Nov 3, 2022

Overseas Shipholding Group Reports Third Quarter 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 third quarter 2022.

  • Shipping revenues for the third quarter of 2022 were $123.1 million, an increase of $5.1 million, or 4.3%, from the second quarter of 2022. Compared to the third quarter of 2021, shipping revenues increased 31.0% from $94.0 million.
  • Net income for the third quarter of 2022 was $13.2 million, or $0.15 per diluted share, compared with net income of $3.7 million, or $0.04 per diluted share, in the second quarter of 2022. Net loss was $16.0 million, or $(0.18) per diluted share, for the third quarter of 2021.
  • Time charter equivalent (TCE) revenues(A), a non-GAAP measure, for the third quarter of 2022 were $115.1 million, an increase of $11.8 million, or 11.4%, from the second quarter of 2022. TCE revenues were up 52.7% compared to the third quarter of 2021.
  • Third quarter 2022 Adjusted EBITDA(B), a non-GAAP measure, was $42.3 million, an increase of $10.8 million, or 34.4%, from the second quarter of 2022. Adjusted EBITDA increased 247.6% from $12.2 million in the third quarter of 2021.
  • Total cash(C) was $73.7 million as of September 30, 2022.
  • During the quarter, the Company used cash on hand to purchase a $15.0 million U.S. Treasury Note for $14.8 million with a maturity date of August 15, 2024. The U.S. Treasury Note is classified as investment in security to be held to maturity on the condensed consolidated balance sheets.

Sam Norton, President and CEO, offered the following comments on the quarterly results announced today: “Financial results achieved during the past quarter provide a welcome affirmation of our long-held belief in the viability of OSG’s business strategy, exceeding our expectations and signaling continued strength through the balance of the year and into 2023. Our niche businesses in particular delivered stellar results for the quarter, adding meaningfully to the continuing rebound seen in the time charter equivalent returns of our conventional tankers and ATBs. Adjusted EBITDA of $42.3 million generated $14 million of free cashflow for the period, clearly the best performance on that measure in many years.”

Mr. Norton added, “As previously announced, redelivery in December of three conventional tankers will reduce the number of vessels leased from American Shipping Company, releasing OSG from annual fixed payment obligations of approximately $27 million during 2023 and beyond. The effective deleveraging achieved through the decision not to extend options on these three vessels should, when taken together with positive free cash flow performance expected in the quarters ahead, provide OSG with enhanced flexibility to address existing and anticipated business opportunities.”

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

Third Quarter 2022 Results

Shipping revenues were $123.6 million for the third quarter of 2022, an increase of $5.1 million, or 4.3%, from the second quarter of 2022. TCE revenues increased $11.8 million, or 11.4%, from the second quarter of 2022 to $115.1 million in the third quarter of 2022. The increases were primarily a result of (a) an 82-day decrease in layup days, as our two remaining vessels in layup returned to service in May 2022, (b) an increase in average daily rates earned by our fleet and (c) a 10-day decrease in repair days. The increases were partially offset by (a) a 13-day increase in scheduled drydocking, (b) a decrease in Delaware Bay lightering volumes and (c) the timing of Government of Israel voyages.

Third quarter 2022 operating income was $22.4 million compared to the second quarter 2022 operating income of $12.6 million.

Quarterly adjusted EBITDA increased to $42.3 million during the third quarter of 2022, a $10.8 million increase from the second quarter of 2022. The increase was driven by the increased revenues for the quarter.

In comparison to the third quarter of 2021, shipping revenues were up 31.0% and TCE revenues increased $39.7 million or 52.7%. The increases primarily resulted from a 599-day decrease in layup days as we had no vessels in layup. During the third quarter of 2021, we had seven vessels in layup for most of the quarter with two of seven vessels coming out of layup in September 2021. Additionally, the increase in TCE revenues resulted from an increase in average daily rates earned by our fleet and an increase in Delaware Bay lightering volumes. The increase was partially offset by a 54-day increase in scheduled drydocking.

