SecProbe.io

United States securities and exchange commission logo
September 8, 2022
Semiramis Paliou
Director and Chief Executive Officer
Diana Shipping Inc.
Pendelis 16
175 64 Palaio Faliro
Athens, Greece
Re:Diana Shipping Inc.
Registration Statement on Form F-3
Filed August 19, 2022
File No. 333-266999
Dear Mr. Paliou:
            We have limited our review of your registration statement to those issues we have
addressed in our comments.  In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form F-3
Exhibits
1.We note your disclosure that on August 10, 2022, you entered into an agreement with Sea
Trade Holdings Inc. to acquire nine dry bulk vessels for an aggregate purchase price of
$330 million, consisting of $220 million in cash and an aggregate of 18,487,395 of your
common shares underlying warrants that you issued to Sea Trade on August 17, 2022 and
are exercisable upon the delivery of the vessels.  We also note you disclose this
registration statement is being filed to register the resale of the shares underlying these
warrants pursuant to a registration rights agreement you also entered into with Sea Trade.
Please file the registration rights agreement, or tell us why you believe you are not
required to do so.  Refer to Item 601(b) of Regulation S-K.

 FirstName LastNameSemiramis Paliou
 Comapany NameDiana Shipping Inc.
 September 8, 2022 Page 2
 FirstName LastName
Semiramis Paliou
Diana Shipping Inc.
September 8, 2022
Page 2
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            You may contact contact Irene Barberena-Meissner, Staff Attorney, at 202-551-6548 or
Laura Nicholson, Special Counsel, at 202-551-3584 with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:       Edward S. Horton, Esq.