Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 04, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-06479 | |
Entity Registrant Name | OVERSEAS SHIPHOLDING GROUP, INC. | |
Entity Central Index Key | 0000075208 | |
Entity Tax Identification Number | 13-2637623 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 302 Knights Run Avenue | |
Entity Address, City or Town | Tampa | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33602 | |
City Area Code | (813) | |
Local Phone Number | 209-0600 | |
Title of 12(b) Security | Class A Common Stock (par value $0.01 per share) | |
Trading Symbol | OSG | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Bankruptcy Proceedings, Reporting Current | true | |
Entity Common Stock, Shares Outstanding | 86,337,072 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash and cash equivalents | $ 54,018 | $ 41,503 |
Restricted cash | 49 | 60 |
Voyage receivables, including unbilled of $9,542 and $5,611, net of reserve for doubtful accounts | 12,366 | 9,247 |
Income tax receivable | 454 | 1,192 |
Other receivables | 1,780 | 3,037 |
Inventories, prepaid expenses and other current assets | 2,929 | 2,470 |
Total Current Assets | 71,596 | 57,509 |
Vessels and other property, less accumulated depreciation | 834,857 | 737,212 |
Deferred drydock expenditures, net | 39,358 | 23,734 |
Total Vessels, Other Property and Deferred Drydock | 874,215 | 760,946 |
Restricted cash - non current | 73 | 114 |
Investments in and advances to affiliated companies | 3,599 | |
Intangible assets, less accumulated amortization | 28,367 | 31,817 |
Operating lease right-of-use assets | 234,756 | 286,469 |
Other assets | 21,342 | 35,013 |
Total Assets | 1,230,349 | 1,175,467 |
Current Liabilities: | ||
Accounts payable, accrued expenses and other current liabilities | 50,789 | 35,876 |
Current portion of operating lease liabilities | 90,656 | 90,145 |
Current portion of finance lease liabilities | 4,001 | 4,011 |
Current installments of long-term debt | 36,795 | 31,512 |
Total Current Liabilities | 182,241 | 161,544 |
Reserve for uncertain tax positions | 902 | 864 |
Noncurrent operating lease liabilities | 166,411 | 219,501 |
Noncurrent finance lease liabilities | 21,916 | 23,548 |
Long-term debt | 367,746 | 336,535 |
Deferred income taxes, net | 80,032 | 72,833 |
Other liabilities | 37,046 | 19,097 |
Total Liabilities | 856,294 | 833,922 |
Equity: | ||
Common stock - Class A ($0.01 par value; 166,666,666 shares authorized; 86,337,072 and 85,713,610 shares issued and outstanding) | 863 | 857 |
Paid-in additional capital | 591,916 | 590,436 |
Accumulated deficit | (212,491) | (243,339) |
Stockholder's Equity Subtotal | 380,288 | 347,954 |
Accumulated other comprehensive loss | (6,233) | (6,409) |
Total Equity | 374,055 | 341,545 |
Total Liabilities and Equity | $ 1,230,349 | $ 1,175,467 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Unbilled contracts receivable | $ 9,542 | $ 5,611 |
Class A common stock, par value | $ 0.01 | $ 0.01 |
Class A common stock, shares authorized | 166,666,666 | 166,666,666 |
Class A common stock, shares issued | 86,337,072 | 85,713,610 |
Class A common stock, shares outstanding | 86,337,072 | 85,713,610 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Shipping Revenues: | ||||
Time and bareboat charter revenues | $ 89,273 | $ 63,491 | $ 264,085 | $ 188,619 |
Voyage charter revenues | 16,475 | 17,435 | 57,061 | 68,503 |
Total Shipping revenues | 105,748 | 80,926 | 321,146 | 257,122 |
Operating Expenses: | ||||
Voyage expenses | 13,467 | 4,424 | 31,364 | 15,762 |
Vessel expenses | 43,044 | 33,993 | 120,456 | 98,960 |
Charter hire expenses | 22,782 | 22,802 | 67,746 | 67,645 |
Depreciation and amortization | 15,253 | 13,324 | 43,488 | 38,922 |
General and administrative | 6,140 | 5,288 | 19,915 | 16,917 |
Bad debt expense | 4,300 | |||
(Gain)/loss on disposal of vessels and other property, including impairments, net | (151) | 36 | 959 | 87 |
Total operating expenses | 100,535 | 79,867 | 283,928 | 242,593 |
Income from vessel operations | 5,213 | 1,059 | 37,218 | 14,529 |
Equity in income of affiliated companies | 156 | 224 | ||
Gain on termination of pre-existing arrangement | 19,172 | |||
Operating income | 5,213 | 1,215 | 56,390 | 14,753 |
Other (expense)/income, net | (160) | 375 | (187) | 992 |
Income before interest expense and income taxes | 5,053 | 1,590 | 56,203 | 15,745 |
Interest expense | (5,902) | (6,047) | (18,143) | (19,124) |
(Loss)/income before income taxes | (849) | (4,457) | 38,060 | (3,379) |
Income tax benefit/(expense) | 192 | 694 | (7,212) | 1,075 |
Net (loss)/income | $ (657) | $ (3,763) | $ 30,848 | $ (2,304) |
Weighted Average Number of Common Shares Outstanding: | ||||
Basic - Class A | 89,998,301 | 89,375,668 | 89,723,751 | 89,210,136 |
Diluted - Class A | 89,998,301 | 89,375,668 | 90,727,485 | 89,210,136 |
Per Share Amounts: | ||||
Basic and diluted net (loss)/income - Class A | $ (0.01) | $ (0.04) | $ 0.34 | $ (0.03) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive (Loss)/Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
Net (loss)/income | $ (657) | $ (3,763) | $ 30,848 | $ (2,304) |
Defined benefit pension and other postretirement benefit plans: | ||||
Net change in unrecognized prior service costs | (18) | (17) | (55) | (50) |
Net change in unrecognized actuarial losses | 77 | 102 | 231 | 303 |
Other comprehensive income | 59 | 85 | 176 | 253 |
Comprehensive (loss)/income | $ (598) | $ (3,678) | $ 31,024 | $ (2,051) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | |||||||
Net income/(loss) | $ (657) | $ 25,125 | $ (3,763) | $ 3,197 | $ 30,848 | $ (2,304) | |
Items included in net income not affecting cash flows: | |||||||
Depreciation and amortization | 15,253 | 13,324 | 43,488 | 38,922 | |||
Bad debt expense | 4,300 | ||||||
Gain on termination of pre-existing arrangement | (19,172) | ||||||
Loss on disposal of vessels and other property, including impairments, net | 959 | 87 | |||||
Amortization of debt discount and other deferred financing costs | 1,714 | 1,477 | |||||
Compensation relating to restricted stock awards and stock option grants | 1,685 | 1,212 | |||||
Deferred income tax expense/(benefit) | 7,237 | (1,851) | |||||
Interest on finance lease liabilities | 1,493 | 941 | |||||
Non-cash operating lease expense | 68,706 | 68,057 | |||||
Loss on extinguishment of debt, net | 503 | 72 | |||||
Distributed earnings of affiliated companies | 3,562 | 3,314 | |||||
Payments for drydocking | (20,819) | (11,477) | |||||
Operating lease liabilities | (69,263) | (61,366) | |||||
Changes in operating assets and liabilities, net | 1,329 | 4,368 | |||||
Net cash provided by operating activities | 52,270 | 45,752 | |||||
Cash Flows from Investing Activities: | |||||||
Acquisition, net of cash acquired | (16,973) | ||||||
Proceeds from disposals of vessels and other property | 1,407 | 3,404 | |||||
Expenditures for vessels and vessel improvements | (55,197) | (105,244) | |||||
Expenditures for other property | (1,399) | ||||||
Net cash used in investing activities | (70,763) | (103,239) | |||||
Cash Flows from Financing Activities: | |||||||
Payments on debt | (35,844) | (16,667) | |||||
Extinguishment of debt | (25,249) | (3,271) | |||||
Tax withholding on share-based awards | (197) | (294) | |||||
