United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15( d ) of the
Securities Exchange Act of 1934
June 9, 2015 (June 3, 2015)
Date of Report (Date of earliest event reported)
Overseas Shipholding Group, Inc.
(Exact Name of Registrant as Specified in Charter)
1-6479-1
Commission File Number
| Delaware | 13-2637623 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
1301 Avenue of the Americas
New York, New York 10019
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code (212) 953-4100
|
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 1 – Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On June 3, 2015, Overseas Shipholding Group, Inc. (“OSG”) and certain of its subsidiaries entered into amendments (collectively, the “Amendments”) to each of its secured debt facilities consisting of: (i) a first amendment (the “First ABL Credit Agreement Amendment”) to the secured asset-based revolving loan facility of $75,000,000, dated as of August 5, 2014, among OSG, OSG Bulk Ships, Inc. (“OBS”), certain OBS subsidiaries, Wells Fargo Bank, National Association, as administrative agent, and the other lenders party thereto (as amended, the “OBS ABL Facility”), secured by a first lien on substantially all of the U.S. Flag assets of OBS and its subsidiaries and a second lien on certain other specified U.S. Flag assets; (ii) a first amendment (the “First OBS Credit Agreement Amendment”) to the secured term loan of $603,000,000, dated as of August 5, 2014, among OSG, OBS, certain OBS subsidiaries, Jefferies Finance LLC (“Jefferies”), as administrative agent, and other lenders party thereto (as amended, the “OBS Term Loan” and, together with the OBS ABL Facility, the “OBS Facilities”), secured by a first lien on certain specified U.S. Flag assets of OBS and its subsidiaries and a second lien on substantially all of the other U.S. Flag assets of OBS and its subsidiaries; and (iii) a first amendment (the “First OIN Credit Agreement Amendment”) to the secured term loan facility of $628,375,000, dated as of August 5, 2014 (as amended, the “OIN Term Loan”), and a revolving loan facility of $50,000,000, dated as of August 5, 2014 (as amended, the “OIN Revolver Facility” and, together with the OIN Term Loan, the “OIN Facilities”), among OSG, OSG International, Inc. (“OIN”), OIN Delaware LLC (the sole member of which is OIN) certain OIN subsidiaries, Jefferies, as administrative agent, and other lenders party thereto, both secured by a first lien on substantially all of the International Flag assets of OIN and its subsidiaries.
Each of the First ABL Credit Agreement Amendment and the First OBS Credit Agreement Amendment, among other things, provide for the following, subject to certain conditions described in each of the First ABL Credit Agreement Amendment and the First OBS Credit Agreement Amendment: (i) deletion of language prohibiting OSG or its subsidiaries from entering into an agreement in respect of a merger, consolidation, asset sale or acquisition and (ii) revisions to the list of specified events that constitute a change of control under each of the OBS Facilities to remove certain acquisitions of the voting stock of OSG and certain changes in the composition of the board of directors of OSG.
The First OIN Credit Agreement Amendment, among other things, provides for the following, subject to certain conditions described in the First OIN Credit Agreement Amendment: (i) deletion of language prohibiting OSG or its subsidiaries from entering into an agreement in respect of a merger, consolidation, asset sale or acquisition; (ii) revisions to the list of specified events that constitute a change of control under each of the OIN Facilities to remove certain acquisitions of the voting stock of OSG and certain changes in the composition of the board of directors of OSG; (iii) permitting OIN or its subsidiaries to charter up to two vessels to OBS or its subsidiaries on a bareboat basis; (iv) permitting OIN and its subsidiaries to incur indebtedness in an aggregate amount of up to $75,000,000 in such entity’s capacity as a member of shipping pools for which the pool operator enters into a financing arrangement secured by receivables (which receivables are excluded from the collateral base for the OIN Facilities); (v) permitting OIN to pay a cash dividend of up to $200,000,000 to OSG no later than June 30, 2015; (vi) alterations to provisions of the OIN Facilities that require mandatory prepayment under certain circumstances and that limit dividends and investments made by OIN and its subsidiaries; and (vii) an extension of the time period during which there is a prepayment premium if the OIN Term Loan is repaid, converted or repriced, to 12 months from the effective date of the First OIN Credit Agreement Amendment.
The foregoing description of the Amendments is qualified in its entirety by reference to the full text of the respective exhibits filed herewith and incorporated herein by reference.
The Amendments became effective in accordance with their terms on June 5, 2015.
Section 9 - Financial Statements and Exhibits.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
| 10.1 | First Amendment, dated as of June 3, 2015, to ABL Credit Agreement dated as of August 5, 2014, among the Registrant, OSG Bulk Ships, Inc. (“OBS”), certain subsidiaries of OBS as other guarantors, various lenders, Jefferies Finance LLC, Barclays Bank PLC and UBS Securities LLC, as joint lead arrangers and joint book running managers, Wells Fargo Bank, National Association, as administrative agent, Barclays Bank PLC and UBS Securities LLC, as co-documentation agents, Jefferies Finance LLC, as syndication agent, Wells Fargo Bank, National Association, as collateral agent and mortgage trustee, swingline lender and issuing bank. |
| 10.2 | First Amendment, dated as of June 3, 2015, to OBS Credit Agreement dated as of August 5, 2014, among the Registrant, OBS, certain subsidiaries of OBS as other guarantors, various lenders, Jefferies Finance LLC, Barclays Bank PLC and UBS Securities LLC, as joint lead arrangers and joint book running managers, Jefferies Finance LLC, as administrative agent, Barclays Bank PLC and UBS Securities LLC, as co-documentation agents, Jefferies Finance LLC, as syndication agent, collateral agent and mortgage trustee. |
| 10.3 | First Amendment, dated as of June 3, 2015, to OIN Credit Agreement dated as of August 5, 2014, among the Registrant, OSG International, Inc. (“OIN”), OIN Delaware LLC, certain subsidiaries of OIN as other guarantors, various lenders, Jefferies Finance LLC, Barclays Bank PLC and UBS Securities LLC, as joint lead arrangers and joint book running managers, Jefferies Finance LLC, as administrative agent, Barclays Bank PLC and UBS Securities LLC, as co-documentation agents, Jefferies Finance LLC, as syndication agent, collateral agent and mortgage trustee, swingline lender, and issuing bank. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OVERSEAS SHIPHOLDING GROUP, INC. | ||
| (Registrant) | ||
| Date: June 9, 2015 | By | /s/ James D. Small III |
|
Name: James D. Small III Title: Senior Vice President, Secretary & General Counsel |
||
EXHIBIT INDEX
| Exhibit No. | Description |
| 10.1 | First Amendment, dated as of June 3, 2015, to ABL Credit Agreement dated as of August 5, 2014, among the Registrant, OSG Bulk Ships, Inc. (“OBS”), certain subsidiaries of OBS as other guarantors, various lenders, Jefferies Finance LLC, Barclays Bank PLC and UBS Securities LLC, as joint lead arrangers and joint book running managers, Wells Fargo Bank, National Association, as administrative agent, Barclays Bank PLC and UBS Securities LLC, as co-documentation agents, Jefferies Finance LLC, as syndication agent, Wells Fargo Bank, National Association, as collateral agent and mortgage trustee, swingline lender and issuing bank. |
| 10.2 | First Amendment, dated as of June 3, 2015, to OBS Credit Agreement dated as of August 5, 2014, among the Registrant, OBS, certain subsidiaries of OBS as other guarantors, various lenders, Jefferies Finance LLC, Barclays Bank PLC and UBS Securities LLC, as joint lead arrangers and joint book running managers, Jefferies Finance LLC, as administrative agent, Barclays Bank PLC and UBS Securities LLC, as co-documentation agents, Jefferies Finance LLC, as syndication agent, collateral agent and mortgage trustee. |
| 10.3 | First Amendment, dated as of June 3, 2015, to OIN Credit Agreement dated as of August 5, 2014, among the Registrant, OSG International, Inc. (“OIN”), OIN Delaware LLC, certain subsidiaries of OIN as other guarantors, various lenders, Jefferies Finance LLC, Barclays Bank PLC and UBS Securities LLC, as joint lead arrangers and joint book running managers, Jefferies Finance LLC, as administrative agent, Barclays Bank PLC and UBS Securities LLC, as co-documentation agents, Jefferies Finance LLC, as syndication agent, collateral agent and mortgage trustee, swingline lender, and issuing bank. |
Exhibit 10.1
FIRST AMENDMENT TO ABL CREDIT AGREEMENT
FIRST AMENDMENT TO ABL CREDIT AGREEMENT, dated as of June 3, 2015 (this “ First Amendment ”), among Overseas Shipholding Group, Inc., a Delaware corporation (“ Holdings ”), OSG Bulk Ships, Inc., a New York corporation (the “ Administrative Borrower ”), each Co-Borrower party hereto, each Guarantor party hereto, the Lenders party hereto and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “ Administrative Agent ”) for the Lenders. All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided to such terms in the Credit Agreement (as defined below).
WITNESSETH :
WHEREAS, Holdings, the Borrowers, the other Loan Parties, the lenders party thereto from time to time (each, a “ Lender ” and, collectively, the “ Lenders ”), the Administrative Agent and the other parties thereto are parties to that certain ABL Credit Agreement, dated as of August 5, 2014 (as amended by this First Amendment and as may hereafter be amended, amended and restated, modified, supplemented, extended, renewed, restated or otherwise modified from time to time, the “ Credit Agreement ”); and
WHEREAS, Holdings, the Borrowers, the other Loan Parties and the Lenders party hereto desire to amend the Credit Agreement as provided herein.
NOW, THEREFORE, in consideration of the foregoing, the parties hereto hereby agree as follows:
SECTION I. Amendments to the Credit Agreement. On the First Amendment Effective Date (as defined below), the parties hereto agree that the Credit Agreement is hereby amended as set forth in this Section I:
1. Clause (c) of the defmition of “Change in Control” contained in Section 1.01 of the Credit Agreement is hereby amended by deleting the following text contained therein:
“(excluding, in the case of both preceding clauses (i) and (ii), any individual whose initial nomination for, or assumption of office as, a member of that Board of Directors occurs as a result of an actual (or threatened) solicitation of proxies or consents for the election or removal of one or more directors by any person or group other than a solicitation for the election of one or more directors by or on behalf of the Board of Directors)”
2. Section 5.01(a) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
3. Section 5.01(b) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
4. Section 5.01(c) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
5. Notwithstanding anything to the contrary set forth in Sections 5.01(d) and 5.01(e) of the Credit Agreement, the parties hereto acknowledge, confirm and agree that (a) from and after the First Amendment Effective Date, the Loan Parties shall not be required to provide to the Collateral Agent the reports or other information relating to their Receivables that are required to be delivered pursuant to such Sections unless and until requested by the Collateral Agent in its sole discretion or requested by the Collateral Agent at the direction of the Required Lenders, and (b) until such time that the reports and other information relating to the Borrowers’ Receivables that are required to be delivered pursuant to Sections 5.01(d) and 5.01(e) of the Credit Agreement has re-commenced, all Receivables shall be deemed ineligible under the Borrowing Base.
