Diana Shipping announced that, through a wholly-owned subsidiary, it has filed a registration statement on Form 20-F pursuant to the Securities Exchange Act of 1934 to effect a spin-off of three of the Company’s older dry bulk vessels.
OceanPal Inc., the newly formed subsidiary that will act as the holding company for the three dry bulk vessels, has applied to have its common shares listed on the Nasdaq Capital Market.
In connection with the spin-off transaction, the Company will contribute the three vessel-owning subsidiaries, together with initial working capital in the amount of US$1.0 million, to OceanPal Inc., and will distribute all of the common shares of OceanPal Inc. to the Company’s shareholders of record as of October 29, 2021 (the “Record Date”). The Company will also receive preferred shares in OceanPal Inc. that will entitle the Company to certain preferred dividend and voting rights. The registration statement on Form 20-F includes a more detailed description of the terms of the proposed spin-off transaction. A copy of the registration statement on Form 20-F is available at www.sec.gov. The information in the filed registration statement on Form 20-F is not final and remains subject to change.
The Company is also announcing today that concurrently with the consummation of the spin-off transaction, the Company will pay a cash dividend in the amount of US$0.10 per common share to shareholders as of the aforementioned Record Date.
The transaction is expected to be completed on or around November 9, 2021, and remains subject to the registration statement on Form 20-F being declared effective and the approval of the listing of OceanPal Inc.’s common shares on the Nasdaq Capital Market.
Commenting on the spin-off transaction, the Company’s Chief Executive Officer, Mrs. Semiramis Paliou, stated: “The spin-off of 100% of the common shares of OceanPal Inc., represents a significant return of value to our shareholders reflective of the Company’s capability to capitalize on the strong dry bulk market. Management of Diana Shipping believes that the distribution of a separate, publicly traded dry bulk company focusing on older vessels with shorter duration charters will further enhance shareholder value by providing greater exposure to the shorter-term charter market, while allowing Diana Shipping to continue to focus on its disciplined long-term managed growth. At the same time the cash dividend of US$0.10 for this quarter represents a good indication of the ability of the Company to pay a cash dividend on a quarterly basis at current market levels.”