Issuance of debt, net of issuance and deferred financing costs | 95,370 | 48,583 | |||||
Payments on principal portion of finance lease liabilities | (3,124) | (1,847) | |||||
Net cash provided by financing activities | 30,956 | 26,504 | |||||
Net increase/(decrease) in cash, cash equivalents and restricted cash | 12,463 | (30,983) | |||||
Cash, cash equivalents and restricted cash at beginning of period | $ 41,677 | $ 80,641 | 41,677 | 80,641 | $ 80,641 | ||
Cash, cash equivalents and restricted cash at end of period | $ 54,140 | $ 49,658 | $ 54,140 | $ 49,658 | $ 41,677 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | [1] | Additional Paid-in Capital [Member] | [2] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | [3] | Total |
Beginning balance, value at Dec. 31, 2018 | $ 848 | $ 587,826 | $ (252,014) | $ (7,192) | $ 329,468 | |||
Net loss | 3,197 | 3,197 | ||||||
Other comprehensive income | 83 | 83 | ||||||
Forfeitures, cancellations, issuance and vesting of restricted stock awards, net | 5 | (299) | (294) | |||||
Compensation related to Class A options granted and restricted stock awards | 1,559 | 1,559 | ||||||
Ending balance, value at Mar. 31, 2019 | 853 | 589,086 | (248,817) | (7,109) | 334,013 | |||
Beginning balance, value at Dec. 31, 2018 | 848 | 587,826 | (252,014) | (7,192) | 329,468 | |||
Net loss | (2,304) | |||||||
Other comprehensive income | 253 | |||||||
Ending balance, value at Sep. 30, 2019 | 857 | 589,985 | (254,318) | (6,939) | 329,585 | |||
Beginning balance, value at Mar. 31, 2019 | 853 | 589,086 | (248,817) | (7,109) | 334,013 | |||
Net loss | (1,738) | (1,738) | ||||||
Other comprehensive income | 85 | 85 | ||||||
Forfeitures, cancellations, issuance and vesting of restricted stock awards, net | 2 | (3) | (1) | |||||
Compensation related to Class A options granted and restricted stock awards | 454 | 454 | ||||||
Conversion of Class A warrants to common stock | 2 | (2) | ||||||
Ending balance, value at Jun. 30, 2019 | 857 | 589,535 | (250,555) | (7,024) | 332,813 | |||
Net loss | (3,763) | (3,763) | ||||||
Other comprehensive income | 85 | 85 | ||||||
Compensation related to Class A options granted and restricted stock awards | 450 | 450 | ||||||
Ending balance, value at Sep. 30, 2019 | 857 | 589,985 | (254,318) | (6,939) | 329,585 | |||
Beginning balance, value at Dec. 31, 2019 | 857 | 590,436 | (243,339) | (6,409) | 341,545 | |||
Net loss | 25,125 | 25,125 | ||||||
Other comprehensive income | 58 | 58 | ||||||
Forfeitures, cancellations, issuance and vesting of restricted stock awards, net | 1 | (200) | (199) | |||||
Compensation related to Class A options granted and restricted stock awards | 438 | 438 | ||||||
Ending balance, value at Mar. 31, 2020 | 858 | 590,674 | (218,214) | (6,351) | 366,967 | |||
Beginning balance, value at Dec. 31, 2019 | 857 | 590,436 | (243,339) | (6,409) | 341,545 | |||
Net loss | 30,848 | |||||||
Other comprehensive income | 176 | |||||||
Ending balance, value at Sep. 30, 2020 | 863 | 591,916 | (212,491) | (6,233) | 374,055 | |||
Beginning balance, value at Mar. 31, 2020 | 858 | 590,674 | (218,214) | (6,351) | 366,967 | |||
Net loss | 6,380 | 6,380 | ||||||
Other comprehensive income | 59 | 59 | ||||||
Forfeitures, cancellations, issuance and vesting of restricted stock awards, net | 5 | (5) | ||||||
Compensation related to Class A options granted and restricted stock awards | 617 | 617 | ||||||
Ending balance, value at Jun. 30, 2020 | 863 | 591,286 | (211,834) | (6,292) | 374,023 | |||
Net loss | (657) | (657) | ||||||
Other comprehensive income | 59 | 59 | ||||||
Compensation related to Class A options granted and restricted stock awards | 630 | 630 | ||||||
Ending balance, value at Sep. 30, 2020 | $ 863 | $ 591,916 | $ (212,491) | $ (6,233) | $ 374,055 | |||
[1] | Par value $ 0.01 166,666,666 86,337,072 85,668,793 | |||||||
[2] | Includes 19,235,764 19,475,470 | |||||||
[3] | Amounts are net of tax. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Changes in Equity (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2020 | Sep. 30, 2019 |
Statement of Stockholders' Equity [Abstract] | ||
Class A common stock, par value | $ 0.01 | $ 0.01 |
Class A common stock, shares authorized | 166,666,666 | 166,666,666 |
Class A common stock, shares outstanding | 86,337,072 | 85,668,793 |
Class A warrants outstanding | 19,235,764 | 19,475,470 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Note 1 — Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Overseas Shipholding Group, Inc., a Delaware corporation (the “Parent Company”), and its wholly-owned subsidiaries (collectively, the “Company” or “OSG”, “we”, “us” or “our”), including Alaska Tanker Company (“ATC”) as of its March 12, 2020 acquisition date. The Company owns and operates a fleet of oceangoing vessels engaged primarily in the transportation of crude oil and refined petroleum products in the U.S. Flag trade. These financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and notes required by generally accepted accounting principles in the United States. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the results have been included. Operating results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 or for any other interim period. The condensed consolidated balance sheet as of December 31, 2019 has been derived from the audited financial statements at that date but does not include all of the information and notes required by generally accepted accounting principles in the United States for complete financial statements. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (“Form 10-K”). In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (“COVID-19”) as a pandemic, which continues to affect the United States and the world. COVID-19 and its direct and indirect consequences have caused significant volatility in U.S. and international markets, and there is significant uncertainty around the breadth and duration of business disruptions related to COVID-19, as well as its impact on the U.S. and international economies. The COVID-19 pandemic is a dynamic and continuously evolving phenomenon and the ultimate severity of the outbreak, and its effect on the Company’s business in the future, is uncertain. |
Recently Adopted and Issued Acc
