Overseas Shipholding amends facilities via Wells Fargo, Jefferies

By Susanna Moon

Chicago, June 9 – Overseas Shipholding Group, Inc. amended its secured debt facilities consisting of a $75 million secured asset-based revolving loan facility, $603 million secured term loan and $628,375,000 secured term loan facility and $50 million revolving loan facility.

The company entered into amendments on June 3, according to an 8-K filing with the Securities and Exchange Commission.

Wells Fargo Bank, NA is the administrative agent for the asset-based revolving loan; and Jefferies Finance LLC is the administrative agent for the secured term loans and revolving loan.

The amendments under the asset-based revolver and $603 million term loan strike language prohibiting the company or its subsidiaries from entering into an agreement for a merger, consolidation, asset sale or acquisition and provide revisions to the list of events that constitute a change of control under each of the facilities to remove acquisitions of the voting stock of the company and changes in the composition of the company’s board of directors.

The amendments to the $628,375,000 term loan and $50 million revolver removes language prohibiting the company or its subsidiaries from entering into an agreement for a merger, consolidation, asset sale or acquisition and revises the list of events that constitute a change of control to remove acquisitions of the voting stock of the company and changes in the composition of the board of directors.

The changes also permit charters of up to two vessels on a bareboat basis; incurring debt of up to $75 million in an entity’s capacity as a member of shipping pools for which the pool operator enters into a financing arrangement secured by receivables; paying a cash dividend of up to $200 million to the company no later than June 30; alterations to some provisions of the facilities that require mandatory prepayment under circumstances and that limit dividends and investments; and an extension of the time during which there is a prepayment premium if the $628,375,000 term loan is repaid, converted or repriced, to 12 months from the effective date of the amendment.

Overseas is a New York-based tanker company.

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