Mar 9, 2023

Overseas Shipholding Group Reports Fourth Quarter and Full Year 2022 Results

TAMPA, Fla. –
Overseas Shipholding Group, Inc. (NYSE: OSG) (the “Company” or “OSG”), a leading provider of energy transportation services for crude oil and petroleum products in the U.S. Flag markets, today reported results for the fourth quarter and full year 2022.

  • Shipping revenues for 2022 were $466.8 million, an increase of $107.7 million compared to 2021. Shipping revenues for the fourth quarter of 2022 were $121.8 million, an increase of $26.3 million compared to the fourth quarter of 2021.
  • 2022 net income was $26.6 million, or $0.29 per diluted share, compared to a net loss of $46.3 million, or $(0.51) per diluted share, in 2021. Net income for the fourth quarter of 2022 was $10.1 million, or $0.11 per diluted share, compared to a net loss of $3.7 million, or $(0.03) per diluted share, for the fourth quarter of 2021.
  • Time charter equivalent (TCE) revenues(A), a non-GAAP measure, for the fourth quarter of 2022 were $114.1 million, an increase of $34.1 million, or 42.6%, from $80.0 million in the fourth quarter of 2021. Full year TCE revenues for 2022 were $426.3 million, a $133.7 million increase from 2021.
  • Fourth quarter 2022 Adjusted EBITDA(B), a non-GAAP measure, was $43.6 million, an increase of $27.0 million, or 162.7%, from the fourth quarter of 2021. Full year Adjusted EBITDA for 2022 was $142.8 million, a $97.7 million increase from 2021.
  • Total cash and investments(C) were $93.5 million as of December 31, 2022.
  • In October 2022, the Company completed the share repurchase program initiated in June 2022. Subsequently, in November 2022, the Company repurchased five million shares of the Company’s common stock from Cyrus Capital, a major stockholder. Total available cash of $29.0 million was used for 10 million of shares repurchased.
  • In December 2022, the Company redelivered three conventional Jones Act tankers leased from American Shipping Company. In addition, in December 2022, the Company exercised its option to extend the terms of six chartered-in vessels for an additional three years, with terms now ending in December 2026.

Sam Norton, President and CEO, offered the following comments on the quarterly and full year results announced today: “Operational and financial performance during the final quarter of 2022 exceeded our expectations and allowed OSG to deliver full year results for both time charter equivalent earnings and adjusted EBITDA well above the guidance provided in early November. Strong contributions during the quarter from our lightering and non-Jones Act assets were instrumental in achieving this performance. We are particularly gratified by the full year adjusted EBITDA figure, which at $142.8 million reflected an over 200% improvement over 2021 adjusted EBITDA; this while completing a heavy drydock schedule during the year and returning three MR tankers upon expiry of their leases in early December. Year-end cash balances, including investments in treasury securities, came in squarely within the guidance range provided in November at $93.5 million.”

Mr. Norton added, “Improving market conditions have resulted in OSG achieving more stability in its financial profile and greater visibility of forward cashflows to an extent not seen for many years. All Jones Act assets are fixed under time charters or contracts of affreightment for the balance of 2023, and nearly 80% of 2024 available days are also fully covered at attractive rates. The business environment for OSG has shifted away from the defensive posture that has characterized much of the past three years. We can now look forward to evaluating real opportunities to extend and expand the cash generating capabilities of our unique franchise while continuing to consider means to utilize surplus cashflow to reduce leverage and drive improving share price performance.”

A, B, C Reconciliations of these non-GAAP financial measures are included in the financial tables attached to this press release starting on Page 8.

Full Year 2022 Results

Shipping revenues were $466.8 million for 2022, up 30.0% compared with 2021. TCE revenues for 2022 were $426.3 million, an increase of $133.7 million, or 45.7%, compared with 2021. The increases were primarily a result of a 1,953-day decrease in layup days, as we had fewer vessels in layup during 2022 compared to 2021. Additionally, the increase in revenues resulted from an increase in average daily rates earned by our fleet and seven Military Sealift Command voyages, which were longer international voyages, during 2022 compared to five such voyages during the same period in 2021. The increase was partially offset by (a) fewer vessels in our fleet, as we sold one MR tanker, the Overseas Gulf Coast, in June 2021 and returned three conventional tankers leased from American Shipping Company in early to mid-December 2022, (b) a 38-day increase in scheduled drydocking, and (c) a 15-day increase in repair days.

Operating income for 2022 was $63.2 million, compared to an operating loss of $29.1 million for 2021.

Net income for 2022 was $26.6 million, or $0.29 per diluted share, compared with net loss of $46.3 million, or $(0.51) per diluted share, for 2021.

