. Because the preliminary information received from the
depositary indicates that the tender offer was undersubscribed, it
is expected that the Company will purchase all validly tendered
shares from each tendering shareholder. The Company offered to
purchase a total of 15,000,000 shares in the tender offer for an
aggregate purchase price of US$30.0 million.
The number of shares of common stock expected to
be purchased by the Company and the aggregate purchase price for
the shares are preliminary and subject to final confirmation by the
depositary and the proper delivery of shares tendered, including
shares tendered pursuant to the guaranteed delivery procedure. The
final results of the tender offer will be announced promptly
following completion of the confirmation process. Payment for
shares of common stock accepted for purchase by the Company will be
made in accordance with the terms of the tender offer promptly
following final confirmation of the number of shares validly
tendered. Certificates for all shares tendered and not purchased
will be returned or, in the case of shares tendered by book-entry
transfer, will be credited to the account maintained with the
book-entry transfer facility by the participant who delivered the
shares to the tendering pursuant to the terms of the tender
offer.
If shareholders have any questions, please call
our information agent, Georgeson LLC, by telephone, toll free at
(800) 248-7690. Parties outside the U.S. can reach the information
agent at +1-781-575-2137.
Certain Information Regarding the Tender
Offer
The information in this press release describing
Diana Shipping Inc.’s tender offer is for informational purposes
only and does not constitute an offer to buy or the solicitation of
an offer to sell shares of Diana Shipping Inc.’s common stock in
the tender offer. The tender offer is being made only pursuant to
the Offer to Purchase and the related materials that Diana Shipping
Inc. is distributing to its shareholders, as they may be amended or
supplemented. Shareholders should read such Offer to Purchase and
related materials carefully and in their entirety because they
contain important information, including the various terms and
conditions of the tender offer. Shareholders of Diana Shipping Inc.
may obtain a free copy of the Tender Offer Statement on Schedule
TO, the Offer to Purchase and other documents that Diana Shipping
Inc. is filing with the Securities and Exchange Commission from the
Securities and Exchange Commission’s website at www.sec.gov.
Shareholders may also obtain a copy of these documents, without
charge, from Georgeson LLC, the information agent for the tender
offer, toll free at (800) 248-7690. Shareholders are urged to
carefully read all of these materials prior to making any decision
with respect to the tender offer. Shareholders and investors who
have questions or need assistance may call Georgeson LLC, the
information agent for the tender offer, toll free at (800)
248-7690. Parties outside the U.S. can reach the information agent
at +1-781-575-2137.
About the Company
Diana Shipping Inc. is a global provider of
shipping transportation services through its ownership and bareboat
charter-in of dry bulk vessels. The Company’s vessels are employed
primarily on short to medium-term time charters and transport a
range of dry bulk cargoes, including such commodities as iron ore,
coal, grain and other materials along worldwide shipping
routes.
Cautionary Statement Regarding
Forward-Looking Statements
Matters discussed in this press release may
constitute forward-looking statements. The Private Securities
Litigation Reform Act of 1995 provides safe harbor protections for
forward-looking statements in order to encourage companies to
provide prospective information about their business.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance, and
underlying assumptions and other statements, which are other than
statements of historical facts.
The Company desires to take advantage of the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995 and is including this cautionary statement in
connection with this safe harbor legislation. The words “believe,”
“anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,”
“potential,” “may,” “should,” “expect,” “pending” and similar
expressions identify forward-looking statements.
The forward-looking statements in this press
release are based upon various assumptions, many of which are
based, in turn, upon further assumptions, including without
limitation, Company management’s examination of historical
operating trends, data contained in the Company’s records and other
data available from third parties. Although the Company believes
that these assumptions were reasonable when made, because these
assumptions are inherently subject to significant uncertainties and
contingencies that are difficult or impossible to predict and are
beyond the Company’s control, the Company cannot assure you that it
will achieve or accomplish these expectations, beliefs or
projections.
In addition to these important factors, other
important factors that, in the Company’s view, could cause actual
results to differ materially from those discussed in the
forward-looking statements include the strength of world economies
and currencies, general market conditions, including fluctuations
in charter rates and vessel values, changes in demand for dry bulk
shipping capacity, changes in the Company’s operating expenses,
including bunker prices, drydocking and insurance costs, the market
for the Company’s vessels, availability of financing and
refinancing, changes in governmental rules and regulations or
actions taken by regulatory authorities, potential liability from
pending or future litigation, general domestic and international
political conditions, including risks associated with the
continuing conflict between Russia and Ukraine and related
sanctions, potential disruption of shipping routes due to accidents
or political events, including the escalation of the conflict in
the Middle East, vessel breakdowns and instances of off-hires and
other factors. Please see the Company’s filings with the U.S.
Securities and Exchange Commission for a more complete discussion
of these and other risks and uncertainties. The Company undertakes
no obligation to revise or update any forward-looking statement, or
to make any other forward-looking statements, whether as a result
of new information, future events or otherwise.
Corporate Contact:
Ioannis Zafirakis
Director, Chief Financial Officer, Chief Strategy Officer, Treasurer and Secretary
Telephone: + 30-210-9470-100
Email: izafirakis@dianashippinginc.com
Website: www.dianashippinginc.com
X: @Dianaship
Investor and Media Relations:
Edward Nebb
Comm-Counsellors, LLC
Telephone: + 1-203-972-8350
Email: enebb@optonline.net
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