Recently Adopted and Issued Accounting Standards | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Recently Adopted and Issued Accounting Standards | Note 2 — Recently Adopted and Issued Accounting Standards Recently Adopted Accounting Standards In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40),Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, Internal-Use Software Recently Issued Accounting Standards In August 2018, the FASB issued ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20), Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326 In November 2019, the FASB issued ASU 2019-10, Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815) and Leases (Topic 842): Effective Dates, Bucket 1— All public business entities (“PBEs”) that are SEC filers (as defined in U.S. GAAP), excluding smaller reporting companies (“SRCs”) (as defined by the SEC). The credit losses standard became effective January 1, 2020. Bucket 2— All other entities, including SRCs, other PBEs that are not SEC filers, private companies, not-for-profit organizations, and employee benefit plans. The credit losses standard is to become effective January 1, 2023. At the annual evaluation date on June 30, 2019, the Company met the SEC definition of a smaller reporting company. Accordingly, the Company plans to adopt the credit losses standard on January 1, 2023. Management is currently reviewing the impact of the adoption of this accounting standard on the Company’s consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Note 3 - Revenue Recognition Shipping Revenues Time Charter Revenues The Company enters into time charter contracts under which a customer pays a fixed daily or monthly rate for a fixed period of time for use of a vessel. The Company recognizes revenues from time charters as operating leases ratably over the noncancellable contract term. Customers generally pay voyage expenses such as fuel, canal tolls and port charges. The Company also provides the charterer with services such as technical management expenses and crew costs. While there are lease and service (non-lease) components related to time charter contracts, the predominant component of the contract is the charterer’s lease of the vessel. The non-lease components of the contract have the same timing and pattern of transfer as the underlying lease component; therefore, the Company applies the practical expedient of combining lease and non-lease components and recognizes revenue related to this service ratably over the life of the contract term. Voyage Charter Revenues The Company enters into voyage charter contracts, under which the customer pays a transportation charge (voyage freight) for the movement of a specific cargo between two or more specified ports. The Company’s performance obligation under voyage charters, which consists of moving cargo from a load port to a discharge port, is satisfied over time. Accordingly, under ASC 606, the Company recognizes revenue from voyage charters ratably over the estimated length of each voyage, calculated on a load-to-discharge basis. The transaction price is in the form of a fixed fee at contract inception, which is the transportation charge. Voyage charter contracts also include variable consideration primarily in the form of demurrage, which is additional revenue the Company receives for delays experienced in loading or unloading cargo that are not deemed to be the responsibility of the Company. The Company does not include demurrage in the transaction price for voyage charters since it is highly susceptible to factors outside the Company’s influence. Examples of when demurrage is incurred include unforeseeable weather conditions and security regulations at ports. The uncertainty related to this variable consideration is resolved upon the completion of the voyage, the duration of which is generally less than 30 OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS U.S. Maritime Security Program Two Contracts of Affreightment The Company enters into contracts of affreightment (each a “COA”) to provide transportation services between specified points for a stated quantity of cargo over a specific time period, but without designating voyage schedules. The Company has COA arrangements to provide for lightering services and other arrangements based on the number of voyages. These contracts are service contracts within the scope of ASC 606 for which the underlying performance obligation is satisfied as a series of distinct services. The Company’s COAs include minimum purchase requirements from customers that are expressed in either fixed monthly barrels, annual minimum barrel volume requirements or annual minimum number of voyages to complete. The Company is required to transport and the charterer is required to provide the Company with a minimum volume requirement. These contract minimums represent fixed consideration within the contract which is recognized as the distinct services of delivering barrels or voyages are performed in the series over time. The Company will adjust revenue recognized for any minimum volume unexercised right. COAs provide the charterer with the opportunity to purchase additional transportation services above the minimum. If this is not considered a material right, the Company recognizes revenue related to the additional services at the contractual rate as the product is transferred over time. If the additional transportation service is considered a material right, the Company applies the practical alternative of allocating the transaction price to the material right. As a result, the Company may recognize revenue related to COAs at an amount different from the invoiced amount if the Company’s estimated volume to be transported under the contract exceeds the contractual minimum. At September 30, 2020, the Company did not have deferred revenue related to the Company’s COAs. Disaggregated Revenue The Company has disaggregated revenue from contracts with customers into categories that depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Consequently, the disaggregation below is based on contract type. Since the terms within these contract types are generally standard in nature, the Company does not believe that further disaggregation would result in increased insight into the economic factors impacting revenue and cash flows. OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS The following table shows the Company’s shipping revenues disaggregated by nature of the charter arrangement for the three and nine months ended September 30, 2020 and 2019: Schedule of Disaggregation of Revenue Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Time and bareboat charter revenues $ 89,273 $ 63,491 $ 264,085 $ 188,619 Voyage charter revenues (1) 3,250 7,369 24,037 21,063 Contracts of affreightment revenues 13,225 10,066 33,024 47,440 Total shipping revenues $ 105,748 $ 80,926 $ 321,146 $ 257,122 (1) Voyage charter revenues include revenue related to short-term time charter contracts, which was not material for both the three months ended September 30, 2020 and 2019 and was $ 15,139 4,516 Voyage Receivables As of September 30, 2020 and December 31, 2019, contract balances from contracts with customers consisted of voyage receivables, including unbilled receivables, of $ 9,195 and $ 5,831 , respectively, net of reserve for doubtful accounts for voyage charters and lightering contracts. For voyage charters, voyage freight is due to the Company upon completion of discharge at the last discharge port. For lightering contracts, the Company invoices the customers based on the actual barrels of cargo lightered. The Company routinely reviews its voyage receivables and makes provisions for probable doubtful accounts; however, those provisions are estimates and actual results could differ from those estimates and those differences may be material. Voyage receivables are removed from accounts receivable and the reserve for doubtful accounts when they are deemed uncollectible. The Company deems voyage receivables uncollectible when the Company has exhausted collection efforts. Costs to Fulfill a Contract Under ASC 606, for voyage charters and contracts of affreightment, the Company capitalizes the direct costs, which are voyage expenses, of relocating the vessel to the load port and amortizes those costs during transport of the cargo. At September 30, 2020, the costs related to voyages that