6. Section 5.16(h) of the Credit Agreement is hereby deleted in its entirety and the following inserted in lieu thereof:
“(h) Each Restricted Party which enters into a Permitted Charter of a Collateral Vessel for an initial or extended period (in each case including extension options) in excess of 12 months shall cause to be included in such Permitted Charter or extension thereof a provision confirming the priority of any preferred ship mortgages covering such Collateral Vessel over the rights of the charterer under such Permitted Charter, and upon such Restricted Party’s request, the Mortgage Trustee shall enter into, with such charterer, a quiet enjoyment agreement substantially in the form of Exhibit P together with such additional terms reasonably requested by such charterer, subject to the Mortgage Trustee’s consent, such consent not to be unreasonably withheld or delayed.”
7. The first sentence of Sections 6.05 of the Credit Agreement is hereby amended by deleting the text “(or agree to do any of the foregoing at any time)” appearing therein.
8. The first sentence of Sections 6.06 of the Credit Agreement is hereby amended by deleting the text “or agree to effect any disposition of any property,” appearing therein.
9. The first sentence of Sections 6.07 of the Credit Agreement is hereby amended by deleting the text “(or agree to do any of the foregoing at any time)” appearing therein.
SECTION II. Effectiveness. This First Amendment shall become effective as of the date (the “ First Amendment Effective Date ”) on which the following conditions have been satisfied:
1. the Administrative Agent shall have received copies of signature pages to this First Amendment, duly executed and delivered (including by way of facsimile or other electronic transmission) by the Administrative Agent, the Loan Parties and the Required Lenders;
| - 2 - |
2. (a) no Default shall have occurred and be continuing on the First Amendment Effective Date or would occur after giving effect to this First Amendment and (b) both immediately before and after giving effect to this First Amendment, each of the representations and warranties made by any Loan Party set forth in Article III of the Credit Agreement or in any other ABL Loan Document shall be true and correct in all material respects (or true and correct in all respects in the case of representations and warranties qualified by materiality or Material Adverse Effect) on and as of the First Amendment Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or true and correct in all respects in the case of representations and warranties qualified by materiality or Material Adverse Effect) on and as of such earlier date);
3. the Borrower shall have paid to the Administrative Agent and its Affiliates, all costs, fees and expenses (including legal fees and expenses of Stradley Ronon Stevens & Young, LLP) owing in connection with this First Amendment and the other ABL Loan Documents to the extent invoiced (in the case of costs and expenses) at least one Business Day prior to the First Amendment Effective Date; and
4. the Administrative Agent shall have received true and correct copies of the First Amendment to Term Loan Credit Agreement, duly executed and delivered (including by way of facsimile or other electronic transmission) by the Term Loan Administrative Agent, the lenders party thereto and the Loan Parties party thereto.
SECTION III. Miscellaneous Provisions .
1. Except as expressly provided herein, (a) the Credit Agreement and the other ABL Loan Documents shall be unmodified and shall continue to be in full force and effect in accordance with their terms, and (b) this First Amendment shall not be deemed a waiver or modification of any other term or condition of any ABL Loan Document and shall not be deemed to prejudice any right or rights which Administrative Agent or any Lender may now have or may have in the future under or in connection with any ABL Loan Document or any of the instruments or agreements referred to therein, as the same may be amended from time to time.
2. This First Amendment may be executed in any number of counterparts and by the different parties hereto on separate counterparts, each of which counterparts when executed and delivered shall be an original, but all of which shall together constitute one and the same instrument. Delivery by facsimile or electronic transmission of an executed counterpart of a signature page to this First Amendment shall be effective as delivery of an original executed counterpart of this First Amendment.
3. THIS FIRST AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, AND THE PROVISIONS OF THE CREDIT AGREEMENT UNDER THE HEADING “GOVERNING LAW; JURISDICTION; CONSENT TO SERVICE OF PROCESS”, AS SET FORTH IN SECTION 11.09 OF THE CREDIT AGREEMENT, ARE INCORPORATED HEREIN BY THIS REFERENCE.
| - 3 - |
4. From and after the date hereof, (a) all references in the Credit Agreement and each of the other ABL Loan Documents to the Credit Agreement shall be deemed to be references to the Credit Agreement, as modified hereby, and (b) this First Amendment shall be deemed to constitute a “ABL Loan Document” for all purposes of the Credit Agreement.
[Remainder of page left intentionally blank.]
| - 4 - |
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute and deliver this First Amendment as of the date first above written.
| OVERSEAS SHIPHOLDING GROUP, INC., | ||
| as Holdings and a Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: President and Chief Executive Officer | ||
| OSG BULKSHIPS, INC., | ||
| as the Administrative Borrower and a Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Senior Vice President, Chief Financial Officer and Assistant Secretary | ||
| OSG 192 LLC | ||
| OSG 209 LLC | ||
| OSG 214 LLC | ||
| OSG 242 LLC | ||
| OSG 243 LLC | ||
| OSG 244 LLC | ||
| OSG 252 LLC | ||
| OSG 254 LLC | ||
| OSG COLUMBIA LLC | ||
| OSG COURAGEOUS LLC | ||
| OSG ENDURANCE LLC | ||
| OSG ENTERPRISE LLC | ||
| OSG HONOUR LLC | ||
| OSG INTREPID LLC | ||
| OSG NAVIGATOR LLC | ||
| OVERSEAS ST HOLDING LLC, | ||
| each, as Co-Borrower and as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Manager | ||
[Signature Page to First Amendment to ABL Credit Agreement]
| OSG INDEPENDENCE LLC | |
| as Co-Borrower and as a Subsidiary Guarantor |
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Manager and Assistant Secretary |
| OSG AMERICA L.P. | |
| By: OSG AMERICA LLC | |
| Its: General Partner | |
| OSG AMERICA LLC | |
| as a Subsidiary Guarantor |
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: President and Chief Executive Officer |
| MARITRANS OPERATING COMPANY L.P. | |
| By: MARITRANS GENERAL PARTNER INC. | |
| Its: General Partner | |
| MARITRANS GENERAL PARTNER INC. | |
| as a Subsidiary Guarantor |
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: President |
| OSG SHIP MANAGEMENT, INC., | |
| as a Subsidiary Guarantor |
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Senior Vice President |
[Signature Page to First Amendment to ABL Credit Agreement]
| MYKONOS TANKER LLC | ||
| OSG AMERICA OPERATING COMPANY LLC | ||
| OSG DELAWARE BAY LIGHTERING LLC | ||
| OSG MARITRANS PARENT LLC | ||
| OSG PRODUCT TANKERS AVTC, LLC | ||
| OVERSEAS ANACORTES LLC | ||
| OVERSEAS BOSTON LLC | ||
| OVERSEAS HOUSTON LLC | ||
| OVERSEAS LONG BEACH LLC | ||
| OVERSEAS LOS ANGELES LLC | ||
| OVERSEAS MARTINEZ LLC | ||
| OVERSEAS NEW YORK LLC | ||
| OVERSEAS NIKISKI LLC | ||
| OVERSEAS TAMPA LLC | ||
| OVERSEAS TEXAS CITY LLC | ||
| SANTORINI TANKER LLC, | ||
| each, as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Manager | ||
[Signature Page to First Amendment to ABL Credit Agreement]
| WELLS FARGO BANK, NATIONAL ASSOCIATION, | ||
| as Administrative Agent and a Lender | ||
| By: | /s/ Peri Steffe | |
| Name: | Peri Steffe | |
| Title: | V.P. | |
[Signature Page to First Amendment to ABL Credit Agreement]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., EACH CO-BORROWER PARTY THERETO, EACH GUARANTOR PARTY THERETO, THE LENDERS PARTY THERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT
| JFIN BUSINESS CREDIT FUND I LLC, | ||
| As a Lender | ||
| By: Jefferies Finance LLC, as Collateral Manager | ||
| By: | /s/ J. Paul McDonnell | |
| Name: | J. Paul McDonnell | |
| Title: | Managing Director | |
[Signature Page to First Amendment to ABL Credit Agreement]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., EACH CO-BORROWER PARTY THERETO, EACH GUARANTOR PARTY THERETO, THE LENDERS PARTY THERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT
| BARCLAYS BANK PLC, | ||
| as a Lender | ||
| By: | /s/ Christopher Lee | |
| Name: | Christopher Lee | |
| Title: | Vice President | |
Signature Page to First Amendment to ABL Credit Agreement)
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., EACH CO-BORROWER PARTY THERETO, EACH GUARANTOR PARTY THERETO, THE LENDERS PARTY THERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT
| UBS AG, STAMFORD BRANCH, | ||
| as a Lender | ||
| By: | /s/ Houssem Daly | |
| Name: | Houssem Daly | |
| Title: | Associate Director | |
| By: | /s/ Denise Bushee | |
| Name: | Denise Bushee | |
| Title: | Associate Director | |
[Signature Page to First Amendment to ABL Credit Agreement]
Exhibit 10.2
FIRST AMENDMENT TO CREDIT AGREEMENT
FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of June 3, 2015 (this “ First Amendment ”), among Overseas Shipholding Group, Inc., a Delaware corporation (“ Holdings ”), OSG Bulk Ships, Inc., a New York corporation (the “ Borrower ”), the other Loan Parties party hereto, the Lenders party hereto and Jefferies Finance LLC, as administrative agent (in such capacity, the “ Administrative Agent ”). All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided to such terms in the Credit Agreement (as defined below).