Adjusted EBITDA was $142.8 million for 2022, an increase of $97.7 million compared with 2021.

Fourth Quarter 2022 Results

Shipping revenues were $121.8 million for the fourth quarter of 2022, an increase of $26.3 million, or 27.5%, compared to the fourth quarter of 2021. TCE revenues were $114.1 million for the fourth quarter of 2022, an increase of $34.1 million, or 42.6%, from the fourth quarter of 2021. The increases primarily resulted from a 430-day decrease in layup days, as we had no vessels in layup during the fourth quarter of 2022. During the fourth quarter of 2021, we had five vessels in layup for most of the quarter, with only one of five vessels coming out of layup during the quarter. Additionally, the increases resulted from (a) an increase in average daily rates earned by our fleet, (b) a 40-day decrease in drydock days, and (c) a 2-day decrease in repair days. The increases were partially offset by a decrease related to fewer vessels in our fleet, due to the return in early to mid-December 2022 of three conventional Jones Act tankers leased from American Shipping Company, only one of which was in layup during the fourth quarter of 2021.

Operating income for the fourth quarter of 2022 was $20.4 million compared to an operating loss of $1.9 million for the fourth quarter of 2021. Net income for the fourth quarter of 2022 was $10.1 million, or $0.11 per diluted share, compared with a net loss of $3.7 million, or $(0.03) per diluted share, for the fourth quarter of 2021.

Adjusted EBITDA was $43.6 million for the 2022 fourth quarter, an increase of $27.0 million compared with the fourth quarter of 2021, driven primarily by the increase in TCE revenues.

Conference Call

The Company will host a conference call to discuss its fourth quarter and full year 2022 results at 9:30 a.m. Eastern Time (“ET”) on Thursday, March 9, 2023.

To access the call, participants should dial (844) 200-6205 for domestic callers and (929) 526-1599 for international callers and enter Access Code 076865. Please dial in ten minutes prior to the start of the call.

A live webcast of the conference call will be available from the Investor Relations section of the Company’s website at www.osg.com.

An audio replay of the conference call will be available for one week starting at 11:30 a.m. ET on Thursday, March 9, 2023, by dialing (866) 813-9403 for domestic callers and (929) 458-6194 for international callers and entering Access Code 798578.

About Overseas Shipholding Group, Inc.

Overseas Shipholding Group, Inc. (NYSE:OSG) is a publicly traded company providing energy transportation services for crude oil and petroleum products in the U.S. Flag markets. OSG is a major operator of tankers and ATBs in the Jones Act industry. OSG’s 21 vessel U.S. Flag fleet consists of three Suezmax crude oil tankers doing business in Alaska, two conventional ATBs, two lightering ATBs, three shuttle tankers, seven MR tankers, and three non-Jones Act MR tankers, which two of the three participate in the U.S. Maritime Security Program, and one tanker in cold layup.

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 Tampa, FL. More information is available at www.osg.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, the Company may make or approve certain forward-looking 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 fact should be considered forward-looking statements. These matters or statements may relate to our prospects, supply and demand for vessels in the markets in which we operate and the impact on market rates and vessel earnings, the continued stability of our niche businesses, the impact of our time charter contracts on our future financial performance, and external events including geopolitical conflicts such as the Russia/Ukraine conflict. Forward-looking statements are based on our current plans, estimates and projections, and are subject to change based on a number of factors. COVID-19 has had, and will continue to have, a profound impact on our workforce and many other aspects of our business and industry. Investors should carefully consider the risk factors outlined in more detail in our filings with the SEC. We do not assume any obligation to update or revise any forward-looking statements except as may be required by applicable law. Forward-looking statements and written and oral forward-looking statements attributable to us or our representatives after the date of this press release are qualified in their entirety by the cautionary statements contained in this paragraph and in other reports previously or hereafter filed by us with the SEC.

Consolidated Statements of Operations

($ in thousands, except per share amounts)

Three Months Ended

December 31,

Years Ended

December 31,

2022

2021

2022

2021

Shipping Revenues:

Time and bareboat charter revenues

$

94,394

$

63,615

$

327,329

$

254,744

Voyage charter revenues

27,363

31,848

139,471

104,318

121,757

95,463

466,800

359,062

Operating Expenses:

Voyage expenses

7,659

15,437

40,472

66,467

Vessel expenses

46,285

38,598

176,666

140,413

Charter hire expenses

21,760

22,447

88,849

90,166

Depreciation and amortization

19,579

15,910

70,637

61,823

General and administrative

6,056

6,021

26,985

24,097

Bad debt recovery

(1,080

)