were not yet completed were not material. Additionally, these contracts include out-of-pocket expense (i.e. fuel, port charges, canal tolls) incurred by the Company in fulfilling its performance obligations, which are reimbursed by the charterer at cost. The reimbursement for these fulfillment costs are included in the Company’s estimated transaction price for the contract and recognized as revenue when performance obligations are satisfied. Transaction Price Allocated to the Remaining Performance Obligations As of September 30, 2020, there was an aggregate of $ 30,577 of revenue under COAs that the Company will be entitled to by providing services in the future. The Company expects to recognize revenue of approximately $ 8,097 in 2020 and $ 22,480 in 2021 under these contracts. These estimated amounts relate to the fixed consideration of contractual minimums within the contracts based on the Company’s estimate of future services. Practical Expedients and Exemptions The Company’s voyage charter contracts and some of the Company’s COAs have an original expected duration of one year or less; therefore, the Company has elected to apply the practical expedient, which permits the Company to not disclose the portion of the transaction price allocated to the remaining performance obligations within these COAs. The Company expenses broker commissions for voyage charters, which are costs of obtaining a contract, as they are incurred because the amortization period is less than one year or are otherwise amortized as the underlying performance obligation is satisfied. The Company records these costs within voyage expenses in the consolidated statements of operations. |
Earnings per Common Share
Earnings per Common Share | 9 Months Ended |
Sep. 30, 2020 | |
Per Share Amounts: | |
Earnings per Common Share | Note 4 — Earnings per Common Share Basic earnings per common share is computed by dividing earnings, after the deduction of dividends and undistributed earnings allocated to participating securities, by the weighted average number of common shares outstanding during the period. As management deems the exercise price for the Class A warrants of $ 0.01 The computation of diluted earnings per share assumes the issuance of common stock for all potentially dilutive stock options and restricted stock units. Participating securities are defined by ASC 260, Earnings Per Share, Class A As of September 30, 2020, there were 2,643,063 1,478,756 1,718,865 1,478,756 The components of the calculation of basic earnings per share and diluted earnings per share are as follows: Schedule of Earnings Per Share Three Months Ended September 30, Nine Months Ended 2020 2019 2020 2019 Net (loss)/income $ (657 ) $ (3,763 ) $ 30,848 $ (2,304 ) Weighted average common shares outstanding: Class A common stock - basic 89,998,301 89,375,668 89,723,751 89,210,136 Class A common stock - diluted 89,998,301 89,375,668 90,727,485 89,210,136 For the nine months ended September 30, 2020, there were dilutive equity awards outstanding covering 1,003,734 371,893 |
Fair Value Measurements and Fai
Fair Value Measurements and Fair Value Disclosures | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Fair Value Disclosures | Note 5 — Fair Value Measurements and Fair Value Disclosures The following methods and assumptions are used to estimate the fair value of each class of financial instrument: Cash and cash equivalents and restricted cash— Debt— ASC 820, Fair Value Measurements and Disclosures OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS The levels of the fair value hierarchy established by ASC 820 are as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities Level 2 - Quoted prices for similar assets and liabilities in active markets or inputs that are observable Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities Financial Instruments that are not Measured at Fair Value on a Recurring Basis The estimated fair values of the Company’s financial instruments that are not measured at fair value on a recurring basis, categorized based upon the fair value hierarchy, are as follows: Schedule of Hierarchy Categorized on Fair Value Carrying Fair Value Value Level 1 Level 2 September 30, 2020: Assets Cash and cash equivalents (1) $ 54,140 $ 54,140 $ — Total $ 54,140 $ 54,140 $ — Liabilities Term loan agreement, due 2023 $ 273,342 $ — $ 279,499 Term loan agreements, due 2024 23,273 — 22,979 Alaska Tankers term loan agreement, due 2025 51,334 — 50,510 OSG 204 LLC term loan agreement, due 2025 31,755 — 32,218 Term loan agreement, due 2026 24,147 — 23,984 Unsecured senior notes 690 — 720 Total $ 404,541 $ — $ 409,910 Carrying Fair Value Value Level 1 Level 2 December 31, 2019: Assets Cash (1) $ 41,677 $ 41,677 $ — Total $ 41,677 $ 41,677 $ — Liabilities Term loan agreement, due 2023 $ 291,994 $ — $ 299,974 Term loan agreements, due 2024 48,289 — 49,015 Term loan agreement, due 2026 27,075 — 27,359 Unsecured senior notes 689 — 722 Total $ 368,047 $ — $ 377,070 (1) Includes current and non-current restricted cash aggregating $ 122 174 OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS Nonfinancial Instruments that are Measured at Fair Value on a Nonrecurring Basis Vessel and Intangible Assets Impairments During the third quarter of 2020, the Company considered whether events or changes in circumstances had occurred since December 31, 2019 that could indicate the carrying amounts of the vessels in the Company’s fleet and the carrying value of the Company’s intangible assets may not be recoverable as of September 30, 2020. The Company concluded that no such events or changes in circumstances had occurred. |
Taxes
Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Taxes | Note 6 — Taxes For the three months ended September 30, 2020 and 2019, the Company recorded income tax benefits of $ 192 and $ 694 , respectively, which represented effective tax rates of 23% and 16% , respectively. For the nine months ended September 30, 2020 and 2019, the Company recorded an income tax (provision)/benefit of $ (7,212) and $ 1,075 , respectively, which represented effective tax rates of 19% and 32% , respectively. The increase in the effective tax rate for the three months ended September 30, 2020 compared to the three months ended September 30, 2019 was substantially due to recording a return to provision benefit causing a more favorable discrete adjustment compared to a small pretax loss in the third quarter of 2020. The decrease in the effective tax rate for the nine months ended September 30, 2020 compared to the nine months ended September 30, 2019 was primarily due to the establishment of deductible expenses related to Code Section 162(m) in the first quarter of 2019, compared to pretax loss. The effective tax rate for the nine months ended September 30, 2020 was less than the statutory rate due to discrete tax benefits recorded relating to state benefit resulting from the Alaska Tanker Company acquisition, interest related to an alternative minimum tax refund and the tonnage tax exclusion. The effective tax rate for the nine months ended September 30, 2019 was more than the statutory rate due to the discrete tax benefit recorded in the first quarter of 2019 relating to Code Section 162(m) deductible expenses and the tonnage tax exclusion compared to the pretax loss. On March 27, 2020, H.R. 748, the Coronavirus Aid, Relief, and Economic Security Act, or the “CARES Act”, was signed into law. The CARES Act includes tax provisions relevant to businesses that will impact taxes related to 2018, 2019 and 2020. Some of the significant changes are to increase the limitation on deductible business interest expense for 2019 and 2020, allow for the five year carryback of net operating losses for 2018-2020, suspend the 80% limitation of taxable income for net operating loss carryforwards for 2018-2020 As of September 30, 2020 and December 31, 2019, the Company recorded a non-current reserve for uncertain tax positions of $ 902 864 |