WITNESSETH
WHEREAS, Holdings, the Borrower, the other Loan Parties, the lenders party thereto from time to time (each, a “Lender” and, collectively, the “ Lenders ”), the Administrative Agent and the other parties thereto are parties to that certain Term Loan Credit Agreement, dated as of August 5, 2014 (as amended by this First Amendment and as may hereafter be amended, amended and restated, modified, supplemented, extended, renewed, restated or otherwise modified from time to time, the “ Credit Agreement ”); and
WHEREAS, Holdings, the Borrower, the other Loan Parties and the Lenders party hereto desire to amend the Credit Agreement as provided herein;
NOW, THEREFORE, in consideration of the foregoing, the parties hereto hereby agree as follows:
SECTION I. Amendments to the Credit Agreement . On the First Amendment Effective Date (as defined below), the parties hereto agree that the Credit Agreement is hereby amended as set forth in this Section I:
1. Clause (d) of the definition of “Available Amount” appearing in Section1.01 of the Credit Agreement is hereby amended by deleting the text “(ix)(II)” appearing therein and inserting the text “(xi)(II)” in lieu thereof.
2. Clause (c) of the definition of “Change in Control” contained in Section1.01 of the Credit Agreement is hereby amended by deleting the following text contained therein:
“(excluding, in the case of both preceding clauses (i) and (ii), any individual whose initial nomination for, or assumption of office as, a member of that Board of Directors occurs as a result of an actual (or threatened) solicitation of proxies or consents for the election or removal of one or more directors by any person or group other than a solicitation for the election of one or more directors by or on behalf of the Board of Directors)”.
3. Section 5.01(a) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
4. Section 5.01(b) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
5. Section 5.01(c) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
6. Section 5.16(h) of the Credit Agreement is hereby deleted in its entirety and the following inserted in lieu thereof:
“(h) Each Restricted Party which enters into a Permitted Charter of a Collateral Vessel for an initial or extended period (in each case including extension options) in excess of 12 months shall cause to be included in such Permitted Charter or extension thereof a provision confirming the priority of any preferred ship mortgages covering such Collateral Vessel over the rights of the charterer under such Permitted Charter, and upon such Restricted Party’s request, the Mortgage Trustee shall enter into, with such charterer, a quiet enjoyment agreement substantially in the form of Exhibit P together with such additional terms reasonably requested by such charterer, subject to the Mortgage Trustee’s consent, such consent not to be unreasonably withheld or delayed.”
7. The first sentence of Sections 6.05 of the Credit Agreement is hereby amended by deleting the text “(or agree to do any of the foregoing at any time)” appearing therein.
8. The first sentence of Sections 6.06 of the Credit Agreement is hereby amended by deleting the text “or agree to effect any disposition of any property,” appearing therein.
9. The first sentence of Sections 6.07 of the Credit Agreement is hereby amended by deleting the text “(or agree to do any of the foregoing at any time)” appearing therein.
SECTION II. Effectiveness . This First Amendment shall become effective as of the date (the “ First Amendment Effective Date ”) on which the following conditions have been satisfied:
1. the Administrative Agent shall have received copies of signature pages to this First Amendment, duly executed and delivered (including by way of facsimile or other electronic transmission) by the Administrative Agent, the Loan Parties and the Required Lenders;
2. (a) no Default shall have occurred and be continuing on the First Amendment Effective Date or would occur after giving effect to this First Amendment and (b) both immediately before and after giving effect to this First Amendment, each of the representations and warranties made by any Loan Party set forth in Article III of the Credit Agreement or in any other Term Loan Document shall be true and correct in all material respects (or true and correct in all respects in the case of representations and warranties qualified by materiality or Material Adverse Effect) on and as of the First Amendment Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or true and correct in all respects in the case of representations and warranties qualified by materiality or Material Adverse Effect) on and as of such earlier date);
| - 2 - |
3. the Borrower shall have paid to the Administrative Agent, for the account of each Lender that has delivered to the Administrative Agent an executed counterpart of this First Amendment on or prior to 5:30 p.m., New York City time, on June 1, 2015, a fee in an aggregate amount equal to 0.05% of the aggregate principal amount of all Term Loans of such Lender outstanding on the First Amendment Effective Date; and
4. the Borrower shall have paid to the Administrative Agent and its Affiliates, all costs, fees and expenses (including legal fees and expenses of White & Case LLP) owing in connection with this First Amendment and the other Term Loan Documents to the extent invoiced (in the case of costs and expenses) at least one Business Day prior to the First Amendment Effective Date.
SECTION III. Miscellaneous Provisions .
1. Except as expressly provided herein, (a) the Credit Agreement and the other Term Loan Documents shall be unmodified and shall continue to be in full force and effect in accordance with their terms, and (b) this First Amendment shall not be deemed a waiver or modification of any other term or condition of any Term Loan Document and shall not be deemed to prejudice any right or rights which Administrative Agent or any Lender may now have or may have in the future under or in connection with any Term Loan Document or any of the instruments or agreements referred to therein, as the same may be amended from time to time.
2. This First Amendment may be executed in any number of counterparts and by the different parties hereto on separate counterparts, each of which counterparts when executed and delivered shall be an original, but all of which shall together constitute one and the same instrument. Delivery by facsimile or electronic transmission of an executed counterpart of a signature page to this First Amendment shall be effective as delivery of an original executed counterpart of this First Amendment.
3. THIS FIRST AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, AND THE PROVISIONS OF THE CREDIT AGREEMENT UNDER THE HEADING “GOVERNING LAW; JURISDICTION; CONSENT TO SERVICE OF PROCESS”, AS SET FORTH IN SECTION 11.09 OF THE CREDIT AGREEMENT, ARE INCORPORATED HEREIN BY THIS REFERENCE.
| - 3 - |
4. From and after the date hereof, (a) all references in the Credit Agreement and each of the other Term Loan Documents to the Credit Agreement shall be deemed to be references to the Credit Agreement, as modified hereby, and (b) this First Amendment shall be deemed to constitute a “Term Loan Document” for all purposes of the Credit Agreement.
[Remainder of page left intentionally blank.]
| * | * | * |
| - 4 - |
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute and deliver this First Amendment as of the date first above written.
| OVERSEAS SHIPHOLDING GROUP, INC., | ||
| as Holdings and a Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: President and Chief Executive Officer | ||
| OSG BULK SHIPS, INC., | ||
| as the Borrower and a Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Senior Vice President, Chief Financial Officer and Assistant Secretary | ||
| OSG AMERICA L.P. | ||
| By: OSG AMERICA LLC | ||
| Its: General Partner | ||
| OSG AMERICA LLC | ||
| as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: President and Chief Executive Officer | ||
| MARITRANS OPERATING COMPANY L.P. | ||
| By: MARITRANS GENERAL PARTNER INC. | ||
|
Its: General Partner |
||
| MARITRANS GENERAL PARTNER INC. | ||
| as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T .Blackley | ||
| Title: President | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
| OSG SHIP MANAGEMENT INC., | ||
| as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Senior Vice President | ||
| MYKONOS TANKER LLC | |
| OSG 192 LLC | |
| OSG 209 LLC | |
| OSG 214 LLC | |
| OSG 242 LLC | |
| OSG 243 LLC | |
| OSG 244 LLC | |
| OSG 252 LLC | |
| OSG 254 LLC | |
| OSG AMERICA OPERATING COMPANY LLC | |
| OSG COLUMBIA LLC | |
| OSG COURAGEOUS LLC | |
| OSG DELAWARE BAY LIGHTERING LLC | |
| OSG ENDURANCE LLC | |
| OSG ENTERPRISE LLC | |
| OSG HONOUR LLC | |
| OSG INTREPID LLC | |
| OSG MARITRANS PARENT LLC | |
| OSG NAVIGATOR LLC | |
| OSG PRODUCT TANKERS AVTC, LLC | |
| OVERSEAS ANACORTES LLC | |
| OVERSEAS BOSTON LLC | |
| OVERSEAS HOUSTON LLC | |
| OVERSEAS LONG BEACH LLC | |
| OVERSEAS LOS ANGELES LLC | |
| OVERSEAS MARTINEZ LLC | |
| OVERSEAS NEW YORK LLC | |
| OVERSEAS NIKISKI LLC | |
| OVERSEAS ST HOLDING LLC | |
| OVERSEAS TAMPA LLC | |
| OVERSEAS TEXAS CITY LLC | |
| SANTORINI TANKER LLC | |
| each, as a Subsidiary Guarantor |
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Manager |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
| OSG INDEPENDENCE LLC | ||
| as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Manager and Assistant Secretary | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
| JEFFERIES FINANCE LLC, as | ||
| Administrative Agent | ||
| By: | /s/ J. Paul McDonnell | |
| Name: | J. Paul McDonnell | |
| Title : | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Collective Trust High Yield Fund | ||
| By: Alcentra NY, LLC, as investment advisor | ||
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Global-Loan SV S.Ã r.l. | ||
|
Executed by Alcentra Limited as Portfolio Manager, and Alcentra NY, LLC as Sub-Manager, for and on behalf of Global-Loan SV Sarl |
||
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ORION ALloan | ||
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Shackleton 2013-III CLO, Ltd. | |
| BY: Alcentra NY, LLC, as investment advisor |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Shackleton 2013-IV CLO, LTD by Alcentra NY, LLC as its Collateral Manager |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Shackleton 2014-V CLO, Ltd. |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Shackleton 2014-VI CLO, Ltd. | |
| BY: Alcentra NY, LLC as its Collateral Manager |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Shackleton 2015-VII CLO, Ltd
BY: Alcentra NY, LLC as its Collateral Manager |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Shackleton I CLO, Ltd. | |
| BY: Alcentra NY, LLC, as investment advisor |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Shackleton II CLO, Ltd. | |
| BY: Alcentra NY, LLC |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Dreyfus/Laurel Funds Trust - Dreyfus High Yield Fund | |
| By: Alcentra NY, LLC, as investment advisor |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
US Bank Loan Fund (M) Master Trust By: Alcentra NY, LLC, as investment advisor |
| By: | /s/ Stephen Sylvester | |
| Name: | Stephen Sylvester | |
| Title: | Senior Credit Analyst | |
| By: | ||
| Name: | ||
| Title: |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Anchorage Capital CLO 3, Ltd. | ||
| BY: Anchorage Capital Group, L.L.C., its | ||
| Investment Manager | ||
| By: | /s/ Melissa Griffiths | |
| Name: | Melissa Griffiths | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Anchorage Capital CLO 2013-1, Ltd. | ||
| BY: Anchorage Capital Group, L.L.C., its | ||
| Investment Manager | ||
| By: | /s/ Melissa Griffiths | |
| Name: | Melissa Griffiths | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Anchorage Capital CLO 2012-1, Ltd. | ||
| BY: Anchorage Capital Group, L.L.C., its | ||
| Investment Manager | ||
