d1174007_6-k.htm

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 February 2011
Commission File Number: 333-169974

DIANA CONTAINERSHIPS 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 a press release dated February 22, 2011 of Diana Containerships Inc. (the "Company") announcing the Company's financial results for the fourth quarter and for the period from January 7, 2010 through December 31, 2010 and change in the Company's Board of Directors.


 



 
 

 

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 CONTAINERSHIPS INC.
(registrant)


Dated: February 22, 2011
By:
/s/ Andreas Michalopoulos
 
 
Andreas Michalopoulos
 
 
Chief Financial Officer and Treasurer




 
 

 

Exhibit 99.1

   
Corporate Contact:
   
Ioannis Zafirakis
   
Director, Chief Operating Officer and Secretary
   
Telephone: + 30-210-9470000
   
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 FOURTH QUARTER AND FOR THE PERIOD FROM JANUARY 7, 2010 (INCEPTION DATE) THROUGH DECEMBER 31, 2010

ANNOUNCES CHANGE IN BOARD OF DIRECTORS

 
ATHENS, GREECE, February 22, 2011 – Diana Containerships Inc. (NASDAQ: DCIX), a global shipping company specializing in the transportation of containers, today reported net loss of $15,602 for the fourth quarter of 2010. Time charter revenues were $3.3 million for the fourth quarter of 2010.
 
Net loss for the period from January 7, 2010 (date of inception) through December 31, 2010 amounted to $2.0 million and time charter revenues were $5.7 million for the period from January 7, 2010 (date of inception) through December 31, 2010.
 
Announces Change in Board of Directors
 
The Company also announces the resignation of Mr. Konstantinos Fotiadis from the Company's board of directors and as chairman of the Audit Committee. Mr. Fotiadis submitted his resignation solely for personal reasons, and the Company thanks him for his valuable contributions to the board of directors and the Audit Committee. Effective upon Mr. Fotiadis' resignation, the Company has appointed Mr. Giannakis (John) Evangelou as a Class III director, and has also appointed him to serve on the Audit Committee where he will serve as chairman. Mr. Evangelou brings with him extensive financial and accounting experience as a partner at a major international accounting firm. Mr. Evangelou also has experience as a financial officer of both private and publicly listed shipping companies.
 
Diana Containerships Inc. is a corporation formed on January 7, 2010 to pursue vessel acquisitions in the container shipping industry. The Company's shares of common stock are currently traded on the NASDAQ.
 

 
 

 
 

Fleet Employment Profile (As of February 22, 2011)
Currently Diana Containerships' fleet is employed as follows:
 
 
 
 
 
 
 
 
Vessel
Gross Rate (USD Per Day)
Com*
Charterer
Delivery Date to Charterer
Redelivery Date to Owners**
BUILT   TEU
 
 
 
 
 
 
 
 
Gearless Cellular Container Vessels
 
 
 
 
 
 
 
 
SAGITTA
$16,000
5.25%
A.P. Moller - Maersk
30-Jun-10
30-Mar-11 - 30-Jun-11
2010    3,426
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CENTAURUS
$20,000
2.25%
CSAV Valparaiso
4-Sep-10
21-Jul-12 - 19-Oct-12
2010    3,426
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
* Total commission percentage paid to third parties and Diana Shipping Services S.A.
** 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
 
 
 
Three Months Ended
 
For the period from January 7 (inception date) to
 
 
 
December 31, 2010
 
 
 
(unaudited)
   
 
 
INCOME STATEMENT DATA:
 
Time charter revenues
  $ 3,312,000     $ 5,734,716  
Voyage expenses
    118,680       266,967  
Vessel operating expenses
    1,196,680       2,884,610  
Net loss
    15,602       2,001,361  
FLEET DATA
 
Average number of vessels
    2.0       1.0  
Number of vessels
    2.0       2.0  
Weighted average age of fleet (in years)
    0.6       0.6  
Ownership days
    184       361  
Available days
    184       361  
Operating days
    184       352  
Fleet utilization
    100.0 %     97.5 %
AVERAGE DAILY RESULTS
 
Time charter equivalent (TCE) rate (1)
  $ 17,355     $ 15,146  
Daily vessel operating expenses (2)
  $ 6,504     $ 7,991  
 
(1)
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 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
 
 
 
 
 
 
CONSOLIDATED STATEMENTS OF INCOME
 
 
 
 
   
 
 
 
 
For the three months ended
   
For the period from January 7, 2010 (inception date) to
 
 
 
December 31, 2010
 
REVENUES:
 
 
   
 
 
Time charter revenues
  $ 3,312,000     $ 5,734,716  
 
               
EXPENSES:
               
Voyage expenses
    118,680       266,967  
Vessel operating expenses
    1,196,680       2,884,610  
Depreciation
    739,358       1,453,877  
Management fees
    90,000       203,000  
General and administrative expenses
    946,828       3,523,986  
Foreign currency losses / (gains)
    1,903       (1,043,563 )
Operating income / (loss)
    218,551       (1,554,161 )
 
               
OTHER INCOME / (EXPENSES):
               
Interest and finance costs
    (245,438 )     (511,291 )
Interest Income
    11,285       64,091  
Other loss
    (234,153 )     (447,200 )
 
               
Net Loss
  $ (15,602 )   $ (2,001,361 )
 
               
Loss per common share, basic and diluted
  $ (0.00 )   $ (0.45 )
 
               
Weighted average number of common shares, basic and diluted
    5,946,165       4,449,431  


 

 
 

 


CONDENSED CONSOLIDATED BALANCE SHEET DATA
 
(Expressed in US Dollars)
 
 
 
December 31, 2010
 
ASSETS
 
 
 
 
 
 
 
 Cash and cash equivalents
  $ 11,098,284  
 Other current assets
    1,277,730  
 Vessels' net book value
    92,077,309  
 Other non-current assets
    895,846  
Total assets
  $ 105,349,169  
 
       
LIABILITIES AND STOCKHOLDERS' EQUITY
       
 
       
 Current liabilities, including current portion of long-term debt
  $ 2,387,138  
 Long-term debt, net of current portion
    18,169,633  
 Other non-current liabilities
    181,684  
 Total stockholders' equity
    84,610,714  
Total liabilities and stockholders' equity
  $ 105,349,169  

OTHER FINANCIAL DATA
 
 
 
Three Months Ended
   
For the period from January 7 (inception date) to
 
 
 
December 31, 2010
 
 
 
(unaudited)
   
 
 
 Net Cash used in Operating Activities
  $ (316,655 )   $ (186,525 )
 Net Cash used in Investing Activities
    -       (93,531,186 )
 Net Cash from / (used in) Financing Activities
    (1,116,800 )     103,764,596