(1,080

)

Loss on disposal of vessels and other property, including impairments, net

19

6,276

Total operating expenses

101,339

97,352

403,609

388,162

Operating income/(loss) from vessel operations

20,418

(1,889

)

63,191

(29,100

)

Loss on extinguishment of debt, net

(70

)

(8,031

)

Other income, net

2,678

1,845

3,327

1,985

Income/(loss) before interest expense and income taxes

23,096

(114

)

66,518

(35,146

)

Interest expense, net

(8,191

)

(8,464

)

(33,060

)

(29,203

)

Income/(loss) before income taxes

14,905

(8,578

)

33,458

(64,349

)

Income tax (expense)/benefit

(4,820

)

4,902

(6,894

)

18,097

Net income/(loss)

$

10,085

$

(3,676

)

$

26,564

$

(46,252

)

Weighted Average Number of Common Shares Outstanding:

Basic – Class A

84,902,097

90,807,935

89,556,195

90,587,454

Diluted – Class A

87,380,404

90,807,935

91,400,041

90,587,454

Per Share Amounts:

Basic net income/(loss) – Class A

$

0.12

$

(0.03

)

$

0.30

$

(0.51

)

Diluted net income/(loss) – Class A

$

0.11

$

(0.03

)

$

0.29

$

(0.51

)

Consolidated Balance Sheets

($ in thousands)

December

31,

2022

December 31,

2021

ASSETS

Current Assets:

Cash and cash equivalents

$

78,732

$

83,253

Voyage receivables, including unbilled of $11,364 and $3,777, net of reserve for doubtful accounts

19,698

14,586

Income tax receivable

1,914

1,882

Other receivables

5,334

5,816

Prepaid expenses

385

543

Inventories and other current assets

2,283

2,895

Total Current Assets

108,346

108,975

Vessels and other property, less accumulated depreciation

726,179

761,777

Deferred drydock expenditures, net

38,976

43,342

Total Vessels, Other Property and Deferred Drydock

765,155

805,119

Intangible assets, less accumulated amortization

18,017

22,617

Operating lease right-of-use assets, net

206,797

152,027

Investment security to be held to maturity

14,803

Other assets

25,945

26,991

Total Assets

$

1,139,063

$

1,115,729

LIABILITIES AND EQUITY

Current Liabilities:

Accounts payable, accrued expenses and other current liabilities

$

54,906

$

49,901

Current installments of long-term debt

23,733

22,225

Current portion of operating lease liabilities

63,288

100,010

Current portion of finance lease liabilities

4,000

4,000

Total Current Liabilities

145,927

176,136

Reserve for uncertain tax positions

175

179

Long-term debt, net

399,630

422,515

Deferred income taxes, net

70,233

63,744

Noncurrent operating lease liabilities

149,960

73,150

Noncurrent finance lease liabilities

16,456

18,998

Other liabilities

16,997

22,393

Total Liabilities

799,378

777,115

Equity:

Common stock – Class A ($0.01 par value; 166,666,666 shares authorized; 88,297,439 and 87,170,463 shares issued; 78,297,439 and 87,170,463 shares outstanding)

883

872

Paid-in additional capital

597,455

594,386

Accumulated deficit

(233,023

)

(259,587

)

Treasury stock, 10,000,000 shares, at cost

(29,040

)

336,275

335,671

Accumulated other comprehensive income

3,410

2,943

Total Equity

339,685

338,614

Total Liabilities and Equity

$

1,139,063

$

1,115,729

Consolidated Statements of Cash Flows

($ in thousands)

Years Ended December 31,

2022

2021

Cash Flows from Operating Activities:

Net income/(loss)

$

26,564

$

(46,252

)

Items included in net income not affecting cash flows:

Depreciation and amortization

70,637

61,823

Bad debt recovery

(1,080

)

Amortization of debt discount and other deferred financing costs

1,129

2,099

Compensation relating to restricted stock, stock unit and stock option grants

3,574

2,232

Deferred income tax expense/(benefit)

6,347

(18,236

)

Interest on finance lease liabilities

1,618

1,799

Non-cash operating lease expense

89,127

90,863

Items included in net income related to investing and financing activities:

Loss on extinguishment and prepayments of debt, net

5,295

Loss on disposal of vessels and other property, including impairments, net

6,276

Payments for drydocking

(17,231

)

(19,037

)

Changes in operating assets and liabilities:

Operating lease liabilities

(99,808

)

(92,634

)

Increase in receivables

(5,112

)

(384

)

Decrease in income tax receivable

(32

)

(1,495

)