| By: | /s/ Melissa Griffiths | |
| Name: | Melissa Griffiths | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Anchorage Capital CLO 4, Ltd. | ||
| BY: Anchorage Capital Group, L.L.C., its | ||
| Investment Manager | ||
| By: | /s/ Melissa Griffiths | |
| Name: | Melissa Griffiths | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JFIN CLO 2012 LTD | ||
| By: Apex Credit Partners, as Portfolio Manager | ||
| By: | /s/ David Wells | |
| Name: | David Wells | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JFIN CLO 2013 LTD | ||
| By: Apex Credit Partners, as Portfolio Manager | ||
| By: | /s/ David Wells | |
| Name: | David Wells | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JFIN CLO 2014 LTD | ||
| By: Apex Credit Partners, as Portfolio Manager | ||
| By: | /s/ David Wells | |
| Name: | David Wells | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JFIN CLO 2014-II LTD | ||
| By: Apex Credit Partners, as Portfolio Manager | ||
| By: | /s/ David Wells | |
| Name: | David Wells | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JFIN CLO 2015 LTD | ||
| By: Apex Credit Partners, as Portfolio Manager | ||
| By: | /s/ David Wells | |
| Name: | David Wells | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARES ENHANCED LOAN INVESTMENT STRATEGY IR LTD. | ||
| BY: ARES ENHANCED LOAN MANAGEMENT IR, L.P., AS PORTFOLIO MANAGER | ||
| BY: ARES ENHANCED LOAN IR GP, LLC, ITS GENERAL PARTNER | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARES XXIII CLO LTD. | ||
|
BY: ARES CLO MANAGEMENT XXIII, L.P.,
ITS ASSET MANAGER |
||
| BY: ARES CLO GP XXIII, LLC, ITS GENERAL PARTNER | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARES XXIX CLO LTD. | ||
| By: Ares CLO Management XXIX, L.P., its Asset Manager | ||
| By: Ares CLO GP XXIX, LLC, its General Partner | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARES XXVI CLO LTD. | ||
| BY: Ares CLO Management XXVI, L.P., its Collateral Manager | ||
| By: Ares CLO GP XXVI, LLC, its General Partner | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARES XXVII CLO LTD. | ||
| By: Ares CLO Management XXVII, L.P., its Asset Manager | ||
| By: Ares CLO GP XXVII, LLC, its General Partner | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARES XXVIII CLO LTD. | ||
| By: Ares CLO Management XXVIII, L.P., its Asset Manager | ||
| By: Ares CLO GP XXVIII, LLC, its General Partner | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARES XXX CLO LTD. | ||
| By: Ares CLO Management XXX, L.P., its Asset Manager | ||
| By: Ares CLO GP XXX, LLC, its General Partner | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Ares XXXI CLO Ltd. | ||
| By: Ares CLO Management XXXI, L.P., its Portfolio Manager | ||
| By: Ares Management LLC, its General Partner | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Ares XXXII CLO Ltd. | ||
| By: Ares CLO Management XXXII, L.P., its Asset Manager | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Ares XXXIII CLO Ltd. | ||
| By: Ares CLO Management XXXIII, L.P., its Asset Manager | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ENHANCED LOAN INVESTMENT STRATEGY | ||
| By: Ares Management Limited, its Investment Manager | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| KAISER FOUNDATION HOSPITALS | ||
| BY: Ares Management LLC, as portfolio manager | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Lloyds Bank Pension Trust (No. 2) Limited as trustee of Lloyds Bank Pension Scheme No. 2 | ||
| BY: Ares Management Limited, its Investment Manager | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Lloyds Bank Pension Trust (No. 1) Limited as trustee of Lloyds Bank Pension Scheme No. 1 | ||
| BY: Ares Management Limited, its Investment Manager | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Renaissance Floating Rate Income Fund | ||
| BY: Ares Capital Management II LLC, as Portfolio Sub-Advisor | ||
| By: | /s/ John Eanes | |
| Name: | John Eanes | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Arrowpoint CLO 2013-1, LTD | ||
| By: | /s/ Colby Stilson | |
| Name: | Colby Stilson | |
| Title: | Portfolio Manager | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Arrowpoint CLO 2014-2, LTD | ||
| By: | /s/ Colby Stilson | |
| Name: | Colby Stilson | |
| Title: | Portfolio Manager | |
| [ By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Black Diamond CLO 2013-1 Ltd. | ||
| By: Black Diamond CLO 2013-1 Adviser, L.L.C. As its Collateral Manager | ||
| By: | /s/ Stephen H. Deckoff | |
| Name: | Stephen H. Deckoff | |
| Title: | Managing Principal | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Black Diamond CLO 2014-1 Ltd. | ||
| By: Black Diamond CLO 2014-1 Adviser, L.L.C. | ||
| As its Collateral Manager | ||
| By: | /s/ Stephen H. Deckoff | |
| Name: | Stephen H. Deckoff | |
| Title: | Managing Principal | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Magnetite IX, Limited | ||
| BY: BlackRock Financial Management, Inc., its Collateral Manager | ||
| By: | /s/ Rob Jacobi | |
| Name: | Rob Jacobi | |
| Title: | Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Magnetite VI, Limited | ||
| BY: BlackRock Financial Management, Inc., its Collateral Manager | ||
| By: | /s/ Rob Jacobi | |
| Name: | Rob Jacobi | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Magnetite VII, Limited | ||
| BY: BlackRock Financial Management Inc., Its Collateral Manager | ||
| By: | /s/ Rob Jacobi | |
| Name: | Rob Jacobi | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Magnetite VIII, Limited | ||
| BY: BlackRock Financial Management Inc., Its Collateral Manager | ||
| By: | /s/ Rob Jacobi | |
| Name: | Rob Jacobi | |
| Title: | Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Dauphin Funding LLC | ||
| By: FS Global Credit Opportunities Fund as Sole Member | ||
| By: GSO Capital Partners LP as Sub-Adviser | ||
| By: | /s/ Thomas Iannarone | |
| Name: | Thomas Iannarone | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
BNPP IP CLO 2014 — I Ltd.,
as an Existing Lender |
||
| By: | /s/ Vanessa Ritter | |
| Name: | Vanessa Ritter | |
| Title: | Portfolio Manager | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
BNPP IP CLO 2014 —II LLC,
as an Existing Lender |
||
| By: | /s/ Vanessa Ritter | |
| Name: | Vanessa Ritter | |
| Title: | Portfolio Manager | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| B&M CLO 2014-1 Ltd. | ||
| By: | /s/ John Heitkemper | |
| Name: | John Heitkemper | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Employees' Retirement System of the State of Hawaii | ||
| By: Bradford & Marzec, LLC as Investment Advisor on behalf of the Employees' Retirement System of the State of Hawaii, account number 17-14428/HIE52 | ||
| By: | /s/ John Heitkemper | |
| Name: | John Heitkemper | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Canyon Capital CLO 2012-1 Ltd. | ||
| BY: Canyon Capital Advisors, its Asset Manager | ||
| By: | /s/ Jonathan M. Kaplan | |
| Name: | Jonathan M. Kaplan | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Canyon Capital CLO 2014-1, Ltd. | ||
| BY: Canyon Capital Advisors LLC, Its Asset Manager | ||
| By: | /s/ Jonathan M. Kaplan | |
| Name: | Jonathan M. Kaplan | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Canyon Capital CLO 2014-2, Ltd. | ||
| BY: Canyon Capital Advisors LLC, Its Asset Manager | ||
| By: | /s/ Jonathan M. Kaplan | |
| Name: | Jonathan M. Kaplan | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Canyon Capital CLO 2015-1, LTD. | ||
| By: Canyon Capital Advisors LLC, a Delaware limited liability company, its Collateral Manager | ||
| By: | /s/ Jonathan M. Kaplan | |
| Name: | Jonathan M. Kaplan | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Active Portfolios Multi-Manager Core Plus Bond Fund | ||
| BY: TCW Asset Management Company as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| COVENANT CREDIT PARTNERS CLO II, LTD., | ||
| By: | /s/ Brian Horton | |
| Name: | Brian Horton | |
| Title: | MD | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| COVENANT CREDIT PARTNERS CLO I, LTD., | ||
| By: | /s/ Brian Horton | |
| Name: | Brian Horton | |
| Title: | MD | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ATRIUM IX | ||
| By: Credit Suisse Asset Management, LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ATRIUM XI | ||
| By: Credit Suisse Asset Management, LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Credit Suisse High Yield Bond Fund | ||
| By: Credit Suisse Asset Management, LLC, as investment adviser | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| HYFI LOAN FUND | ||
| By: Credit Suisse Asset Management, LLC, as investment manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| MADISON PARK FUNDING XVII, LTD. | ||
| By: Credit Suisse Asset Management, LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| MADISON PARK FUNDING XIV, LTD. | ||
| By: Credit Suisse Asset Management, LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| MADISON PARK FUNDING XV, LTD, | ||
| By: Credit Suisse Asset Management, LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| PK-SSL Investment Fund Limited Partnership | ||
| By: Credit Suisse Asset Management, LLC, as its Investment Manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| QUALCOMMGLOBAL TRADING PTE. LTD. | ||
| By: Credit Suisse Asset Management, LLC, as its investment manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| State of New Mexico State Investment Council | ||
| By authority delegated to the New Mexico State Investment Office | ||
| By Credit Suisse Asset Management, LLC, its investment manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| THE EATON CORPORATION MASTER RETIREMENT TRUST | ||
| By: Credit Suisse Asset Management, LLC, as Investment manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Vibrant CLO II, Ltd. | ||
| By: DFG Investment Advisers, Inc., as Portfolio Manager | ||
| By: | /s/ David Millison | |
| Name: | David Millison | |
| Title: | Managing Partner and Senior Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Vibrant CLO III, Ltd. | ||
| BY: DFG Investment Advisers, Inc. | ||
| By: | /s/ David Millison | |
| Name: | David Millison | |
| Title: | Managing Partner and Senior Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| VIBRANT CLO, LTD. | ||
| By: DFG Investment Advisers, Inc. as Portfolio Manager | ||
| By: | /s/ David Millison | |
| Name: | David Millison | |
| Title: | Managing Partner and Senior Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Advanced Series Trust-AST FI Pyramis Quantitative Portfolio | ||
| By: Pyramis Global Advisors LLC as Investment Manager | ||
| By: | /s/ RICHARD SYNRED | |
| Name: | RICHARD SYNRED | |
| Title: | DIRECTOR | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Ballyrock CLO 2013-1 Limited | ||
| By: Ballyrock Investment Advisors LLC, as Collateral Manager | ||
| By: | /s/ Lisa Rymut | |
| Name: | Lisa Rymut | |
| Title: | Assistant Treasurer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Fidelity Advisor Series I: Fidelity Advisor Floating Rate
High Income Fund |
||
| By: | /s/ Joe Zambello | |
| Name: | Joe Zambello | |
| Title: | Deputy Treasurer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Fidelity Central Investment Portfolios LLC: Fidelity
Floating Rate Central Fund |
||
| By: | /s/ Joe Zambello | |
| Name: | Joe Zambello | |
| Title: | Deputy Treasurer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Fidelity Floating Rate High Income Investment Trust | ||
| for Fidelity Investments Canada ULC as Trustee of Fidelity Floating Rate High Income Investment Trust | ||
| By: | /s/ Joe Zambello | |
| Name: | Joe Zambello | |
| Title: | Deputy Treasurer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Fidelity Floating Rate High Income Fund | ||
| for Fidelity Investments Canada ULC as Trustee of Fidelity Floating Rate High Income Fund | ||
| By: | /s/ Joe Zambello | |
| Name: | Joe Zambello | |
| Title: | Deputy Treasurer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Fidelity Income Fund: Fidelity Total Bond Fund | ||
