Feb 16, 2016

Overseas Shipholding Group Provides Guidance Regarding Class B Dividend on Settlement of Proskauer Lawsuit

NEW YORK –
Overseas Shipholding Group, Inc. (NYSE MKT:OSG, OSGB) (the “Company” or
“OSG”) announced today that, in connection with the previously-announced
settlement of the Company’s lawsuit against Proskauer Rose LLP
(“Proskauer”), its Board of Directors expects to declare a dividend of
approximately $0.16 to $0.18 per Class B common share and to make a cash
distribution of approximately $0.16 to $0.18 per Class B warrant.

Each of the record holders of the Company’s Class B common stock and
Class B warrants will be entitled to receive a cash distribution equal
to their pro rata portion of an aggregate of 10% of proceeds received by
the Company as a result of its lawsuit against Proskauer, less certain
costs and expenses (as determined by the Company’s board of directors),
including legal fees, of the Company related to that lawsuit and
counterclaims filed by Proskauer. The Company’s estimates concerning the
approximate dividend and distribution amounts are preliminary and
subject to revision. The final calculation of the exact amount of the
dividend, the date on which any dividend and cash payment may become
payable and the related record date for any such payments will only be
determined once the settlement payment has been received by the Company,
and the payment of any dividend or payment remains subject to such
receipt.

“We are pleased that we will soon be in a position to pay a dividend in
connection with the final settlement of the Proskauer lawsuit, which
reflects our requirement to return a percentage of the proceeds to our
Class B securityholders,” said Captain Ian T. Blackley, OSG’s president
and CEO. “With this matter behind us we can increase our focus on
executing on our strategy and delivering value for our shareholders.”

Each share of Class B common stock will automatically convert into one
share of Class A common stock and each Class B warrant will
automatically convert into one Class A warrant on the tenth business day
after both the entry of a final order approving a stipulation of
dismissal of the Proskauer lawsuit and the distribution of the above
described dividend and payment to the holders of Class B securities.

About OSG

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.

Forward-Looking Statements

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 issue dividends and make payments to
securityholders, its prospects, including statements regarding trends in
the tanker and articulated tug/barge markets, and including prospects
for certain strategic alliances and investments. 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.

Investor Relations & Media Contact:
Overseas Shipholding
Group, Inc.
Brian Tanner, 212-578-1645
btanner@osg.com