Investment in Alaska Tanker Com
Investment in Alaska Tanker Company, LLC | 9 Months Ended |
Sep. 30, 2020 | |
Investments, All Other Investments [Abstract] | |
Investment in Alaska Tanker Company, LLC | Note 7 — Investment in Alaska Tanker Company, LLC At December 31, 2019, the Company had a 37.5% December 2023 In December 2019, the Company entered into an agreement with BP to purchase three U.S.-flagged crude oil carrier vessels ( Alaskan Explorer Alaskan Legend Alaskan Navigator 54,000 54,000 five-year term loan In connection with the purchase of the vessels from BP, the Company agreed to time charter arrangements with BP for terms of 2.5 years to 6.4 years at a fixed daily rate with an annual escalation and five renewal options for one year each Alaskan Frontier OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS The Company accounted for the purchase of the three vessels and remaining equity ownership interest in ATC collectively as an asset acquisition, with substantially all the fair value of the acquisition attributed to the three vessels purchased from BP. The pre-existing ATC arrangements with a minimum term through December 2023 were terminated, and a non-cash gain equal to the value of the remaining arrangement of $ 19,172 Business Combinations, As part of the acquisition of ATC, the Company assumed liabilities of $ 9,898 The postretirement medical and life insurance plan provides benefits to shore-based employees and nonunion licensed deck officers at least 55 years of age with 10 years or more of service, as defined. The plan was frozen as of December 31, 2016 and closed to new entrants as of January 1, 2017. The Company also contributes to six multiemployer defined benefit pension plans, two of which comprise the majority of current year contributions and employee coverage: the MEBA Pension Plan - Defined Benefit Plan and the Seafarers Pension Plan. 9,000 The Company also assumed liabilities of $ 8,812 100% |
Capital Stock and Stock Compens
Capital Stock and Stock Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Capital Stock and Stock Compensation | Note 8 — Capital Stock and Stock Compensation Share and Warrant Repurchases During the nine months ended September 30, 2020, in connection with the vesting of restricted stock units (“RSUs”), the Company withheld 104,552 1.90 Warrant Conversions During the nine months ended September 30, 2020, the Company issued 473 2,498 213,146 1,128,184 Stock Compensation The Company accounts for stock compensation expense in accordance with the fair value-based method required by ASC 718, Compensation – Stock Compensation Director Compensation Restricted Stock Units On May 28, 2020, the Company awarded 321,000 2.25 Management Compensation Restricted Stock Units and Stock Options During the nine months ended September 30, 2020, the Company granted 764,406 2.03 OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS During the nine months ended September 30, 2020, the Company awarded 582,224 The ROIC Target RSU awards and the TSR Target RSU awards are subject to an increase of up to a maximum of 291,112 873,340 2.03 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Note 9 — Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss, net of related taxes, in the condensed consolidated balance sheets follow: Schedule of Components of Accumulated Other Comprehensive Loss As of September 30, 2020 December 31, 2019 Items not yet recognized as a component of net periodic benefit cost (pension and other postretirement benefit plans) $ (6,233 ) $ (6,409 ) Accumulated other comprehensive loss $ (6,233 ) $ (6,409 ) The following tables present the changes in the balances of each component of accumulated other comprehensive loss, net of related taxes, during the three and nine months ended September 30, 2020 and 2019: Schedule of Changes in Balances of Component of Accumulated Other Comprehensive Loss Items not yet Balance as of June 30, 2020 $ (6,292 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income — Amounts reclassified from accumulated other comprehensive income 59 Total change in accumulated other comprehensive income 59 Balance as of September 30, 2020 $ (6,233 ) Balance as of June 30, 2019 $ (7,024 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income (23 ) Amounts reclassified from accumulated other comprehensive income 108 Total change in accumulated other comprehensive income 85 Balance as of September 30, 2019 $ (6,939 ) OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS Items not yet Balance as of December 31, 2019 $ (6,409 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income — Amounts reclassified from accumulated other comprehensive income 176 Total change in accumulated other comprehensive income 176 Balance as of September 30, 2020 $ (6,233 ) Balance as of December 31, 2018 $ (7,192 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income (71 ) Amounts reclassified from accumulated other comprehensive income 324 Total change in accumulated other comprehensive income 253 Balance as of September 30, 2019 $ (6,939 ) The Company includes the service cost component for net periodic benefit cost/(income) in vessel expenses and general and administrative expenses and other components in other (expense)/income, net on the condensed consolidated statements of operations. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2020 | |
Leases | |
Leases | Note 10 — Leases For the nine months ended September 30, 2020, the Company had non-cash operating activities of $ 1,533 Charters-in On March 12, 2020, the Company commenced a bareboat charter for the Alaskan Frontier 92 365 365 71 Charters-out The Company is the lessor under its time charter contracts. Total time charter revenue for the three and nine months ended September 30, 2020 was equal to lease income from lease payments of $ 88,609 263,356 664 729 63,731 189,489 240 870 |
Vessels
Vessels | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Vessels | Note 11 — Vessels At the end of May 2020, the Company took delivery of a 204,000-barrel capacity oil and chemical tank barge. The barge, named the OSG 204 OSG Endurance In May 2020 and August 2020, the Company sold for scrap two of its ATBs for $ 1,407 , net of broker commissions. As a result of the sales, the Company recognized losses, which were not material and are included in (gain)/loss on disposal of vessels and other property, including impairments, net on the condensed consolidated statements of operations. The Company used the proceeds from the sales to make mandatory prepayments on its term loan due in 2023.The aggregate losses realized on these transactions, which related to the write-off of unamortized deferred finance costs, were not material. On March 12, 2020, the Parent Company’s subsidiaries completed the purchase of three U.S.-flagged crude oil carrier vessels, the Alaskan Explorer Alaskan Legend Alaskan Navigator, 54,000 Alaskan Frontier |