| By: | /s/ Joe Zambello | |
| Name: | Joe Zambello | |
| Title: | Deputy Treasurer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Pyramis Leveraged Loan LP | ||
| By: Pyramis Global Advisors LLC as Investment Manager | ||
| By: | /s/ Richard Synred | |
| Name: | Richard Synred | |
| Title: | Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Variable Insurance Products Fund: Floating Rate High
Income Portfolio |
||
| By: | /s/ Joe Zambello | |
| Name: | Joe Zambello | |
| Title: | Deputy Treasurer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JEFFERIES LEVERAGED CREDIT PRODUCTS, LLC | ||
| By: | /s/ William P. McLoughlin | |
| Name: | William P. McLoughlin | |
| Title: |
Senior Vice President Jefferies Leveraged Credit Products, LLC |
|
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JMP CREDIT ADVISORS CLO II LTD. | ||
| By: JMP Credit Advisors LLC | ||
| As Attorney-in-Fact | ||
| By: | /s/ April C. Lowry | |
| Name: | April C. Lowry | |
| Title: | Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JMP CREDIT ADVISORS CLO III LTD. | ||
| By: JMP Credit Advisors LLC | ||
| As Attorney-in-Fact | ||
| By: | /s/ April C. Lowry | |
| Name: | April C. Lowry | |
| Title: | Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Advanced Series Trust – AST High Yield Portfolio | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Commingled Pension Trust Fund | ||
| (Floating Rate Income) of JPMorgan Chase Bank, N.A. | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Commingled Pension Trust Fund | ||
| (High Yield) of JPMorgan Chase Bank, N.A. | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Chase Bank N.A. as Trustee of the JPMorgan Chase Retirement Plan | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Floating Rate Income Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Global Bond Opportunities Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan High Yield Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| J.P. Morgan Leveraged Loans Master Fund, LP | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Senior Secured Loan Fund Limited | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Short Duration High Yield Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Specialist Investment Funds – JPMorgan Senior Loan Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Specialist Investment Funds – JPMorgan Multi Sector Credit Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Strategic Income Opportunities Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| JPMorgan Unconstrained Debt Fund (PKA JPMorgan Multi-Sector Income Fund) | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Unipension Invest, F.M.B.A. High Yield Obligationer II | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Louisiana State Employees’ Retirement System | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| LVIP - JPMorgan High Yield Fund | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Pacholder High Yield Fund, Inc. | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Pension Benefit Guaranty Corporation | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Principal Funds, Inc – High Yield Fund I | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Remuda Capital Management, LTD | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Senior Secured Loan Fund, a Series Trust of JPMorgan Trust 2 | ||
| By: | /s/ William J. Morgan | |
| Name: | William J. Morgan | |
| Title: | Managing Director | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| LLCP LOAN FUNDING 2007 | ||
| By: | /s/ Shehzeen Ahmed | |
| Name: | Shehzeen Ahmed | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| LLCP PROP FUND, LLC | ||
| By: | /s/ Zachary L. Leichtman-Levine | |
| Name: | Zachary L. Leichtman-Levine | |
| Title: | Vice President | |
| By: | /s/ Ronnie Kaplan | |
| Name: | Ronnie Kaplan | |
| Title: | Portfolio Manager | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Metropolitan West Floating Rate Income Fund BY: Metropolitan West Asset Management as Investment Manager |
||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Metropolitan West High Yield Bond Fund BY: Metropolitan West Asset Management as Investment Manager |
||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Pictet - US High Yield BY: Metropolitan West Asset Management as Investment Manager |
||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Pictet Sicav II - US High Yield BY: Metropolitan West Asset Management as Investment Manager |
||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Oaktree CLO 2014-2 Ltd. | ||
| By: Oaktree Capital Management, L.P. | ||
| Its: Collateral Manager | ||
| By: | /s/ Narmeen Azad | |
| Name: | Narmeen Azad | |
| Title: | Vice President | |
| By: | /s/ Armen Panossian | |
| Name: | Armen Panossian | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Oaktree EIF II Series A1, Ltd. | ||
| By: Oaktree Capital Management, L.P. | ||
| its: Collateral Manager | ||
| By: | /s/ Narmeen Azad | |
| Name: | Narmeen Azad | |
| Title: | Vice President | |
| By: | /s/ Armen Panossian | |
| Name: | Armen Panossian | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Octagon Investment Partners XX, Ltd. | ||
| By: Octagon Credit Investors, LLC | ||
| as Portfolio Manager | ||
| By: | /s/ Kimberly Wong Lem | |
| Name: | Kimberly Wong Lem | |
| Title: | Director of Portfolio Administration | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Octagon Investment Partners XXII, Ltd | ||
| By: Octagon Credit Investors, LLC | ||
| as Collateral Manager | ||
| By: | /s/ Kimberly Wong Lem | |
| Name: | Kimberly Wong Lem | |
| Title: | Director of Portfolio Administration | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Octagon Loan Funding, Ltd. | ||
| By: Octagon Credit Investors, LLC | ||
| as Collateral Manager | ||
| By: | /s/ Kimberly Wong Lem | |
| Name: | Kimberly Wong Lem | |
| Title: | Director of Portfolio Administration | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OCP Credit Trust | ||
| By: Onex Credit Partners, LLC, its manager | ||
| By: | /s/ Paul Marhan | |
| Name: | Paul Marhan | |
| Title: | Portfolio Manager | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Onex Senior Credit Fund, L.P. | ||
|
By: Onex Credit Partners, LLC, its
investment manager |
||
| By: | /s/ Paul Marhan | |
| Name: | Paul Marhan | |
| Title: | Portfolio Manager | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Onex Senior Credit II, LP | ||
|
By: Onex Credit Partners, LLC, its
investment manager |
||
| By: | /s/ Paul Marhan | |
| Name: | Paul Marhan | |
| Title: | Portfolio Manager | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM Funding II, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM Funding III, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM Funding IV, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM Funding, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM Funding V, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM IX, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM VI, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM VII, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM VIII, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM X, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| OZLM XI, Ltd. | ||
|
By: Och-Ziff Loan Management LP, its collateral manager By: Och-Ziff Loan Management LLC, its general partner |
||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
TRALEE CLO III, LTD. By: Par-Four Investment Management, LLC As Collateral Manager |
||
| By: | /s/ Dennis Gorczyca | |
| Name: | Dennis Gorczyca | |
| Title: | Managing Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Dryden 30 Senior Loan Fund By: Prudential Investment Management, Inc., as Collateral Manager |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Dryden 31 Senior Loan Fund By: Prudential Investment Management, Inc., as Collateral Manager |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Dryden 33 Senior Loan Fund By: Prudential Investment Management, Inc., as Collateral Manager |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Dryden 34 Senior Loan Fund By: Prudential Investment Management, Inc., as Collateral Manager |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Dryden XXV Senior Loan Fund By: Prudential Investment Management, Inc., as Collateral Manager |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Dryden XXVIII Senior Loan Fund By: Prudential Investment Management, Inc., as Collateral Manager |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Pramerica Loan Opportunities Limited By: Pramerica Investment Management, a trading name of Prudential Investment Management, Inc. as Investment Manager |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Prudential Bank Loan Fund of the Prudential Trust
By: Prudential Investment Management, Inc., as Investment Advisor |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Prudential Investment Portfolios, Inc. 14 -
By: Prudential Investment Management, Inc., as Investment Advisor |
||
| By: | /s/ Joseph Lemanowicz | |
| Name: | Joseph Lemanowicz | |
| Title: | Vice President | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| CAVALRY CLO II | ||
|
By: Regiment Capital Management, LLC, its Investment Adviser |
||
| By: | /s/ Mark Brostowski | |
| Mark Brostowski | ||
| Authorized Signatory | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| CAVALRY CLO III, LTD. | ||
|
By: Regiment Capital Management, LLC, its Investment Adviser |
||
| By: | /s/ Mark A. Brostowski | |
| Mark A. Brostowski | ||
| Authorized Signatory | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| CAVALRY CLO IV, LTD. | ||
|
By: Regiment Capital Management, LLC, its Investment Adviser |
||
| By: | /s/ Mark A. Brostowski | |
| Mark A. Brostowski | ||
| Authorized Signatory | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| CAVALRY CLO V, LTD. | ||
|
By: Regiment Capital Management, LLC, its Investment Adviser |
||
| By: | /s/ Mark A. Brostowski | |
| Mark A. Brostowski | ||
| Authorized Signatory | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| RIMROCK HIGH INCOME PLUS (MASTER) FUND, LTD. | ||
| RIMROCK LOW VOLATILITY (MASTER) FUND, LTD. | ||
| as a Lender | ||
| By: | Rimrock Capital, as its investment manager | |
| By: | /s/ S. Blumeti | |
| Name: | S. Blumeti | |
| Title: | MD | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Mountain View CLO 2013-1 Ltd. | |||
| By: Seix Investment Advisors LLC, as Collateral Manager | |||
| Mountain View CLO 2014-1 Ltd. | |||
| By: Seix Investment Advisors LLC, as Collateral Manager | |||
| as Lenders | |||
| By: | /s/ George Goudelias | ||
| Name: | George Goudelias | ||
| Title: | Managing Director | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Solus Senior High Income Fund LP | ||
|
By: Solus Alternative Asset Management LP Its Investment Advisor |
||
| By: | /s/ Christopher Pucillo | |
| Name: | Christopher Pucillo | |
| Title: | President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Steele Creek CLO 2014-1, LTD. BY: Steele Creek Investment Management LLC |
||
| By: | /s/ Alan DeKeukelaere | |
| Name: | Alan DeKeukelaere | |
| Title: | Senior Research Analyst | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Steele Creek CLO 2015-1, LTD. | ||
| By: | /s/ Alan DeKeukelaere | |
| Name: | Alan DeKeukelaere | |
| Title: | Senior Research Analyst | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
ACE American Insurance Company BY: T. Rowe Price Associates, Inc. as investment advisor |
||
| By: | /s/ Brian Burns | |
| Name: | Brian Burns | |
| Title: | Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| T. Rowe Price Floating Rate Multi-Sector Account Portfolio | ||
| By: | /s/ Brian Burns | |
| Name: | Brian Burns | |
| Title: | Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| T. Rowe Price Institutional Floating Rate Fund | ||
| By: | /s/ Brian Burns | |
| Name: | Brian Burns | |