Increase in deferred revenue

3,435

9,666

Net change in other operating assets and liabilities

(7,425

)

(12,767

)

Net cash provided by/(used in) operating activities

72,823

(11,832

)

Cash Flows from Investing Activities:

Expenditures for vessels and vessel improvements

(6,354

)

(7,793

)

Purchase of investment security to be held to maturity

(14,794

)

Proceeds from disposal of vessels and other property

32,128

Net cash (used in)/provided by investing activities

(21,148

)

24,335

Cash Flows from Financing Activities:

Payments on debt

(22,222

)

(33,316

)

Tax withholding on share-based awards

(496

)

(402

)

Payments on principal portion of finance lease liabilities

(4,161

)

(4,161

)

Deferred financing costs paid for debt amendments

(277

)

(2,465

)

Purchases of treasury stock

(29,040

)

Extinguishment of debt and prepayments

(277,520

)

Issuance of debt, net of issuance and deferred financing costs

321,531

Extinguishment of debt costs paid

(2,736

)

Net cash (used in)/provided by financing activities

(56,196

)

931

Net (decrease)/increase in cash and cash equivalents

(4,521

)

13,434

Cash and cash equivalents at beginning of year

83,253

69,819

Cash and cash equivalents at end of year

$

78,732

$

83,253

Spot and Fixed TCE Rates Achieved and Revenue Days

The following tables provide a breakdown of TCE rates achieved for spot and fixed charters and the related revenue days for the three months and fiscal year ended December 31, 2022 and the comparable periods of 2021. Revenue days in the quarter ended December 31, 2022 totaled 2,023 compared with 1,597 in the prior year quarter. Revenue days in the fiscal year ended December 31, 2022 totaled 7,739 compared with 6,064 in the prior year. A summary fleet list by vessel class can be found later in this press release.

2022

2021

For the three months ended December 31,

Spot

Earnings

Fixed

Earnings

Spot

Earnings

Fixed

Earnings

Jones Act Handysize Product Carriers:

Average rate

$

27,327

$

62,354

$

39,841

$

65,541

Revenue days

52

1,055

294

476

Non-Jones Act Handysize Product Carriers:

Average rate

$

48,062

$

36,401

$

32,015

$

12,700

Revenue days

184

89

184

92

ATBs:

Average rate

$

33,665

$

35,450

$

$

34,802

Revenue days

92

92

183

Lightering:

Average rate

$

79,430

$

46,716

$

72,007

$

Revenue days

92

91

92

Alaska (a):

Average rate

$

$

60,113

$

$

60,496

Revenue days

276

276

2022

2021

For the years ended December 31,

Spot

Earnings

Fixed

Earnings

Spot

Earnings

Fixed

Earnings

Jones Act Handysize Product Carriers:

Average rate

$

51,565

$

60,732

$

34,985

$

65,794

Revenue days

637

3,628

843

1,856

Non-Jones Act Handysize Product Carriers:

Average rate

$

45,562

$

31,290

$

31,017

$

10,048

Revenue days

730

361

735

520

ATBs:

Average rate

$

37,211

$

35,125

$

$

33,849

Revenue days

177

550

727

Lightering:

Average rate

$

68,523

$

46,783

$

73,624

$

Revenue days

455

140

365

Alaska (a):

Average rate

$

$

59,880

$

$

59,002

Revenue days

1,061

1,018

(a)

Excludes one Alaska vessel currently in layup.

Fleet Information

As of December 31, 2022, OSG’s operating fleet consisted of 21 vessels, 12 of which were owned, with the remaining vessels chartered-in. Vessels chartered-in are on Bareboat Charters.

Vessels Owned

Vessels

Chartered-In

Total at December 31, 2022

Vessel Type

Number

Number

Total Vessels

Total dwt (3)

Handysize Product Carriers (1)

5

8

13

619,854

Crude Oil Tankers (2)

3

1

4

772,194

Refined Product ATBs

2

2

54,182

Lightering ATBs

2

2

91,112

Total Operating Fleet

12

9

21

1,537,342

(1)

Includes two owned shuttle tankers, eight chartered-in tankers, and two non-Jones Act MR tankers that participate in the U.S. Maritime Security Program, all of which are U.S. flagged, as well as one owned Marshall Island flagged non-Jones Act MR tanker trading in international markets during 2022 and converted U.S. flag in January 2023.

(2)

Includes three crude oil tankers doing business in Alaska and one crude oil tanker bareboat chartered-in and in layup.

(3)

Total dwt is defined as aggregate deadweight tons for all vessels of that type.