Debt
Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Note 12 — Debt On July 30, 2020, the Company used $ 20,002 4,236 Overseas Gulf Coast due 2024 In June 2020, one of the Company’s subsidiaries, OSG 204 LLC, entered into a loan with Wintrust Commercial Finance and other syndicate lenders in the aggregate principal amount of $ 32,933 5.00 five-year term maturing June 1, 2025 . The lenders hold a perfected first priority security interest and preferred ship mortgage against the vessel. The annual principal payments expected to be made are $ 511 for the remainder of 2020, $ 2,107 in 2021, $ 2,215 in 2022, $ 2,328 in 2023, $ 2,447 in 2024 and $ 22,821 thereafter. On March 12, 2020, the Company entered into a loan with Banc of America Leasing & Capital, LLC and other syndicate lenders in the aggregate principal amount of $ 54,000 Alaskan Explorer Alaskan Legend Alaskan Navigator 4.43% five-year term March 12, 2025 1,017 4,182 4,371 4,568 4,775 33,087 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 13 — Commitments and Contingencies The Company is a party, as plaintiff or defendant, to various suits in the ordinary course of business for monetary relief arising principally from personal injuries (including without limitation exposure to asbestos and other toxic materials), wrongful death, collision or other casualty and to claims arising under charter parties. A substantial majority of such personal injury, wrongful death, collision or other casualty claims against the Company are covered by insurance (subject to deductibles not material in amount). Each of the claims involves an amount which, in the opinion of management, are not expected to be material to the Company’s financial position, results of operations and cash flows. |
Recently Adopted and Issued A_2
Recently Adopted and Issued Accounting Standards (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In August 2018, the FASB issued ASU 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40),Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, Internal-Use Software |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2018, the FASB issued ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20), Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326 In November 2019, the FASB issued ASU 2019-10, Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815) and Leases (Topic 842): Effective Dates, Bucket 1— All public business entities (“PBEs”) that are SEC filers (as defined in U.S. GAAP), excluding smaller reporting companies (“SRCs”) (as defined by the SEC). The credit losses standard became effective January 1, 2020. Bucket 2— All other entities, including SRCs, other PBEs that are not SEC filers, private companies, not-for-profit organizations, and employee benefit plans. The credit losses standard is to become effective January 1, 2023. At the annual evaluation date on June 30, 2019, the Company met the SEC definition of a smaller reporting company. Accordingly, the Company plans to adopt the credit losses standard on January 1, 2023. Management is currently reviewing the impact of the adoption of this accounting standard on the Company’s consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table shows the Company’s shipping revenues disaggregated by nature of the charter arrangement for the three and nine months ended September 30, 2020 and 2019: Schedule of Disaggregation of Revenue Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Time and bareboat charter revenues $ 89,273 $ 63,491 $ 264,085 $ 188,619 Voyage charter revenues (1) 3,250 7,369 24,037 21,063 Contracts of affreightment revenues 13,225 10,066 33,024 47,440 Total shipping revenues $ 105,748 $ 80,926 $ 321,146 $ 257,122 (1) Voyage charter revenues include revenue related to short-term time charter contracts, which was not material for both the three months ended September 30, 2020 and 2019 and was $ 15,139 4,516 |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Per Share Amounts: | |
Schedule of Earnings Per Share | The components of the calculation of basic earnings per share and diluted earnings per share are as follows: Schedule of Earnings Per Share Three Months Ended September 30, Nine Months Ended 2020 2019 2020 2019 Net (loss)/income $ (657 ) $ (3,763 ) $ 30,848 $ (2,304 ) Weighted average common shares outstanding: Class A common stock - basic 89,998,301 89,375,668 89,723,751 89,210,136 Class A common stock - diluted 89,998,301 89,375,668 90,727,485 89,210,136 |
Fair Value Measurements and F_2
Fair Value Measurements and Fair Value Disclosures (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Hierarchy Categorized on Fair Value | The estimated fair values of the Company’s financial instruments that are not measured at fair value on a recurring basis, categorized based upon the fair value hierarchy, are as follows: Schedule of Hierarchy Categorized on Fair Value Carrying Fair Value Value Level 1 Level 2 September 30, 2020: Assets Cash and cash equivalents (1) $ 54,140 $ 54,140 $ — Total $ 54,140 $ 54,140 $ — Liabilities Term loan agreement, due 2023 $ 273,342 $ — $ 279,499 Term loan agreements, due 2024 23,273 — 22,979 Alaska Tankers term loan agreement, due 2025 51,334 — 50,510 OSG 204 LLC term loan agreement, due 2025 31,755 — 32,218 Term loan agreement, due 2026 24,147 — 23,984 Unsecured senior notes 690 — 720 Total $ 404,541 $ — $ 409,910 Carrying Fair Value Value Level 1 Level 2 December 31, 2019: Assets Cash (1) $ 41,677 $ 41,677 $ — Total $ 41,677 $ 41,677 $ — Liabilities Term loan agreement, due 2023 $ 291,994 $ — $ 299,974 Term loan agreements, due 2024 48,289 — 49,015 Term loan agreement, due 2026 27,075 — 27,359 Unsecured senior notes 689 — 722 Total $ 368,047 $ — $ 377,070 (1) Includes current and non-current restricted cash aggregating $ 122 174 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss, net of related taxes, in the condensed consolidated balance sheets follow: Schedule of Components of Accumulated Other Comprehensive Loss As of September 30, 2020 December 31, 2019 Items not yet recognized as a component of net periodic benefit cost (pension and other postretirement benefit plans) $ (6,233 ) $ (6,409 ) Accumulated other comprehensive loss $ (6,233 ) $ (6,409 ) |
Schedule of Changes in Balances of Component of Accumulated Other Comprehensive Loss | The following tables present the changes in the balances of each component of accumulated other comprehensive loss, net of related taxes, during the three and nine months ended September 30, 2020 and 2019: Schedule of Changes in Balances of Component of Accumulated Other Comprehensive Loss Items not yet Balance as of June 30, 2020 $ (6,292 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income — Amounts reclassified from accumulated other comprehensive income 59 Total change in accumulated other comprehensive income 59 Balance as of September 30, 2020 $ (6,233 ) Balance as of June 30, 2019 $ (7,024 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income (23 ) Amounts reclassified from accumulated other comprehensive income 108 Total change in accumulated other comprehensive income 85 Balance as of September 30, 2019 $ (6,939 ) OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS Items not yet Balance as of December 31, 2019 $ (6,409 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income — Amounts reclassified from accumulated other comprehensive income 176 Total change in accumulated other comprehensive income 176 Balance as of September 30, 2020 $ (6,233 ) Balance as of December 31, 2018 $ (7,192 ) Current period change, excluding amounts reclassified from accumulated other comprehensive income (71 ) Amounts reclassified from accumulated other comprehensive income 324 Total change in accumulated other comprehensive income 253 Balance as of September 30, 2019 $ (6,939 ) |