Operating income for the third quarter of 2022 was $22.4 million compared to an operating loss of $5.6 million for the third quarter of 2021. Net income for the third quarter of 2022 was $13.2 million, or $0.15 per diluted share, compared with a net loss of $16.0 million, or $(0.18) per diluted share, for the third quarter of 2021.

Adjusted EBITDA was $42.3 million for the 2022 third quarter, an increase of $30.1 million compared with the third quarter of 2021, driven primarily by the increase in TCE revenues.

Conference Call

The Company will host a conference call to discuss its third quarter 2022 results at 9:30 a.m. Eastern Time (“ET”) on Friday, November 4, 2022.

To access the call, participants should dial (844) 200-6205 for domestic callers and (929) 526-1599 for international callers and enter Access Code 947417. 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 Friday, November 4, 2022, by dialing (866) 813-9403 for domestic callers and (929) 458-6194 for international callers and entering Access Code 291009.

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 23 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, ten MR tankers, and two non-Jones Act MR tankers that participate in the U.S. Maritime Security Program, and one tanker in cold layup. In addition, OSG also owns and operates one Marshall Islands flagged MR tanker which trades internationally.

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 Russian/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

September 30,

Nine Months Ended

September 30,

2022

2021

2022

2021

(unaudited)

(unaudited)

(unaudited)

(unaudited)

Shipping Revenues:

Time and bareboat charter revenues

$

92,730

$

64,535

$

232,934

$

191,130

Voyage charter revenues

30,329

29,432

112,108

72,469

123,059

93,967

345,042

263,599

Operating Expenses:

Voyage expenses

7,997

18,602

32,813

51,030

Vessel expenses

45,430

36,006

130,380

101,815

Charter hire expenses

22,743

22,806

67,089

67,719

Depreciation and amortization

17,902

15,526

51,058

45,913

General and administrative

6,556

5,707

20,929

18,076

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

960

6,257

Total operating expenses

100,628

99,607

302,269

290,810

Operating income/(loss)

22,431

(5,640

)

42,773

(27,211

)

Loss on extinguishment of debt, net

(7,961

)

(7,961

)

Other income, net

568

129

649

140

Income/(loss) before interest expense and income taxes

22,999

(13,472

)

43,422

(35,032

)

Interest expense

(8,229

)

(7,052

)

(24,869

)

(20,739

)

Income/(loss) before income taxes

14,770

(20,524

)

18,553

(55,771

)

Income tax (expense)/benefit

(1,522

)

4,515

(2,074

)

13,195

Net income/(loss)

$

13,248

$

(16,009

)

$

16,479

$

(42,576

)

Weighted Average Number of Common Shares Outstanding:

Basic – Class A

88,174,640

90,808,080

87,579,624

90,513,150

Diluted – Class A

90,349,567

90,808,080

89,211,983

90,513,150

Per Share Amounts:

Basic net income/(loss) – Class A

$

0.15

$

(0.18

)

$

0.19

$

(0.47

)

Diluted net income/(loss) – Class A

$

0.15

$

(0.18

)

$

0.18

$

(0.47

)

Consolidated Balance Sheets

($ in thousands)

September 30, 2022

December 31, 2021

(unaudited)

ASSETS

Current Assets:

Cash and cash equivalents

$

73,682

$

83,253

Voyage receivables, including unbilled of $6,185 and $3,777, net of reserve for doubtful accounts

22,338

14,586

Income tax receivable

1,886

1,882

Other receivables

10,325

5,816

Inventories, prepaid expenses and other current assets

4,506

3,438

Total Current Assets

112,737

108,975

Vessels and other property, less accumulated depreciation

734,204

761,777

Deferred drydock expenditures, net

42,135

43,342

Total Vessels, Other Property and Deferred Drydock

776,339

805,119

Intangible assets, less accumulated amortization

19,167

22,617

Operating lease right-of-use assets, net

94,425

152,027

Investment security to be held to maturity

14,803

Other assets

25,339

26,991

Total Assets

$

1,042,810

$

1,115,729

LIABILITIES AND EQUITY

Current Liabilities:

