Free Writing Prospectus Filed pursuant to Rule 433
Dated November 15, 2010 Registration No. 333-169974
DIANA CONTAINERSHIPS INC.
ISSUER FREE WRITING PROSPECTUS
PRESS RELEASE
Set forth herein is a copy of the press release issued by Diana Containerships
Inc. on November 15, 2010.
Corporate Contact:
Ioannis Zafirakis
Director, Chief Operating Officer and Secretary
Telephone: + 30-210-947-0100
Email: izafirakis@dcontainerships.com
For Immediate Release
Investor and Media Relations:
Edward Nebb
Comm-Counsellors, LLC
Telephone: + 1-203-972-8350
Email: enebb@optonline.net
DIANA CONTAINERSHIPS INC. REPORTS FINANCIAL RESULTS
FOR THE THIRD QUARTER AND FOR THE PERIOD FROM JANUARY 7, 2010 (INCEPTION DATE)
THROUGH
SEPTEMBER 30, 2010
ATHENS, GREECE, November 15, 2010 - Diana Containerships Inc., a global shipping
company specializing in the transportation of containers, today reported net
loss of $0.1 million for the third quarter of 2010. Voyage and time charter
revenues were $2.4 million for the third quarter of 2010.
Net loss for the period from January 7, 2010 (date of inception) through
September 30, 2010 amounted to $2.0 million. Voyage and time charter revenues
were $2.4 million for the period from January 7, 2010 (date of inception)
through September 30, 2010.
Diana Containerships Inc. is a corporation founded on January 7, 2010 to pursue
vessel acquisitions in the container shipping industry. The Company's shares of
common stock are not currently traded on any national securities exchange. The
Company commenced an exchange offer of its shares of common stock for shares
registered under the Securities Act of 1933, as amended, on October 19, 2010
pursuant to a registration statement on Form F-4 declared effective on that
date. This press release is not an offer to exchange any of the securities of
the Company, which is being made only pursuant to the prospectus contained in
the registration statement on Form F-4 filed with the U.S. Securities and
Exchange Commission.
Fleet Employment Profile (As of November 15, 2010)
Currently Diana Containerships' fleet is employed as follows:
Vessel Delivery
Gross Rate Date to Redelivery Date to
BUILT TEU (USD Per Day) Com* Charterer Charterer Owners**
- ---------------------------------------------------------------------------------------------------------------
Panamax Vessels
- ---------------------------------------------------------------------------------------------------------------
SAGITTA $16,000 4.25% A.P. Moller - Maersk 30-Jun-10 30-Mar-11 - 30-Jun-11
2010 3,426
CENTAURUS $20,000 1.25% CSAV Valparaiso 4-Sep-10 21-Jul-12 - 19-Oct-12
2010 3,426
* Total commission percentage paid to third parties
** Charterers' optional period to redeliver the vessel to owners. Charterers
have the right to add the off hire days, if any, and therefore the
optional period may be extended.
Summary of Selected Financial & Other Data
For the period from
January 7
Three Months Ended (inception date) to
September 30, 2010
(unaudited) (unaudited)
INCOME STATEMENT DATA:
Voyage and time charter revenues $ 2,421,394 $ 2,422,716
Voyage expenses 123,173 148,287
Vessel operating expenses 1,312,381 1,687,930
Net loss 50,682 1,985,758
FLEET DATA
Average number of vessels 1.9 0.7
Number of vessels 2.0 2.0
Weighted average age (in years) 0.3 0.3
Ownership days 176 177
Available days 176 177
Operating days 168 168
Fleet utilization 95.5% 94.9%
AVERAGE DAILY RESULTS
Time charter equivalent (TCE) rate (1) $ 13,058 $ 12,850
Daily vessel operating expenses (2) $ 7,457 $ 9,536
- --------
(1) Time charter equivalent rates, or TCE rates, are defined as our voyage and
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 is a non-GAAP measure. TCE
rate 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.
(2) 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.
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, our management's examination of historical
operating trends, data contained in our records and other data available from
third parties. Although we believe that these assumptions were reasonable when
made, because these assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible to predict and
are beyond our control, we cannot assure you that we will achieve or accomplish
these expectations, beliefs or projections.
In addition to these important factors, other important factors that, in our
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 containership capacity, changes in our
operating expenses, including bunker prices, drydocking and insurance costs, the
market for our 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, potential disruption of shipping routes due
to accidents or political events, vessels breakdowns and instances of off-hires
and other factors. Please see our filings with the Securities and Exchange
Commission for a more complete discussion of these and other risks and
uncertainties.
(See financial tables attached)
DIANA CONTAINERSHIPS INC.
FINANCIAL TABLES
Expressed in U.S. Dollars, except for share data
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
For the period from
For the three months January 7, 2010
ended (inception date) to
September 30, 2010
REVENUES:
Voyage and time charter revenues $ 2,421,394 $ 2,422,716
EXPENSES:
Voyage expenses 123,173 148,287
Vessel operating expenses 1,312,381 1,687,930
Depreciation 706,633 714,519
Management fees 90,000 113,000
General and administrative expenses 787,181 2,577,158
Foreign currency gains (802,977) (1,045,467)
------------------- --------------------
Operating income / (loss) 205,003 (1,772,711)
------------------- --------------------
OTHER INCOME (EXPENSES):
Interest and finance costs (265,853) (265,853)
Interest Income 10,168 52,806
------------------- --------------------
Total other loss (255,685) (213,047)
------------------- --------------------
Net Loss $ (50,682) $ (1,985,758)
------------------- --------------------
Loss per common share, basic and diluted $ (0.01) $ (0.50)
=================== ====================
Weighted average number of common shares, basic and diluted 5,946,165 3,933,702
=================== ====================
CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEET DATA
(Expressed in US Dollars)
September 30, 2010
--------------------
ASSETS
- ------
Cash and cash equivalents $ 12,531,739
Other current assets 875,940
Vessels' net book value 92,816,667
Other non-current assets 156,591
--------------------
Total assets $ 106,380,937
====================
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Current liabilities, including current portion of long-term debt $ 3,284,633
Long-term debt 18,489,442
Other non-current liabilities 181,684
Total stockholders' equity 84,425,178
--------------------
Total liabilities and stockholders' equity $ 106,380,937
====================
OTHER FINANCIAL DATA
For the period from
January 7
Three Months Ended (inception date) to
September 30, 2010
(unaudited) (unaudited)
Net Cash from Operating Activities $ 601,100 $ 130,130
Net Cash used in Investing Activities (43,062,492) (93,531,186)
Net Cash from Financing Activities 19,600,000 104,881,396
The issuer has filed a registration statement (including a prospectus) with the
SEC for the exchange offer to which this communication relates. Before you
invest, you should read the prospectus in that registration statement and other
documents the issuer has filed with the SEC for more complete information about
the issuer and the exchange offer. You may get these documents for free by
visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer
will arrange to send you the prospectus if you request it by calling the
Exchange Agent toll-free at 1-800-777-3674.