Schedule of Disaggregation of R
Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | ||
Disaggregation of Revenue [Line Items] | |||||
Total shipping revenues | $ 105,748 | $ 80,926 | $ 321,146 | $ 257,122 | |
Revenue from Contract with Customer, Excluding Assessed Tax | 16,475 | 17,435 | 57,061 | 68,503 | |
Time and Bareboat Charter Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total shipping revenues | 89,273 | 63,491 | 264,085 | 188,619 | |
Voyage Charter Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total shipping revenues | [1] | 3,250 | 7,369 | 24,037 | 21,063 |
Contracts of Affreightment Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total shipping revenues | 13,225 | 10,066 | 33,024 | 47,440 | |
Short-term Time Charter Contracts [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 15,139 | $ 4,516 | $ 15,139 | $ 4,516 | |
[1] | Voyage charter revenues include revenue related to short-term time charter contracts, which was not material for both the three months ended September 30, 2020 and 2019 and was $ 15,139 4,516 |
Revenue Recognition (Details Na
Revenue Recognition (Details Narrative) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020USD ($)Products | Dec. 31, 2019USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Period for voyage completion | 30 days | |
Number of products participating in U.S Maritime Security Program | Products | 2 | |
Contract with Customer, Asset, after Allowance for Credit Loss | $ 9,195 | $ 5,831 |
Revenue, Remaining Performance Obligation, Amount | 30,577 | |
2020 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Revenue, Remaining Performance Obligation, Amount | 8,097 | |
2021 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Revenue, Remaining Performance Obligation, Amount | $ 22,480 |
Schedule of Earnings Per Share
Schedule of Earnings Per Share (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Per Share Amounts: | ||||||||
Net (loss)/income | $ (657) | $ 6,380 | $ 25,125 | $ (3,763) | $ (1,738) | $ 3,197 | $ 30,848 | $ (2,304) |
Weighted average common shares outstanding: Class A common stock - basic | 89,998,301 | 89,375,668 | 89,723,751 | 89,210,136 | ||||
Weighted average common shares outstanding: Class A common stock - diluted | 89,998,301 | 89,375,668 | 90,727,485 | 89,210,136 |
Earnings per Common Share (Deta
Earnings per Common Share (Details Narrative) - $ / shares | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,003,734 | |
Class A Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,643,063 | 1,718,865 |
Class A Stock Options Outstanding [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,478,756 | 1,478,756 |
Stock Option Member [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 371,893 | |
Class A Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrant exercise price | $ 0.01 |
Schedule of Hierarchy Categoriz
Schedule of Hierarchy Categorized on Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash and cash equivalents | [1] | $ 54,140 | $ 41,677 |
Total | 54,140 | 41,677 | |
Term loan agreements, fair value | 404,541 | 368,047 | |
Restricted Cash Fair Value Disclosure. | 122 | 174 | |
Term Loan Agreement, Due 2023 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 273,342 | 291,994 | |
Term Loan Agreements, Due 2024 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 23,273 | 48,289 | |
Alaska Tankers Term Loan Agreement, Due 2025 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 51,334 | ||
OSG 204 LLC Term Loan Agreement, Due 2025 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 31,755 | ||
Term Loan Agreement, Due 2026 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 24,147 | 27,075 | |
Unsecured Senior Notes [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 690 | 689 | |
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash and cash equivalents | [1] | 54,140 | 41,677 |
Total | 54,140 | 41,677 | |
Term loan agreements, fair value | |||
Fair Value, Inputs, Level 1 [Member] | Term Loan Agreement, Due 2023 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | |||
Fair Value, Inputs, Level 1 [Member] | Term Loan Agreements, Due 2024 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | |||
Fair Value, Inputs, Level 1 [Member] | Alaska Tankers Term Loan Agreement, Due 2025 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | |||
Fair Value, Inputs, Level 1 [Member] | OSG 204 LLC Term Loan Agreement, Due 2025 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | |||
Fair Value, Inputs, Level 1 [Member] | Term Loan Agreement, Due 2026 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | |||
Fair Value, Inputs, Level 1 [Member] | Unsecured Senior Notes [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | |||
Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash and cash equivalents | [1] | ||
Total | |||
Term loan agreements, fair value | 409,910 | 377,070 | |
Fair Value, Inputs, Level 2 [Member] | Term Loan Agreement, Due 2023 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 279,499 | 299,974 | |
Fair Value, Inputs, Level 2 [Member] | Term Loan Agreements, Due 2024 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 22,979 | 49,015 | |
Fair Value, Inputs, Level 2 [Member] | Alaska Tankers Term Loan Agreement, Due 2025 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 50,510 | ||
Fair Value, Inputs, Level 2 [Member] | OSG 204 LLC Term Loan Agreement, Due 2025 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 32,218 | ||
Fair Value, Inputs, Level 2 [Member] | Term Loan Agreement, Due 2026 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | 23,984 | 27,359 | |
Fair Value, Inputs, Level 2 [Member] | Unsecured Senior Notes [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Term loan agreements, fair value | $ 720 | $ 722 | |
[1] | Includes current and non-current restricted cash aggregating $ 122 174 |
Taxes (Details Narrative)
Taxes (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||||
Other Income Tax Expense (Benefit), Continuing Operations | $ 192 | $ 694 | |||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | 23.00% | 16.00% | 19.00% | 32.00% | |
Income tax provisions | $ (7,212) | $ 1,075 | |||
Operating loss carryforwards, expiration date | Some of the significant changes are to increase the limitation on deductible business interest expense for 2019 and 2020, allow for the five year carryback of net operating losses for 2018-2020, suspend the 80% limitation of taxable income for net operating loss carryforwards for 2018-2020 | ||||
Liability for Uncertainty in Income Taxes, Noncurrent | $ 902 | $ 902 | $ 864 |
