(Source: Business Wire)
OSG America, L.P. (OSG America, NYSE: OSP) today reported that Overseas
Shipholding Group, Inc. (OSG; NYSE: OSG), which owns a 77.1% interest in
OSG America, announced that it has increased the price per unit that it
will offer to pay for all of the outstanding publicly held common units
of OSG America from $8.00 to $10.25 per unit in cash. The increased
offer price represents a 28% increase over the original proposed offer
price of $8.00 per unit, a premium of approximately 44% over the closing
price of the units on July 29, 2009, the last full trading day prior to
the first public announcement of OSG's proposed offer, and a premium of
approximately 42% above the average closing price of the units for the
90 trading days immediately preceding July 29.
OSG's decision to increase the offer price follows extensive discussions
between OSG and a committee of independent members of the Board of
Directors of OSG America LLC appointed to review OSG's offer. The
committee has informed OSG that OSG's increased price of $10.25 per unit
is fair to common unitholders, from a financial point of view, as of
September 24, 2009.
OSG has stated that it expects to commence the tender offer in October,
after OSG has prepared all necessary documentation. OSG and its
affiliates currently own approximately 53.3% of the outstanding common
units, 100% of the outstanding subordinated units and a 2% general
partner interest, representing in the aggregate approximately 77.1% of
the outstanding equity of OSG America.
The committee of independent directors has informed OSG that it expects
to file with the Securities and Exchange Commission a Schedule 14D-9, a
solicitation/recommendation statement, to advise unitholders of the
special committee's determination with respect to the tender offer price
of $10.25 upon commencement of the tender offer, or shortly thereafter.
Unitholders of OSG America are strongly advised to read the filing, if
and when it becomes available, because it will contain important
information. SEC filings are available free of charge on the SEC's web
site, www.sec.gov,
or from OSG America's web site, www.osgamerica.com.
OSG has not yet commenced its tender offer and the tender offer is
expected to contain customary conditions to OSG's obligation to purchase
tendered shares. Accordingly, there necessarily can be no assurance that
the tender offer will be completed.
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About OSG America L.P. -- OSG America L.P. is the largest
operator of U.S. Flag product carriers and ocean-going barges
transporting refined petroleum products, based on barrel-carrying
capacity. OSG America has an operating fleet of 23 Handysize product
carriers and tug barges that trade primarily in the Jones Act market.
OSG America's limited partner units are listed on the New York Stock
Exchange and trade under the symbol "OSP." More information is available
at www.osgamerica.com.
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