| Title: | Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| T. Rowe Price Floating Rate Fund, Inc. | ||
| By: | /s/ Brian Burns | |
| Name: | Brian Burns | |
| Title: | Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Lockwood Grove CLO, Ltd. By: Tall Tree Investment Management, LLC as Collateral Manager |
||
| By: | /s/ Frank J. Sherrod | |
| Name: | Frank J. Sherrod | |
| Title: | Chief Operating Officer | |
| [By: | Not Applicable | |
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Nelder Grove CLO, Ltd. By: Tall Tree Investment Management, LLC as Collateral Manager |
||
| By: | /s/ Frank J. Sherrod | |
| Name: | Frank J. Sherrod | |
| Title: | Chief Operating Officer | |
| [By: | Not Applicable | |
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Tuolumne Grove CLO, Ltd. By: Tall Tree Investment Management, LLC as Collateral Manager |
||
| By: | /s/ Frank J. Sherrod | |
| Name: | Frank J. Sherrod | |
| Title: | Chief Operating Officer | |
| [By: | Not Applicable | |
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Figueroa CLO 2013-1, Ltd. | ||
| BY: TCW Asset Management Company as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| FIGUEROA CLO 2013-2, LTD | ||
| BY: TCW Asset Management Company as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Figueroa CLO 2014-1, Ltd. | ||
| BY: TCW Asset Management Company as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Variable Portfolio - TCW Core Plus Bond Fund | ||
| BY: TCW Asset Management Company as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| THL Credit Wind River 2014-2 CLO Ltd. | ||
| BY: THL Credit Senior Loan Strategies LLC, as Manager | ||
| By: | /s/ Kathleen Zarn | |
| Name: | Kathleen Zarn | |
| Title: | Managing Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Crown Point CLO II Ltd. | ||
| By: | /s/ John D’Angelo | |
| Name: | John D’Angelo | |
| Title: | Sr. Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Crown Point CLO Ltd. | ||
| By: | /s/ John D’Angelo | |
| Name: | John D’Angelo | |
| Title: | Sr. Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Aston Hill Voya Floating Rate Income Fund | ||
| By: Voya Investment Management Co. LLC, as its portfolio advisor | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Axis Specialty Limited | ||
| By: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| BayernInvest Alternative Loan-Fonds | ||
| BY: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| California Public Employees' Retirement System | ||
| BY: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| City of New York Group Trust | ||
| BY: Voya Investment Management Co. LLC as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| IBM Personal Pension Plan Trust | ||
| BY: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ING High Income Floating Rate Fund | ||
| BY: Voya Investment Management Co. LLC, as its investment advisor | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ISL Loan Trust | ||
| BY: Voya Investment Management Co. LLC, as its investment advisor | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ISL Loan Trust II | ||
| BY: Voya Investment Management Co. LLC, as its investment advisor | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Medtronic Holding Switzerland GMBH | ||
| By: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| NEW MEXICO STATE INVESTMENT COUNCIL | ||
| BY: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2012-2, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2012-3, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2012-4, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2013-3, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2014-1, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2014-2, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2014-3, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2014-4, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO 2015-1, Ltd. | ||
| By: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya CLO II, Ltd. | ||
| BY: Voya Alternative Asset Management LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya Floating Rate Fund | ||
| BY: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya Investment Trust Co. Plan for Common Trust Funds - Voya Senior Loan Common Trust Fund | ||
| BY: Voya Investment Trust Co. as its trustee | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya Investment Trust Co. Plan for Employee Benefit Investment Funds - Voya Senior Loan Trust Fund | ||
| BY: Voya Investment Trust Co. as its trustee | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Voya Prime Rate Trust | ||
| BY: Voya Investment Management Co. LLC, as its investment manager | ||
| By: | /s/ Mark Haak | |
| Name: | Mark Haak | |
| Title: | Senior Vice President | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARBITRAGE CREDIT OPPORTUNITIES FUND | ||
| By: | /s/ Jon Hickey | |
| Name: | Jon Hickey | |
| Title: | Director of Operations | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| ARBITRAGE EVENT-DRIVEN FUND | ||
| By: | /s/ Jon Hickey | |
| Name: | Jon Hickey | |
| Title: | Director of Operations | |
| [By: | ||
| Name: | ||
| Title:] 1 | ||
1 If second signature line is required.
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| City of New York Group Trust | ||
| By: | /s/ Charles C Williams Jr | |
| Name: | Charles C Williams Jr | |
| Title: | Operations Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| CSAA Insurance Exchange | ||
| By: | /s/ Benjamin Fandinola | |
| Name: | Benjamin Fandinola | |
| Title: | Trade Operations Specialist | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Mt. Whitney Securities, LLC | ||
| By: | /s/ Benjamin Fandinola | |
| Name: | Benjamin Fandinola | |
| Title: | Trade Operations Specialist | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Wells Fargo Advantage Multi-Sector Income Fund | ||
| By: | /s/ Benjamin Fandinola | |
| Name: | Benjamin Fandinola | |
| Title: | Trade Operations Specialist | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
| Wells Fargo Advantage Strategic Income Fund | ||
| By: | /s/ Benjamin Fandinola | |
| Name: | Benjamin Fandinola | |
| Title: | Trade Operations Specialist | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT
|
Floating Rate Loan Fund, a series of 525 Market Street
Fund, LLC |
||
| by: Wells Capital Management, Investment Advisor | ||
| By: | /s/ Benjamin Fandinola | |
| Name: | Benjamin Fandinola | |
| Title: | Trade Operations Specialist | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OBS Term Loan Credit Agreement (2015)]
Exhibit 10.3
FIRST AMENDMENT TO CREDIT AGREEMENT AND SECURITY AGREEMENT
FIRST AMENDMENT TO CREDIT AGREEMENT AND SECURITY AGREEMENT, dated as of June 3, 2015 (this “ First Amendment ”), among Overseas Shipholding Group, Inc., a Delaware corporation (“ Holdings ”), OSG International, Inc., a Marshall Islands corporation (the “ Administrative Borrower ”), OIN Delaware LLC, a Delaware limited liability company (the “ Co-Borrower ” and, together with the Administrative Borrower, the “ Borrowers ”), the other Loan Parties party hereto, the Lenders party hereto and Jefferies Finance LLC, as administrative agent (in such capacity, the “ Administrative Agent ”). All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided to such terms in the Credit Agreement (as defined below).
WITNESSETH :
WHEREAS, Holdings, the Borrowers, the other Loan Parties, the lenders party thereto from time to time (each, a “ Lender ” and, collectively, the “ Lenders ”), the Administrative Agent and the other parties thereto are parties to that certain Credit Agreement, dated as of August 5, 2014 (as amended by this First Amendment and as may hereafter be amended, amended and restated, modified, supplemented, extended, renewed, restated or otherwise modified from time to time, the “ Credit Agreement ”);
WHEREAS, the Administrative Borrower, the Subsidiary Guarantors and the Collateral Agent are parties to that certain Security Agreement, dated as of August 5, 2014 (the “ Security Agreement ”); and
WHEREAS, Holdings, the Borrowers, the other Loan Parties and the Lenders party hereto desire to amend the Credit Agreement and the Security Agreement as provided herein;
NOW, THEREFORE, in consideration of the foregoing, the parties hereto hereby agree as follows:
SECTION I. Amendments to the Credit Agreement . On the First Amendment Effective Date (as defined below), the parties hereto agree that the Credit Agreement is hereby amended as set forth in this Section I:
1. The following definitions are hereby added in the appropriate alphabetical order to Section 1.01 :
“First Amendment” shall mean the First Amendment, dated as of the First Amendment Effective Date, to this Agreement.
“First Amendment Effective Date” shall mean June 3, 2015.
“Permitted Bareboat Charter” shall mean, as of any time, each of no more than two bareboat charters of Vessels to OSG Bulk Ships, Inc. or a Subsidiary thereof, each covering no more than one Vessel, so long as: (a) each such bareboat charter is entered into on bona fide arm’s length terms at the time at which the Vessel is fixed; (b) no such bareboat charter, nor the performance thereof by the parties thereto, will materially impair the value of the Vessel subject to such bareboat charter; and (c) to the extent that such bareboat charter is of a Collateral Vessel: (1) the lien of the relevant Collateral Vessel Mortgage in favor of the Mortgage Trustee, and the ability of the Mortgage Trustee to foreclose on such Collateral Vessel Mortgage and to exercise its remedies thereunder, is not impaired in any material respect; and (2) OSG Bulk Ships, Inc., or any such Subsidiary thereof that is the charterer under such bareboat charter, shall, in such bareboat charter: (i) acknowledge for the benefit of the Secured Parties (as express third party beneficiaries) the existence of such Collateral Vessel Mortgage and that under the terms of such Collateral Vessel Mortgage, none of the shipowner, any charterer, the master of the vessel, or any other Person has any right, power or authority to create, incur or permit to be placed or imposed upon the Collateral Vessel, any lien whatsoever other than “Permitted Collateral Vessel Liens” as defined in such Collateral Vessel Mortgage; (ii) undertake for the benefit of the Secured Parties (as express third party beneficiaries) to comply, and provide such information and documents to enable the owner of such Collateral Vessel to comply, with all such instructions or directions in regard to the employment, creation of liens, insurances, operation, repairs and maintenance of the Collateral Vessel as laid down in the relevant Collateral Vessel Mortgage and the financing documents collateral thereto or as may be directed from time to time during the currency of such bareboat charter by the Mortgage Trustee in conformity therewith; (iii) subordinate any lien the charterer has under such bareboat charter against such Collateral Vessel to the lien of the Mortgage Trustee under the relevant Collateral Vessel Mortgage (and the Secured Parties shall be express third party beneficiaries thereof); and (iv) agree for the benefit of the Secured Parties (as express third party beneficiaries) that the Mortgage Trustee, upon the occurrence of an Event of Default, shall have the right but not the obligation to perform the owner’s obligations under such bareboat charter and to exercise the rights of the owner under such bareboat charter; it being understood that the terms and provisions of the bareboat charter addressing the items in this clause (c)(2) shall be in form and substance reasonably satisfactory to the Administrative Agent. Notwithstanding anything to the contrary herein, the Obligations of each Loan Party with respect to any Collateral Vessel that is the subject of a Permitted Bareboat Charter shall be deemed satisfied to the extent such Obligations are carried out by the charterer under such Permitted Bareboat Charter in accordance with the terms thereof.