Investment in Alaska Tanker C_2
Investment in Alaska Tanker Company, LLC (Details Narrative) - USD ($) $ in Thousands | Mar. 12, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Entity Listings [Line Items] | ||||
Payment to purchase of oil carrier vessels | $ 55,197 | $ 105,244 | ||
Multiemployer Plans, Withdrawal Obligation | $ 9,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Deferred Revenue | $ 8,812 | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 100.00% | |||
Alaska Tanker Company, LLC [Member] | ||||
Entity Listings [Line Items] | ||||
Investment Interest Rate | 37.50% | |||
Contract term ending date, description | December 2023 | |||
Payment to purchase of oil carrier vessels | $ 54,000 | |||
Acquisition by borrowing | $ 54,000 | |||
Acquired term loan, description | five-year term loan | |||
Purchase of vessels term description | In connection with the purchase of the vessels from BP, the Company agreed to time charter arrangements with BP for terms of 2.5 years to 6.4 years at a fixed daily rate with an annual escalation and five renewal options for one year each | |||
Business Combination, Consideration Transferred | $ 54,000 | $ 19,172 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 9,898 | |||
Defined Contribution Plan, Description | The postretirement medical and life insurance plan provides benefits to shore-based employees and nonunion licensed deck officers at least 55 years of age with 10 years or more of service, as defined. The plan was frozen as of December 31, 2016 and closed to new entrants as of January 1, 2017. The Company also contributes to six multiemployer defined benefit pension plans, two of which comprise the majority of current year contributions and employee coverage: the MEBA Pension Plan - Defined Benefit Plan and the Seafarers Pension Plan. |
Capital Stock and Stock Compe_2
Capital Stock and Stock Compensation (Details Narrative) - $ / shares | May 28, 2020 | Sep. 30, 2020 | Sep. 30, 2019 |
Restricted Stock Units (RSUs) [Member] | |||
Class of Stock [Line Items] | |||
Share based payment options granted, per share | $ 2.03 | ||
Restricted Stock Units (RSUs) [Member] | Subject to Increase RSU Award [Member] | |||
Class of Stock [Line Items] | |||
Share based payment options grants in period gross | 291,112 | ||
Restricted Stock Units (RSUs) [Member] | Decrease Depending on Applicable Measures and Targets [Member] | |||
Class of Stock [Line Items] | |||
Share based payment options grants in period gross | 873,340 | ||
Non-employee Directors [Member] | Restricted Stock Units (RSUs) [Member] | |||
Class of Stock [Line Items] | |||
Share based payment options grants in period gross | 321,000 | ||
Share based payment options granted, per share | $ 2.25 | ||
Employees, Including Senior Officers [Member] | Restricted Stock Units (RSUs) [Member] | |||
Class of Stock [Line Items] | |||
Share based payment options grants in period gross | 764,406 | ||
Share based payment options granted, per share | $ 2.03 | ||
Certain Senior Officers [Member] | Restricted Stock Units (RSUs) [Member] | |||
Class of Stock [Line Items] | |||
Share based payment options grants in period gross | 582,224 | ||
Class A Warrants [Member] | |||
Class of Stock [Line Items] | |||
Number of warrants exercised | 2,498 | 1,128,184 | |
Common Class A [Member] | |||
Class of Stock [Line Items] | |||
Stock Repurchased During Period, Shares | 104,552 | ||
Stock repurchased during period, per share amount | $ 1.90 | ||
Number of shares issued for exercise of warrants | 473 | 213,146 |
Schedule of Components of Accum
Schedule of Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Retirement Benefits [Abstract] | ||
Items not yet recognized as a component of net periodic benefit cost (pension and other postretirement benefit plans) | $ (6,233) | $ (6,409) |
Accumulated other comprehensive loss | $ (6,233) | $ (6,409) |
Schedule of Changes in Balances
Schedule of Changes in Balances of Component of Accumulated Other Comprehensive Loss (Details) - Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Beginning balance | $ (6,292) | $ (7,024) | $ (6,409) | $ (7,192) |
Current period change, excluding amounts reclassified from accumulated other comprehensive income | (23) | (71) | ||
Amounts reclassified from accumulated other comprehensive income | 59 | 108 | 176 | 324 |
Total change in accumulated other comprehensive income | 59 | 85 | 176 | 253 |
Ending balance | $ (6,233) | $ (6,939) | $ (6,233) | $ (6,939) |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | ||||
Operating right-of-use assets | $ 1,533 | $ 1,533 | ||
Operating right-of-use liabilities | 1,533 | 1,533 | ||
Lessee, Operating Lease, Liability, to be Paid, Remainder of Fiscal Year | 92 | 92 | ||
Lessee, Operating Lease, Liability, to be Paid, Year Two | 365 | 365 | ||
Lessee, Operating Lease, Liability, to be Paid, Year Three | 365 | 365 | ||
Lessee, Operating Lease, Liability, to be Paid, Year Four | 71 | 71 | ||
Time Charter Revenue [Member] | ||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | ||||
Operating Lease, Lease Income | 88,609 | $ 63,731 | 263,356 | $ 189,489 |
Straight Line Rent Adjustments | $ 664 | $ 240 | $ 729 | $ 870 |
Vessels (Details Narrative)
Vessels (Details Narrative) - USD ($) $ in Thousands | Mar. 12, 2020 | Aug. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Entity Listings [Line Items] | |||||
Proceeds from Sale of Property, Plant, and Equipment | $ 1,407 | $ 1,407 | $ 3,404 | ||
Alaska Tanker Company, LLC [Member] | |||||
Entity Listings [Line Items] | |||||
Business Combination, Consideration Transferred | $ 54,000 | $ 19,172 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) $ in Thousands | Jul. 30, 2020 | Mar. 12, 2020 | Mar. 11, 2020 | Jun. 30, 2020 |
Short-term Debt [Line Items] | ||||
Debt Instrument, Maturity Date, Description | due 2024 | |||
Wintrust Commercial Finance And Other Syndicate Lenders [Member] | ||||
Short-term Debt [Line Items] | ||||
Loans Payable | $ 32,933 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | |||
Debt instrument term, description | five-year term maturing | |||
Debt Instrument, Maturity Date | Jun. 1, 2025 | |||
Long-Term Debt, Maturity, Remainder of Fiscal Year | $ 511 | |||
Long-Term Debt, Maturity, Year One | 2,107 | |||
Long-Term Debt, Maturity, Year Two | 2,215 | |||
Long-Term Debt, Maturity, Year Three | 2,328 | |||
Long-Term Debt, Maturity, Year Four | 2,447 | |||
Long-Term Debt, Maturity, after Year Five | $ 22,821 | |||
Banc of America Leasing and Capital LLC [Member] | ||||
Short-term Debt [Line Items] | ||||
Loans Payable | $ 54,000 | |||
Long-Term Debt, Maturity, Remainder of Fiscal Year | 1,017 | |||
Long-Term Debt, Maturity, Year One | 4,182 | |||
Long-Term Debt, Maturity, Year Two | 4,371 | |||
Long-Term Debt, Maturity, Year Three | 4,568 | |||
Long-Term Debt, Maturity, Year Four | 4,775 | |||
Long-Term Debt, Maturity, after Year Five | $ 33,087 | |||
Line of Credit Facility, Interest Rate During Period | 4.43% | |||
Loan term, description | five-year term | |||
Line of Credit Facility, Expiration Date | Mar. 12, 2025 | |||
Alaska Tankers Term Loan Agreement, Due 2025 [Member] | ||||
Short-term Debt [Line Items] | ||||
Restricted cash used to payoff term loan. | $ 20,002 | |||
Repayments of Lines of Credit | $ 4,236 |