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Rating Action:

Moody's affirms B2 CFR of Overseas Shipholding Group; changes outlook to stable

21 Jul 2016

Approximately $1.3 billion of rated debt affected

New York, July 21, 2016 -- Moody's Investors Service, ("Moody's") affirmed its ratings assigned to Overseas Shipholding Group, Inc. ("OSG"): Corporate Family Rating (CFR) of B2, Probability of Default Rating (PDR) of B2-PD, first lien senior secured of B1, LGD3, first lien super priority senior secured of Ba2, LGD1 and senior unsecured of Caa1, LGD6. Concurrently, Moody's affirmed the SGL-2 Speculative Grade Liquidity rating and changed the outlook to stable, from positive.

..Issuer: Overseas Shipholding Group, Inc.

.... Corporate Family Rating, Affirmed B2

.... Probability of Default Rating, Affirmed B2-PD

.... Speculative Grade Liquidity Rating, Affirmed SGL-2

....Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD6)

Outlook Actions:

....Outlook, Changed To Stable From Positive

..Issuer: OSG Bulk Ships, Inc.

....Senior Secured Bank Credit Facility, Affirmed B1 (LGD3)

Outlook Actions:

....Outlook, Changed To Stable From Positive

..Issuer: OSG International, Inc.

....Senior Secured Bank Credit Facility, Affirmed B1 (LGD3)

....Senior Secured Bank Credit Facility, Affirmed Ba2 (LGD1)

Outlook Actions:

....Outlook, Changed To Stable From Positive

RATINGS RATIONALE

The outlook change to stable, from positive, considers the softening freight rate environment in the U.S. Jones Act and international petroleum transportation markets, but also reflects Moody's view that fundamentals of the Jones Act and international petroleum transportation markets will remain supportive over the next year, helping OSG to comfortably meet its debt obligations. Moreover, the outlook change considers the potential impact of the recently announced plan to spin off the company's international subsidiary, OSG International, Inc. ("OIN"). Moody's anticipates that OSG will sustain a financial profile and policy that supports the B2 rating level, anchored by the relatively stable (Jones Act) dynamics of its remaining operating subsidiary (OSG Bulk Ships, Inc., "OBS"). However, there is a degree of uncertainty surrounding the spin-off, including the final capital structure. As well, Moody's views the less-diversified post-spin company's smaller size, loss of EBITDA from the higher margin OIN business, and limited asset coverage as tempering factors. As a result, post-spinoff realities that differ from Moody's expectations, such as financial policies or a final capital structure that results in a higher-than-expected leverage profile, could drive downwards ratings and outlook pressure.

The B2 Corporate Family rating considers OSG's leading position in the U.S. Jones Act and international crude and refined petroleum products transportation markets, through its OBS and OIN subsidiaries, and the highly cyclical nature of demand in their markets. Despite softer freight rate conditions in the company's business segments, which are anticipated to continue due to an expected increase in vessel deliveries during 2016 and 2017, Moody's anticipates that international tanker rates will remain healthy near-term, aided by relatively steady demand for the movement of crude and refined petroleum products. This should help sustain credit metrics within the single-B rating category. The stability of the U.S. Jones Act market and the mostly contracted nature of this business provides further support for the ratings, even as newly-built Jones Act product tankers enter the market in 2016 and 2017 and as incremental barge capacity (articulated tug barges or ATBs) enters the fleet. The company's higher than expected operating cash flow over the past year, from stronger market freight rates for international tankers, enhanced its existing pool of cash, which it deployed towards debt repayment. This resulted in lower (Moody's adjusted) Debt to EBITDA of 2.5x compared to about 5.0x in 2014 when OSG exited bankruptcy. The company's good liquidity profile, as reflected by the SGL-2 Speculative Grade Liquidity rating, lends support to the ratings.

The ratings could be downgraded if the post-spinoff/final capital structure or financial policy results in lower-than-expected credit metrics, including Debt to EBITDA sustained above 5.5x and FFO + Interest to Interest approaching mid-high 2.0x range. A deterioration in the liquidity profile, including Free Cash Flow to Debt approaching the low teens range or sustained negative free cash flow generation, could also pressure the ratings.

Upward ratings momentum could occur if OSG deploys its cash in a manner that would limit potential increases in debt, such as for fleet investments rather than shareholder returns. Clarity on the post-spinoff capital structure, financial policy and fleet plan will identify the extent to which funded debt might increase. A financial profile that results in FFO + Interest to Interest that approaches the mid-3.0x range, Debt to EBITDA below 4.5x on a sustained basis and Free Cash Flow to Debt approaching 20%, could support an upgrade. Repayments of debt, whether voluntary or pursuant to the excess cash flow sweeps in the respective credit agreements, will be important to sustaining stronger credit metrics

The principal methodology used in these ratings was Global Shipping Industry published in February 2014. Please see the Ratings Methodologies page on www.moodys.com for a copy of this methodology.

Overseas Shipholding Group, Inc. ("OSG"), a Delaware Corporation, based in in New York, New York, is one of the larger players in the ocean transportation of crude oil and petroleum products. The company operates separate fleets of internationally-flagged tankers trading in international markets, through its intermediate holding company subsidiary ,OSG International, Inc. ("OIN"), and US Jones Act qualified vessels operating mainly in US coastal markets through its intermediate holding company subsidiary OSG Bulk Ships, Inc. ("OBS"). These two subsidiaries are the respective primary obligors of the rated credit facilities, which OSG and their respective operating subsidiaries guaranty. Consolidated revenues were $975 million as of the last twelve months ended 31st March, 2016.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this rating action, and whose ratings may change as a result of this rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.

Regulatory disclosures contained in this press release apply to the credit rating and, if applicable, the related rating outlook or rating review.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Please see the ratings tab on the issuer/entity page on www.moodys.com for additional regulatory disclosures for each credit rating.

Yvonne Njogu
Vice President - Senior Analyst
Corporate Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Robert Jankowitz
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

No Related Data.
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