OSG Announces Non-binding Acquisition Proposal Receipt

• The receipt by Company of a non-binding indication of interest acquires all of the issued and outstanding shares of common stock of the Company for a price of $3.00 per share.
• Following the receipt, OSG’s Board of Directors has commenced a strategic process to explore, review and evaluate a range of strategic alternatives available to the Company to enhance shareholder value, including the non-binding indication of interest.

Overseas Shipholding Group, Inc. announced that, following receipt by the Company of a non-binding indication of interest, OSG’s Board of Directors has commenced a strategic process to explore, review and evaluate a range of strategic alternatives available to the Company to enhance shareholder value, including the non-binding indication of interest, reports Yahoo Finance.

Special Transaction Committee

The strategic process will be led by a newly formed special transaction committee of independent directors, and is fully supported by the Board of Directors and the Company’s management team. The special transaction committee has engaged Evercore as its financial advisor and Ropes & Gray LLP as its legal advisor to assist the special transaction committee in evaluating strategic alternatives. The strategic alternatives to be explored in connection with the strategic process could include, among other things, a sale of all or part of the Company, a merger or other business combination with another party, or remaining a public company and continuing to execute on management’s long-term business plan.

Company Board’s Approval Outcome

The Company’s Board of Directors has not set a timetable for the strategic process, nor has it made any decisions related to strategic alternatives, including with respect to the non-binding indication of interest. There can be no assurance that the exploration of strategic alternatives will result in a sale of the Company, or in any other strategic change or outcome. The Company’s current intention is not to disclose developments with respect to the strategic process unless and until the Board has approved a specific course of action, on the recommendation of the special transaction committee, or otherwise determines that disclosure is necessary or appropriate.

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