“Pool Financing” shall mean a financing arrangement entered into by a Pool Operator, as agent for the applicable Shipping Pool, on behalf of the members or participants therein with a third-party lender, which financing is secured by the Pool Financing Receivables of the Vessels in such Shipping Pool.
“Pool Financing Receivables” shall mean, with respect to a Vessel in a Shipping Pool, (I) Moneys (as defined in Section 1-201 of the UCC) and claims for payment due or to become due to the Administrative Borrower or a Restricted Subsidiary thereof that owns such Vessel, or to the Pool Operator of such Shipping Pool on such Vessel owner’s behalf, whether as charter hire, freights, passage moneys, proceeds of off-hire and loss of hire insurances, loans, indemnities, payments or otherwise, under, and all claims for damages arising out of any breach of, any time or voyage charter, affreightment or other contract for the use or employment of such Vessel and (II) all remuneration for salvage and towage services, demurrage and detention moneys and any other moneys whatsoever due or to become due to such Vessel owner, or the Pool Manager on such Vessel owner’s behalf, arising from the use or employment of such Vessel.
| - 2 - |
“Pool Financing Indebtedness” shall mean indebtedness incurred by a Pool Operator, as agent for the applicable Shipping Pool, on behalf of the members or participants therein, under and pursuant to a Pool Financing.
“Pool Operator” shall mean a third-party operator or manager of any Shipping Pool.
“Shipping Pool” shall mean a shipping pool arrangement in which a Vessel has been entered, or in which a Vessel is a member, together with other vessels owned or operated by third parties that are part of such shipping pool arrangement.
2. Clause (a) of the definition of “Available Amount” appearing in Section 1.01 of the Credit Agreement is hereby amended by deleting the text “$25,000,000” appearing therein and inserting the text “$0” in lieu thereof.
3. Clause (d) of the definition of “Available Amount” appearing in Section 1.01 of the Credit Agreement is hereby amended by deleting the text “(ix)(II)” appearing therein and inserting the text “(xi)(II)” in lieu thereof.
4. Clause (c) of the definition of “Change in Control” contained in Section 1.01 of the Credit Agreement is hereby amended by deleting the following text contained therein:
“(excluding, in the case of both preceding clauses (i) and (ii), any individual whose initial nomination for, or assumption of office as, a member of that Board of Directors occurs as a result of an actual (or threatened) solicitation of proxies or consents for the election or removal of one or more directors by any person or group other than a solicitation for the election of one or more directors by or on behalf of the Board of Directors)”.
5. The definition of “Consolidated Indebtedness” appearing in Section 1.01 of the Credit Agreement is hereby amended by (i) deleting the text “and (iv)” appearing at the end of clause (iii) thereof and inserting the text “, (iv) the aggregate principal amount of all Pool Financing Indebtedness of the Administrative Borrower or any of its Restricted Subsidiaries (whether such Pool Financing Indebtedness is a several or joint and several obligation of the Administrative Borrower or any such Restricted Subsidiary and whether the obligations of the Administrative Borrower or any such Restricted Subsidiary are directly to the lender thereof, the respective Pool Operator or otherwise) and (v)” in lieu thereof and (ii) deleting the text “clauses (i) through (iii)” appearing in clause (iv) thereof and inserting the text “clauses (i) through (iv)” in lieu thereof.
6. The definition of “Excess Cash Flow Period” contained in Section 1.01 of the Credit Agreement is hereby restated as follows:
| - 3 - |
“Excess Cash Flow Period” shall mean each fiscal year of the Administrative Borrower (commencing with its fiscal year ending December 31, 2015); provided that, with respect to the fiscal year of the Administrative Borrower ending December 31, 2015, Excess Cash Flow Period shall mean the period from and including July 1, 2015 through and including December 31, 2015.
7. The definition of “Excluded Collateral” appearing in Section 1.01 of the Credit Agreement is hereby amended by (i) deleting the word “and” appearing at the end of clause (xiv) thereof and (ii) adding the following text immediately after the text “any Equity Interests in any Unrestricted Subsidiary” appearing in clause (xv) thereof:
“; and (xvi) Pool Financing Receivables and any proceeds thereof that are the subject of a Lien incurred under a Pool Financing (for so long as such Lien remains in effect)”.
8. Clause (a) of the definition of “Permitted Charter” appearing in Section 1.01 of the Credit Agreement is hereby amended and restated as follows:
“which is a time charter, voyage charter, consecutive voyage charter, contract of affreightment or Permitted Bareboat Charter;”.
9. Section 2.10(b)(vi) of the Credit Agreement is hereby amended by deleting the parenthetical “(other than Net Cash Proceeds of less than $5,000,000 in the aggregate in any fiscal year of the Administrative Borrower)” appearing therein and inserting the following new parenthetical in lieu thereof:
“(other than (i) Net Cash Proceeds of less than $5,000,000 in the aggregate in any fiscal year of the Administrative Borrower and (ii) up to $78,000,000 of Net Cash Proceeds in the aggregate from the sales prior to the First Amendment Effective Date of (x) the Vessels Cabo Sounion, Overseas Eliane, Overseas Equatorial and Overseas Sovereign and (y) certain Real Property located in Manila, Philippines)”.
10. Section 2.10(g) of the Credit Agreement is hereby amended restated in its entirety as follows:
“(g) Any (x) conversion of Initial Term Loans into any new or replacement tranche of term loans bearing interest at an Effective Yield less than the Effective Yield applicable to the Initial Term Loans (as such comparative yields are determined by the Administrative Agent), (y) optional or mandatory prepayment with respect to all or any portion of the Initial Term Loans with the proceeds of new term loans bearing interest at an Effective Yield less than the Effective Yield applicable to the Initial Term Loans (as such comparative yields are determined by the Administrative Agent), and (z) amendment to this Agreement that, directly or indirectly, reduces the Effective Yield applicable to the Initial Term Loans (other than, in each case, any such conversion, prepayment or amendment in connection with a Change of Control), in each case, shall be accompanied by the payment by the Borrowers (on a joint and several basis) of a prepayment premium equal to 1.00% of the aggregate principal amount of such Initial Term Loans repaid, converted or repriced, if such repayment, conversion or repricing is effected on or prior to the twelve month anniversary of the First Amendment Effective Date. Any such determination by the Administrative Agent as contemplated by the preceding sentence shall be conclusive and binding on the Borrowers and all Lenders, absent manifest error.”
| - 4 - |
11. Clause (z) of Section 2.16(b) of the Credit Agreement is hereby restated in its entirety as follows:
“(z) the Borrowers or such assignee shall have paid to the affected Lender or the Issuing Bank in immediately available funds an amount equal to the sum of the principal of and interest and any prepayment premium or penalty (if any) accrued to the date of such payment on the outstanding Loans or LC Disbursements of such Lender or the Issuing Bank, respectively, affected by such assignment (including, in the case of any replacement of a Term Lender pursuant to clause (iv) above on or prior to the twelve month anniversary of the First Amendment Effective Date, any premium payable pursuant to Section 2.10(g) on the principal amount of the Initial Term Loans of such Lender subject to such assignment) plus all Fees and other amounts owing to or accrued for the account of such Lender or the Issuing Bank hereunder (including any amounts under Sections 2.12 and 2.13 )”.
12. Section 5.01(a) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
13. Section 5.01(b) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
14. Section 5.01(c) of the Credit Agreement is hereby amended by deleting the text “As soon as available and in any event within” appearing therein and inserting the word “Within” in lieu thereof.
15. Section 5.16(h) of the Credit Agreement is hereby restated in its entirety as follows:
“(h) Each Restricted Party which enters into a Permitted Charter of a Collateral Vessel for an initial or extended period (in each case, including extension options) in excess of 24 months shall cause to be included in such Permitted Charter or extension thereof a provision confirming the priority of any preferred ship mortgages covering such Collateral Vessel over the rights of the charterer under such Permitted Charter, and upon such Restricted Party’s request, the Mortgage Trustee shall enter into, with such charterer, a quiet enjoyment agreement substantially in the form of Exhibit O together with such additional terms reasonably requested by such charterer, subject to the Mortgage Trustee’s consent, such consent not to be unreasonably withheld or delayed; provided, however, that the provisions of this Section 5.16(h) do not apply to Permitted Bareboat Charters.”
| - 5 - |
16. Section 6.01 of the Credit Agreement is hereby amended by (i) deleting the word “and” appearing at the end of clause (n) thereof, (ii) deleting the period appearing at the end of clause (o) thereof and inserting the text “; and” in lieu thereof and (iii) adding the following new clause (p) at the end thereof;
“(p) Indebtedness consisting of Pool Financing Indebtedness in an aggregate principal amount not to exceed $75,000,000 at any time outstanding (which amount, for the avoidance of doubt, shall include the principal amount of all Indebtedness of the Administrative Borrower or any of its Restricted Subsidiaries in respect of such Pool Financing Indebtedness for which it is liable, whether on a several basis, or on a joint and several basis with any other Person).”
17. Section 6.02 of the Credit Agreement is hereby amended by (i) deleting the word “and” appearing at the end of clause (v) thereof, (ii) deleting the period appearing at the end of clause (w) thereof and inserting the text “; and” in lieu thereof and (iii) adding the following new clause (x) at the end thereof;
“(x) Liens on Pool Financing Receivables and the proceeds thereof securing Pool Financing Indebtedness incurred pursuant to Section 6.01(p) .”
18. The first sentence of Sections 6.05 of the Credit Agreement is hereby amended by deleting the text “(or agree to do any of the foregoing at any time)” appearing therein.
19. The first sentence of Sections 6.06 of the Credit Agreement is hereby amended by deleting the text “or agree to effect any disposition of any property,” appearing therein.
