Item 1.01 Entry into a Material Definitive Agreement
On
The performance of the Borrowers' obligations under the Term Loan Refinancing
are guaranteed by OSG and certain other subsidiaries and are secured by the
Borrowers' assets, including five tankers, three tugs, and two barges, and by
OSG's equity interests in certain of its subsidiaries. The Term Loan Refinancing
contains customary representations and warranties and customary affirmative and
negative covenants applicable to the Borrowers and OSG (individually, and
collectively, a "
Beginning
Events of default under the Term Loan Refinancing include, but are not limited to: (i) the failure to make timely payments of interest or principal; (ii) material misrepresentations or misstatements; (iii) the failure to comply with the covenants; (iv) certain payment defaults under other indebtedness of OSG or its subsidiaries; (v) insolvency or bankruptcy-related events with respect to OSG or any of its material subsidiaries; (vi) events reasonably expected to have a material adverse effect on OSG and its subsidiaries taken as a whole; (vii) certain security interests or liens ceasing to be in full force and effect; (viii) the occurrence of a Change in Control (as defined in the Term Loan Refinancing); and (ix) any loan document or material provision thereof ceasing to be, or any proceeding being instituted asserting that such loan document or material provision is not, in full force and effect. If one or more events of default occurs and continues beyond any applicable cure period, Stonebriar may declare all of the obligations to be immediately due and payable.
The description of the Term Loan Refinancing set forth in this Item 1.01 is qualified in its entirety by reference to the full text of the Term Loan Credit Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 1.02 Termination of Material Definitive Agreement
As stated in Item 1.01 above, on
Item 7.01. Regulation FD Disclosure.
On
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, 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 under that Section, nor shall it be deemed to be incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 10.1 Term Loan Credit Agreement, dated as ofSeptember 29, 2021 , by and among OSG, certain subsidiaries of OSG, and Stonebriar. 99.1 Press Release ofOverseas Shipholding Group, Inc. datedOctober 4, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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