Accounts payable, accrued expenses and other current liabilities

$

46,342

$

49,901

Current portion of operating lease liabilities

80,809

100,010

Current portion of finance lease liabilities

4,001

4,000

Current installments of long-term debt

23,346

22,225

Total Current Liabilities

154,498

176,136

Reserve for uncertain tax positions

184

179

Noncurrent operating lease liabilities

32,954

73,150

Noncurrent finance lease liabilities

17,102

18,998

Long-term debt

405,441

422,515

Deferred income taxes, net

65,737

63,744

Other liabilities

20,626

22,393

Total Liabilities

696,542

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; 84,518,552 and 87,170,463 shares outstanding)

883

872

Paid-in additional capital

597,117

594,386

Accumulated deficit

(243,108

)

(259,587

)

Treasury stock, 3,778,887 shares, at cost

(11,026

)

343,866

335,671

Accumulated other comprehensive loss

2,402

2,943

Total Equity

346,268

338,614

Total Liabilities and Equity

$

1,042,810

$

1,115,729

Consolidated Statements of Cash Flows

($ in thousands)

Nine Months Ended

September 30,

2022

2021

(unaudited)

(unaudited)

Cash Flows from Operating Activities:

Net income/(loss)

$

16,479

$

(42,576

)

Items included in net income not affecting cash flows:

Depreciation and amortization

51,058

45,913

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

6,257

Amortization of debt discount and other deferred financing costs

840

1,822

Compensation relating to restricted stock awards and stock option grants

3,237

1,989

Deferred income tax expense/(benefit)

1,998

(13,193

)

Interest on finance lease liabilities

1,228

1,362

Non-cash operating lease expense

67,769

68,383

Loss on extinguishment of debt, net

5,225

Payments for drydocking

(13,896

)

(14,883

)

Operating lease liabilities

(69,368

)

(69,297

)

Changes in operating assets and liabilities, net

(18,166

)

(11,430

)

Net cash provided by/(used in) operating activities

41,179

(20,428

)

Cash Flows from Investing Activities:

Expenditures for vessels and vessel improvements

(4,519

)

(5,827

)

Purchase of investment security to be held to maturity

(14,794

)

Proceeds from disposals of vessels and other property

32,128

Net cash (used in)/provided by investing activities

(19,313

)

26,301

Cash Flows from Financing Activities:

Payments on debt

(16,530

)

(28,919

)

Tax withholding on share-based awards

(496

)

(402

)

Payments on principal portion of finance lease liabilities

(3,124

)

(3,124

)

Deferred financing costs paid for debt amendments

(261

)

(2,429

)

Purchases of treasury stock under the stock repurchase program

(11,026

)

Extinguishment of debt

(274,582

)

Extinguishment of debt costs paid

(2,736

)

Issuance of debt, net of issuance and deferred financing costs

321,552

Net cash (used in)/provided by financing activities

(31,437

)

9,360

Net (decrease)/increase in cash, cash equivalents and restricted cash

(9,571

)

15,233

Cash, cash equivalents and restricted cash at beginning of year

83,253

69,819

Cash, cash equivalents and restricted cash at end of year

$

73,682

$

85,052

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 and nine months ended September 30, 2022 and the comparable period of 2021. Revenue days in the quarter ended September 30, 2022 totaled 2,035 compared with 1,494 in the prior year quarter.