Reconciliation to Non-GAAP Financial Information

The Company believes that, in addition to conventional measures prepared in accordance with GAAP, the following non-GAAP measures provide investors with additional information that will better enable them to evaluate the Company’s performance. Accordingly, these non-GAAP measures are intended to provide supplemental information, and should not be considered in isolation or as a substitute for measures of performance prepared with GAAP.

(A) Time Charter Equivalent (TCE) Revenues

Consistent with general practice in the shipping industry, the Company uses TCE revenues, which represents shipping revenues less voyage expenses, as a measure to compare revenue generated from a voyage charter to revenue generated from a time charter. TCE revenues, a non-GAAP measure, provides additional meaningful information in conjunction with shipping revenues, the most directly comparable GAAP measure, because it assists Company management in making decisions regarding the deployment and use of its vessels and in evaluating their financial performance. Reconciliation of TCE revenues of the segments to shipping revenues as reported in the consolidated statements of operations follows:

Three Months Ended

December 31,

Years Ended

December 31,

2022

2021

2022

2021

Time charter equivalent revenues

$

114,098

$

80,026

$

426,328

$

292,595

Add: Voyage expenses

7,659

15,437

40,472

66,467

Shipping revenues

$

121,757

$

95,463

$

466,800

$

359,062

Vessel Operating Contribution

Vessel operating contribution, a non-GAAP measure, is TCE revenues minus vessel expenses and charter hire expenses.

Three Months Ended

December 31,

Years Ended

December 31,

($ in thousands)

2022

2021

2022

2021

Niche market activities

$

27,564

$

15,472

$

91,286

$

62,585

Jones Act handysize tankers

6,414

(8,720

)

22,566

(44,415

)

ATBs

4,084

3,981

17,001

15,384

Alaska crude oil tankers

7,991

8,248

29,960

28,462

Vessel operating contribution

46,053

18,981

160,813

62,016

Depreciation and amortization

19,579

15,910

70,637

61,823

General and administrative

6,056

6,021

26,985

24,097

Bad debt recovery

(1,080

)

(1,080

)

Loss on disposal of vessels and other property, including

impairments, net

19

6,276

Operating income/(loss) from vessel operations

$

20,418

$

(1,889

)

$

63,191

$

(29,100

)

(B) EBITDA and Adjusted EBITDA

EBITDA represents net income/(loss) before interest expense, income taxes and depreciation and amortization expense. Adjusted EBITDA consists of EBITDA adjusted to exclude amortization classified in charter hire expenses, interest expense classified in charter hire expenses, loss/(gain) on disposal of vessels and other property, including impairments, net, non-cash stock based compensation expense and loss on repurchases and extinguishment of debt and the impact of other items that we do not consider indicative of our ongoing operating performance. EBITDA and Adjusted EBITDA do not represent, and should not be a substitute for, net income/(loss) or cash flows from operations as determined in accordance with GAAP. Some of the limitations are: (i) EBITDA and Adjusted EBITDA do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments; (ii) EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs; and (iii) EBITDA and Adjusted EBITDA do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on our debt. While EBITDA and Adjusted EBITDA are frequently used as a measure of operating results and performance, neither of them is necessarily comparable to other similarly titled measures used by other companies due to differences in methods of calculation. The following table reconciles net income/(loss) as reflected in the consolidated statements of operations, to EBITDA and Adjusted EBITDA.

Three Months Ended

December 31,

Years Ended

December 31,

($ in thousands)

2022

2021

2022

2021

Net income/(loss)

$

10,085

$

(3,676

)

$

26,564

$

(46,252

)

Income tax expense/(benefit)

4,820

(4,902

)

6,894

(18,097

)

Interest expense, net

8,191

8,464

33,060

29,203

Depreciation and amortization

19,579

15,910

70,637

61,823

EBITDA

42,675

15,796

137,155

26,677

Amortization classified in charter hire and vessel expenses

318

143

862

570

Interest expense classified in charter hire expenses

284

330

1,219

1,354

Non-cash stock based compensation expense

337

244

3,574

2,232

Loss on disposal of vessels and other property, including impairments, net

19

6,276

Loss on extinguishment of debt, net

70

8,031

Adjusted EBITDA

$

43,614

$

16,602

$

142,810

$

45,140

(C) Total Cash and Investments

($ in thousands)

December 31,

2022

December 31,

2021

Cash and cash equivalents

$

78,680

$

83,172

Restricted cash

52

81

Investment security to be held to maturity

14,803

Total cash and investments

$

93,535

$

83,253

Category: Earnings.

Investor Relations & Media Contact:

Susan Allan, Overseas Shipholding Group, Inc.

(813) 209-0620

sallan@osg.com