Overseas Shipholding Group Announces Waiver of Supplemental Indenture Condition and Extension of Expiration Date of Tender Offer and Consent Solicitation For Its 7.50% Senior Notes Due 2024
Overseas Shipholding Group, Inc. (NYSE MKT:OSG, OSGB) (the “Company” or “OSG”) today announced the further extension of the previously announced tender offer (the “Tender Offer”) for any and all of its 7.50% Senior Notes due 2024 (the “Notes”) and the solicitation of consents (“Consents”) from registered holders of the Notes (the “Consent Solicitation”) to amend the indenture governing the Notes to affirm that for the purposes of the restriction in such indenture on the Company’s ability to dispose of assets, the Company’s international operations, held through its subsidiary OSG International, Inc., do not constitute substantially an entirety of the Company’s assets (the “Proposed Amendment”).
The terms and conditions of the Tender Offer and the Consent Solicitation are described in the Company’s Offer to Purchase and Consent Solicitation Statement, dated December 2, 2015 (the “Statement”), and the Letter of Transmittal and Consent attached thereto, which set forth the complete terms of the Tender Offer and Consent Solicitation.
On January 5, 2016, the Company announced that the expiration date of the Tender Offer and the Consent Solicitation had been extended by ten days until 11:59 p.m., New York City time, on January 14, 2016. The Tender Offer and the Consent Solicitation have been further extended by five business days until 11:59 p.m., New York City time, on January 22, 2016 (the “Expiration Time”). Additionally, the Company has waived the condition to the Tender Offer requiring the execution of a supplemental indenture effecting the Proposed Amendment and intends to accept for purchase all Notes validly tendered and not validly withdrawn prior to the Expiration Time. The Withdrawal Deadline (as defined in the Statement) has also been extended until 11:59 p.m., New York City time, on January 22, 2016. Except as described herein, the terms of the Tender Offer and the Consent Solicitation remain unchanged.
As of 5:00 p.m., New York City time, on January 14, 2016, $294,000 in aggregate principal amount, or approximately 42.98%, of the Notes outstanding, excluding any outstanding Notes held by the Company or its affiliates, has been validly tendered and not validly withdrawn. As of such time, holders of an additional $52,000 in aggregate principal amount, or approximately 7.60%, of the Notes outstanding, excluding any outstanding Notes held by the Company or its affiliates, have provided Consents that have been validly delivered and not validly revoked in the Consent Only Option (as defined in the Statement).
Jefferies LLC is serving as the Dealer Manager for the Tender Offer and Solicitation Agent for the Consent Solicitation. For additional information regarding the terms of the Tender Offer and the Consent Solicitation, please contact: Jefferies LLC at (888) 708-5831 (toll-free) or (203) 363-8273 (collect). Requests for documents may be directed to Ipreo LLC, which is acting as Information Agent and Depositary for the Tender Offer and the Consent Solicitation, at (888) 593-9546 (toll-free).
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO PURCHASE, A SOLICITATION OF AN OFFER TO PURCHASE OR A SOLICITATION OF CONSENT WITH RESPECT TO ANY SECURITIES. THE TENDER OFFER AND THE CONSENT SOLICITATION IS BEING MADE SOLELY PURSUANT TO THE STATEMENT AND RELATED LETTER OF TRANSMITTAL AND CONSENT, WHICH SET FORTH THE COMPLETE TERMS OF THE TENDER OFFER AND CONSENT SOLICITATION WHICH HOLDERS OF THE NOTES SHOULD CAREFULLY READ PRIOR TO MAKING ANY DECISION.
THE TENDER OFFER AND THE CONSENT SOLICITATION ARE NOT BEING MADE TO HOLDERS OF NOTES IN ANY JURISDICTION IN WHICH THE MAKING OF OR ACCEPTANCE OF THE TENDER OFFER OR THE CONSENT SOLICITATION WOULD NOT BE IN COMPLIANCE WITH THE LAWS OF SUCH JURISDICTION. THE COMPANY EXPRESSLY RESERVES THE RIGHT, SUBJECT TO APPLICABLE LAW, TO TERMINATE THE TENDER OFFER AND THE CONSENT SOLICITATION.
Overseas Shipholding Group, Inc. (NYSE MKT: OSG, OSGB) is a publicly traded tanker company providing energy transportation services for crude oil and petroleum products in the U.S. and International Flag markets. OSG is committed to setting high standards of excellence for its quality, safety and environmental programs. OSG is recognized as one of the world’s most customer-focused marine transportation companies and is headquartered in New York City, NY. More information is available at www.osg.com.
This release contains forward-looking statements. In addition, the Company may make or approve certain statements in future filings with the Securities and Exchange Commission (“SEC”), in press releases, or in oral or written presentations by representatives of the Company. All statements other than statements of historical facts should be considered forward-looking statements. These matters or statements may relate to the Company’s plans to accept for purchase Notes tendered in the Tender Offer, to make any payments pursuant to the terms of the Tender Offer and the Consent Solicitation and to amend the indenture governing the Notes. Forward-looking statements are based on the Company’s current plans, estimates and projections, and are subject to change based on a number of factors. Investors should carefully consider the risk factors outlined in more detail in the Company’s Annual Report for 2014 on Form 10-K under the caption “Risk Factors” and in similar sections of other filings made by the Company with the SEC from time to time. The Company assumes no obligation to update or revise any forward-looking statements. Forward-looking statements and written and oral forward looking statements attributable to the Company or its representatives after the date of this release are qualified in their entirety by the cautionary statements contained in this paragraph and in other reports previously or hereafter filed by the Company with the SEC.