2022

2021

Three Months Ended September 30,

Spot

Earnings

Fixed

Earnings

Spot

Earnings

Fixed

Earnings

Jones Act Handysize Product Carriers:

Average rate

$

38,296

$

60,923

$

37,527

$

66,704

Revenue days

55

1,086

219

449

Non-Jones Act Handysize Product Carriers:

Average rate

$

47,779

$

38,911

$

43,265

$

9,083

Revenue days

184

92

184

92

ATBs:

Average rate

$

41,117

$

35,590

$

$

36,146

Revenue days

85

99

182

Lightering:

Average rate

$

71,086

$

46,906

$

60,063

$

Revenue days

135

49

92

Alaska (a):

Average rate

$

$

60,438

$

$

57,936

Revenue days

250

276

2022

2021

Nine Months Ended September 30,

Spot

Earnings

Fixed

Earnings

Spot

Earnings

Fixed

Earnings

Jones Act Handysize Product Carriers:

Average rate

$

53,710

$

60,067

$

32,380

$

65,882

Revenue days

585

2,574

548

1,380

Non-Jones Act Handysize Product Carriers:

Average rate

$

44,720

$

29,632

$

30,684

$

9,478

Revenue days

546

273

551

428

ATBs:

Average rate

$

41,048

$

35,059

$

$

33,529

Revenue days

85

458

544

Lightering:

Average rate

$

65,758

$

46,906

$

74,169

$

Revenue days

363

49

273

Alaska (a):

Average rate

$

$

59,799

$

$

58,446

Revenue days

785

742

(a)

Excludes one Alaska vessel currently in layup.

Fleet Information

As of September 30, 2022, OSG’s operating fleet consisted of 24 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 September 30, 2022

Vessel Type

Number

Number

Total Vessels

Total dwt (3)

Handysize Product Carriers (1)

5

11

16

760,493

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

12

24

1,677,981

(1)

Includes two owned shuttle tankers, 11 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.

(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

September 30,

Nine Months Ended

September 30,

($ in thousands)

2022

2021

2022

2021

Time charter equivalent revenues

$

115,062

$

75,365

$

312,229

$

212,569

Add: Voyage expenses

7,997

18,602

32,813

51,030

Shipping revenues

$

123,059

$

93,967

$

345,042

$

263,599

Vessel Operating Contribution

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

Three Months Ended

September 30,

Nine Months Ended

September 30,

($ in thousands)

2022

2021

2022

2021

Niche market activities

$

28,194

$

16,334

$

63,720

$

47,118

Jones Act handysize tankers

6,994

(11,958

)

16,154

(35,698

)

ATBs

4,833

4,064

12,916

11,402

Alaska crude oil tankers

6,868

8,113

21,970

20,213

Vessel operating contribution

46,889

16,553

114,760

43,035

Depreciation and amortization

17,902

15,526

51,058

45,913

General and administrative

6,556

5,707

20,929

18,076

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

960

6,257

Operating income/(loss)

$

22,431

$

(5,640

)

$

42,773

$

(27,211

)

(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

September 30,

Nine Months Ended

September 30,

($ in thousands)

2022

2021

2022

2021

Net income/(loss)

$

13,248

$

(16,009

)

$

16,479

$

(42,576

)

Income tax expense/(benefit)

1,522

(4,515

)

2,074

(13,195

)

Interest expense

8,229

7,052

24,869

20,739

Depreciation and amortization

17,902

15,526

51,058

45,913

EBITDA

40,901

2,054

94,480

10,881

Amortization classified in charter hire and vessel expenses

260

143

545

428

Interest expense classified in charter hire expenses

308

338

935

1,024

Non-cash stock based compensation expense

846

719

3,237

1,988

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

960

6,257

Loss on extinguishment of debt, net

7,961

7,961

Adjusted EBITDA

$

42,315

$

12,175

$

99,197

$

28,539

(C) Total Cash

($ in thousands)

September 30,

2022

December 31,

2021

Cash and cash equivalents

$

73,630

$

83,172

Restricted cash

52

81

Total cash

$

73,682

$

83,253

Category: Earnings

Investor Relations & Media Contact:

Susan Allan, Overseas Shipholding Group, Inc.

(813) 209-0620

sallan@osg.com