Page 7 of 9 SEC Filing
CUSIP No. 69036R 103
Item 1. Security of the Issuer.
This Amendment No. 1 amends the Schedule 13D filed with the Securities and Exchange Commission on August 15, 2014 (the Schedule
13D), relating to the shares of Class A Common Stock, par value $0.01 per share (the Class A Common Stock), of Overseas Shipholding Group, Inc., a Delaware corporation (OSG or the
Issuer). The Issuers principal executive office is located at 1301 Avenue of the Americas, New York, NY 10019. Unless specifically amended hereby, the disclosures set forth in the Schedule 13D remain unchanged.
Item 2. Identity and Background.
Paragraphs (a), (b),
(c) and (f) of Item 2 of the Schedule 13D are hereby deleted and replaced with the following:
(a-c) This Statement is being filed by the following
beneficial owners of Class A Common Stock (each, a Reporting Person):
(i) BlueMountain Nautical LLC, a Delaware limited liability company (Nautical), with respect to the Class A Common Stock directly owned by it;
(ii) BlueMountain Guadalupe Peak Fund L.P., a Delaware limited partnership and sole owner of Nautical (Guadalupe), with respect to the Class A Common Stock directly owned by Nautical;
(iii) BlueMountain Long/Short Credit GP, LLC, a Delaware limited liability company and the general partner of Guadalupe (the General Partner), with respect to the Class A Common Stock indirectly owned by
Guadalupe;
(iv) BlueMountain GP Holdings, LLC, a Delaware limited liability company and the sole owner of the General Partner (GP Holdings), with respect to the Class A Common Stock indirectly owned by the General
Partner; and
(v) BlueMountain Capital Management, LLC, a Delaware limited liability company (the Investment Manager), which serves as the non-member manager of Nautical and the investment manager to Guadalupe, and has
investment discretion with respect to the Class A Common Stock directly owned by Nautical.
The principal business of: (i) each of
Nautical and Guadalupe is to serve as a private investment fund; (ii) the General Partner is to serve as the general partner of Guadalupe and certain other private funds for which the Investment Manager serves as investment manager;
(iii) GP Holdings is to serve as the sole owner of the General Partner and a number of other entities which act as the general partner of private investment funds for which the Investment Manager serves as investment manager (including
Guadalupe); and (iv) the Investment Manager is to serve as investment manager to a number of private investment funds (including Guadalupe), to serve as non-member manager to Nautical and to make investment decisions on behalf of such entities.
The executive officers, directors, and control persons of the Reporting Persons are as follows:
Andrew Feldstein Chief Executive Officer and Co-Chief Investment Officer of the Investment Manager; Chief Executive Officer and Co-Chief Investment Officer of GP Holdings; Manager of the General Partner Stephen Siderow Managing Partner and Co-President of the Investment Manager; Managing Partner and Co-President of GP Holdings Derek Smith Managing Partner and Co-Chief Investment Officer of the Investment Manager; Managing Partner and Co-Chief Investment Officer of GP Holdings Alan Gerstein Senior Adviser of the Investment Manager; Senior Adviser of GP Holdings; Manager of the General Partner Bryce Markus Managing Partner, Co-President and Chief Risk Officer of the Investment Manager; Managing Partner, Co-President and Chief Risk Officer of GP Holdings Michael Liberman Managing Partner and Chief Operating Officer of the Investment Manager; Managing Partner and Chief Operating Officer of GP Holdings
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CUSIP No. 69036R 103
Item 1. Security of the Issuer.
This Amendment No. 1 amends the Schedule 13D filed with the Securities and Exchange Commission on August 15, 2014 (the Schedule
13D), relating to the shares of Class A Common Stock, par value $0.01 per share (the Class A Common Stock), of Overseas Shipholding Group, Inc., a Delaware corporation (OSG or the
Issuer). The Issuers principal executive office is located at 1301 Avenue of the Americas, New York, NY 10019. Unless specifically amended hereby, the disclosures set forth in the Schedule 13D remain unchanged.
Item 2. Identity and Background.
Paragraphs (a), (b),
(c) and (f) of Item 2 of the Schedule 13D are hereby deleted and replaced with the following:
(a-c) This Statement is being filed by the following
beneficial owners of Class A Common Stock (each, a Reporting Person):
| (i) | BlueMountain Nautical LLC, a Delaware limited liability company (Nautical), with respect to the Class A Common Stock directly owned by it; |
| (ii) | BlueMountain Guadalupe Peak Fund L.P., a Delaware limited partnership and sole owner of Nautical (Guadalupe), with respect to the Class A Common Stock directly owned by Nautical; |
| (iii) | BlueMountain Long/Short Credit GP, LLC, a Delaware limited liability company and the general partner of Guadalupe (the General Partner), with respect to the Class A Common Stock indirectly owned by Guadalupe; |
| (iv) | BlueMountain GP Holdings, LLC, a Delaware limited liability company and the sole owner of the General Partner (GP Holdings), with respect to the Class A Common Stock indirectly owned by the General Partner; and |
| (v) | BlueMountain Capital Management, LLC, a Delaware limited liability company (the Investment Manager), which serves as the non-member manager of Nautical and the investment manager to Guadalupe, and has investment discretion with respect to the Class A Common Stock directly owned by Nautical. |
The principal business of: (i) each of
Nautical and Guadalupe is to serve as a private investment fund; (ii) the General Partner is to serve as the general partner of Guadalupe and certain other private funds for which the Investment Manager serves as investment manager;
(iii) GP Holdings is to serve as the sole owner of the General Partner and a number of other entities which act as the general partner of private investment funds for which the Investment Manager serves as investment manager (including
Guadalupe); and (iv) the Investment Manager is to serve as investment manager to a number of private investment funds (including Guadalupe), to serve as non-member manager to Nautical and to make investment decisions on behalf of such entities.
The executive officers, directors, and control persons of the Reporting Persons are as follows:
| Andrew Feldstein | Chief Executive Officer and Co-Chief Investment Officer of the Investment Manager; Chief Executive Officer and Co-Chief Investment Officer of GP Holdings; Manager of the General Partner | |
| Stephen Siderow | Managing Partner and Co-President of the Investment Manager; Managing Partner and Co-President of GP Holdings | |
| Derek Smith | Managing Partner and Co-Chief Investment Officer of the Investment Manager; Managing Partner and Co-Chief Investment Officer of GP Holdings | |
| Alan Gerstein | Senior Adviser of the Investment Manager; Senior Adviser of GP Holdings; Manager of the General Partner | |
| Bryce Markus | Managing Partner, Co-President and Chief Risk Officer of the Investment Manager; Managing Partner, Co-President and Chief Risk Officer of GP Holdings | |
| Michael Liberman | Managing Partner and Chief Operating Officer of the Investment Manager; Managing Partner and Chief Operating Officer of GP Holdings | |
