Current Report Filing (8-k)
30 April 2016 - 7:39AM
Edgar (US Regulatory)
United
States
Securities
and Exchange Commission
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(
d
) of the
Securities
Exchange Act of 1934
April
29, 2016
Date
of Report (Date of earliest event reported)
Overseas
Shipholding Group, Inc.
(Exact
Name of Registrant as Specified in Charter)
1-6479-1
Commission
File Number
Delaware
|
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13-2637623
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification Number)
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1301
Avenue of the Americas
New
York, New York 10019
(Address
of Principal Executive Offices) (Zip Code)
Registrant's
telephone number, including area code
(212) 953-4100
Check the appropriate box below if the Form
8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Section
7 – Regulation FD
Item
7.01
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Regulation
FD Disclosure.
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As
previously reported, on November 14, 2012, Overseas Shipholding Group, Inc. (“OSG”) and certain of its subsidiaries
(together with OSG, the “Debtors”) filed voluntary petitions for reorganization under Title 11 of the U.S. Code in
the Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) and by order entered on July 18, 2014,
the Bankruptcy Court confirmed the Debtors’ plan of reorganization (the “Plan”). On August 5, 2014, the Plan
became effective and OSG emerged from bankruptcy.
On
April 29, 2016, the Debtors filed their post-confirmation quarterly summary report for the period from January 1, 2016 through
March 31, 2016 (the “Post-Confirmation Quarterly Summary Report”) with the Bankruptcy Court. The Post-Confirmation
Quarterly Summary Report is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
This
Current Report on Form 8-K (including the exhibit hereto or any information included therein) shall not be deemed an admission
as to the materiality of any information required to be disclosed solely by reason of Regulation FD.
OSG
is furnishing this Current Report pursuant to Item 7.01, “Regulation FD Disclosure.” The information contained in
this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act,
except as shall be expressly set forth by specific reference in such a filing.
FINANCIAL
AND OPERATING DATA
OSG
cautions investors and potential investors not to place undue reliance upon the information contained in the Post-Confirmation
Quarterly Summary Report, which was not prepared for the purpose of providing the basis for an investment decision relating to
any of the securities of OSG. The Post-Confirmation Quarterly Summary Report is limited in scope, covers a limited time period
and has been prepared solely for the purpose of complying with the reporting requirements of the Office of the United States Trustee
of the District of Delaware and the Bankruptcy Court. The Post-Confirmation Quarterly Summary Report was not audited or reviewed
by independent accountants, is in a format prescribed by applicable bankruptcy laws and regulations and is subject to future adjustment
and reconciliation. The Post-Confirmation Quarterly Summary Report does not include all of the adjustments, information and footnotes
required by U.S. generally accepted accounting principles. Therefore, the Post-Confirmation Quarterly Summary Report does not
necessarily contain all information required in filings pursuant to the Exchange Act, or may present such information differently
from such requirements. There can be no assurance that, from the perspective of an investor or potential investor in OSG’s
securities, the Post-Confirmation Quarterly Summary Report is complete. Results set forth in the Post-Confirmation Quarterly Summary
Report should not be viewed as indicative of future results.
Section
9 - Financial Statements and Exhibits.
Item
9.01
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Financial
Statements and Exhibits.
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Exhibit No.
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Description
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99.1
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Post-Confirmation Quarterly Summary Report for the period from January 1, 2016 through March 31, 2016, filed with the Bankruptcy Court.
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SIGNATURES
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 hereunto duly authorized.
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OVERSEAS SHIPHOLDING GROUP, INC.
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(Registrant)
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Date: April 29, 2016
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By
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/s/
James D. Small III
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Name:
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James D. Small III
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Title:
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Senior Vice President, Secretary & General Counsel
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EXHIBIT
INDEX
Exhibit No.
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Description
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99.1
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Post-Confirmation Quarterly Summary Report for the period from January 1, 2016 through March 31, 2016, filed with the Bankruptcy Court.
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