20. The first sentence of Sections 6.07 of the Credit Agreement is hereby amended by deleting the text “(or agree to do any of the foregoing at any time)” appearing therein.
21. Section 6.08 of the Credit Agreement is hereby amended by (i) deleting the word “and” appearing at the end of clause (e) thereof, (ii) deleting the period appearing at the end of clause (f) thereof and inserting the text “; and” in lieu thereof and (iii) adding the following new clause (g) at the end thereof:
“(g) so long as no Default then exists or would result therefrom, the Administrative Borrower may pay a cash Dividend to Holdings on or prior to June 30, 2015 in an aggregate amount not to exceed $200,000,000 (exclusive of any Dividend to Holdings paid pursuant to a different clause of this Section 6.08).”
22. Section 6.17 of the Credit Agreement is hereby amended by (i) deleting the word “and” appearing at the end of clause (c) thereof and (ii) adding the text “; and (e) covenants in documents creating Liens that secure Pool Financing Indebtedness prohibiting Liens on Pool Financing Receivables” immediately prior to the period at the end thereof.
| - 6 - |
23. Section 6.20 of the Credit Agreement is hereby amended by inserting the text “, other than pursuant to a Permitted Bareboat Charter,” immediately before the text “for any period” appearing in clause (i) thereof.
SECTION II. Release of Liens on Pool Financing Receivables . Section 10.4 of the Security Agreement is hereby amended by adding the following new clause (c) at the end thereof:
“(c) Notwithstanding anything to the contrary set forth in the Credit Agreement or any other Loan Document, (i) to the extent that (but only for so long as) Pool Financing Receivables have been pledged as security by a Pledgor to secure Pool Financing Indebtedness, such Pool Financing Receivables shall be automatically released from the Lien of this Agreement and (ii) at the written request and sole expense of such Pledgor, the Collateral Agent shall promptly execute and deliver to such Pledgor all releases or other documents reasonably necessary or desirable and in form reasonably satisfactory to the Collateral Agent and take such further actions for the release of such Pool Financing Receivables from the security interests created hereby.”
SECTION III. Effectiveness . This First Amendment shall become effective as of the date (the “ First Amendment Effective Date ”) on which the following conditions have been satisfied:
1. the Administrative Agent shall have received copies of signature pages to this First Amendment, duly executed and delivered (including by way of facsimile or other electronic transmission) by the Administrative Agent, the Loan Parties and the Required Lenders;
2. (a) no Default shall have occurred and be continuing on the First Amendment Effective Date or would occur after giving effect to this First Amendment and (b) both immediately before and after giving effect to this First Amendment, each of the representations and warranties made by any Loan Party set forth in Article III of the Credit Agreement or in any other Loan Document shall be true and correct in all material respects (or true and correct in all respects in the case of representations and warranties qualified by materiality or Material Adverse Effect) on and as of the First Amendment Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects (or true and correct in all respects in the case of representations and warranties qualified by materiality or Material Adverse Effect) on and as of such earlier date);
3. the Borrower shall have paid to the Administrative Agent, for the account of each Lender that has delivered to the Administrative Agent an executed counterpart of this First Amendment on or prior to 11:00 a.m., New York City time, on June 3, 2015, a fee in an aggregate amount equal to 0.75% of the sum of (i) the aggregate principal amount of all Term Loans of such Lender outstanding on the First Amendment Effective Date and (ii) the Revolving Commitment of such Lender as in effect on the First Amendment Effective Date; and
| - 7 - |
4. the Borrower shall have paid to the Administrative Agent and its Affiliates, all costs, fees and expenses (including legal fees and expenses of White & Case LLP) owing in connection with this First Amendment and the other Loan Documents to the extent invoiced (in the case of costs and expenses) at least one Business Day prior to the First Amendment Effective Date.
SECTION IV. Miscellaneous Provisions .
1. Except as expressly provided herein, (a) the Credit Agreement and the other Loan Documents shall be unmodified and shall continue to be in full force and effect in accordance with their terms, and (b) this First Amendment shall not be deemed a waiver or modification of any other term or condition of any Loan Document and shall not be deemed to prejudice any right or rights which Administrative Agent or any Lender may now have or may have in the future under or in connection with any Loan Document or any of the instruments or agreements referred to therein, as the same may be amended from time to time.
2. This First Amendment may be executed in any number of counterparts and by the different parties hereto on separate counterparts, each of which counterparts when executed and delivered shall be an original, but all of which shall together constitute one and the same instrument. Delivery by facsimile or electronic transmission of an executed counterpart of a signature page to this First Amendment shall be effective as delivery of an original executed counterpart of this First Amendment.
3. THIS FIRST AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, AND THE PROVISIONS OF THE CREDIT AGREEMENT UNDER THE HEADING “GOVERNING LAW; JURISDICTION; CONSENT TO SERVICE OF PROCESS”, AS SET FORTH IN SECTION 11.09 OF THE CREDIT AGREEMENT, ARE INCORPORATED HEREIN BY THIS REFERENCE.
4. From and after the date hereof, (a) all references in the Credit Agreement and each of the other Loan Documents to the Credit Agreement shall be deemed to be references to the Credit Agreement, as modified hereby, and (b) this First Amendment shall be deemed to constitute a “Loan Document” for all purposes of the Credit Agreement.
[Remainder of page left intentionally blank]
* * *
| - 8 - |
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute and deliver this First Amendment as of the date first above written.
| OVERSEAS SHIPHOLDING GROUP, INC., | ||
| as Holdings and a Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: President and Chief Executive Officer | ||
| OSG INTERNATIONAL, INC., | ||
| as the Administrative Borrower and a Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Senior Vice President, Chief Financial Officer and Comptroller | ||
| OIN DELAWARE LLC, | ||
| as the Co-Borrower and a Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Manager | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| 1372 TANKER CORPORATION | ||
| AFRICA TANKER CORPORATION | ||
| ANDROMAR LIMITED | ||
| CABO SOUNION LIMITED | ||
| CARIBBEAN TANKER CORPORATION | ||
| DELTA AFRAMAX CORPORATION | ||
| EIGHTH AFRAMAX TANKER CORPORATION | ||
| EPSILON AFRAMAX CORPORATION | ||
| FIRST UNION TANKER CORPORATION | ||
| FRONT PRESIDENT INC. | ||
| INTERNATIONAL SEAWAYS, INC. | ||
| KYTHNOS CHARTERING CORPORATION | ||
| MAPLE TANKER CORPORATION | ||
| OAK TANKER CORPORATION | ||
| OCEANIA TANKER CORPORATION | ||
| OSG CLEAN PRODUCTS INTERNATIONAL, INC. | ||
| OVERSEAS SHIPPING (GR) LTD | ||
| REYMAR LIMITED | ||
| ROSALYN TANKER CORPORATION | ||
| ROSEMAR LIMITED | ||
| SAKURA TRANSPORT CORP. | ||
| SERIFOS TANKER CORPORATION | ||
| SIFNOS TANKER CORPORATION | ||
| SIXTH AFRAMAX TANKER CORPORATION | ||
| THIRD UNITED SHIPPING CORPORATION | ||
| TOKYO TRANSPORT CORP., | ||
| each, as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: President | ||
| ALCESMAR LIMITED | ||
| ALCMAR LIMITED | ||
| AMALIA PRODUCT CORPORATION | ||
| AMBERMAR PRODUCT CARRIER CORPORATION | ||
| ANTIGMAR LIMITED | ||
| ARIADMAR LIMITED | ||
| ATALMAR LIMITED | ||
| ATHENS PRODUCT TANKER CORPORATION | ||
| AURORA SHIPPING CORPORATION | ||
| BATANGAS TANKER CORPORATION | ||
| CABO HELLAS LIMITED | ||
| CARL PRODUCT CORPORATION | ||
| CONCEPT TANKER CORPORATION | ||
| GOLDMAR LIMITED | ||
| JADEMAR LIMITED | ||
| KIMOLOS TANKER CORPORATION | ||
| LEYTE PRODUCT TANKER CORPORATION | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| LUXMAR PRODUCT TANKER CORPORATION | ||
| MAREMAR PRODUCT TANKER CORPORATION | ||
| MILOS PRODUCT TANKER CORPORATION | ||
| MINDANAO TANKER CORPORATION | ||
| PEARLMAR LIMITED | ||
| PETROMAR LIMITED | ||
| RICH TANKER CORPORATION | ||
| RUBYMAR LIMITED | ||
| SAMAR PRODUCT TANKER CORPORATION | ||
| SHIRLEY AFRAMAX CORPORATION | ||
| SILVERMAR LIMITED | ||
| SKOPELOS PRODUCT TANKER CORPORATION | ||
| STAR CHARTERING CORPORATION | ||
| URBAN TANKER CORPORATION | ||
| VIEW TANKER CORPORATION, | ||
| each, as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Senior Vice President | ||
| OSG LIGHTERING LLC | ||
| as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Senior Vice President and Manager | ||
| OSG SHIP MANAGEMENT (UK) LTD, | ||
| as a Subsidiary Guarantor | ||
| By: | /s/ Ian T. Blackley | |
| Name: Ian T. Blackley | ||
| Title: Director | ||
| MAJESTIC TANKERS CORPORATION | ||
| SEVENTH AFRAMAX TANKER CORPORATION, | ||
| each, as a Subsidiary Guarantor | ||
| By: | /s/ Lois K. Zabrocky | |
| Name: Lois K. Zabrocky | ||
| Title: President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| JEFFERIES FINANCE LLC, as | ||
| Administrative Agent | ||
| By: | /s/ J. Paul McDonnell | |
| Name: | J. Paul McDonnell | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| UBS AG, STAMFORD BRANCH | |||
| By: | /s/ Houssem Daly | ||
| Name: | Houssem Daly | ||
| Title: | Associate Director | ||
| By: | /s/ Denise Bushee | ||
| Name: | Denise Bushee | ||
| Title: | Associate Director | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| AIMCO CLO, Series 2014-A | |||
| By: | /s/ Chris Goergen | ||
| Name: | Chris Goergen | ||
| Title: | Authorized Signatory | ||
| By: | /s/ Mark Pittman | ||
| Name: | Mark Pittman | ||
| Title: | Authorized Signatory | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACAS CLO 2012-1, Ltd. | |||
| By: American Capital CLO Management, LLC | |||
| (f/k/a American Capital Leveraged Finance | |||
| Management, LLC), its Manager | |||
| By: | /s/ William Weiss | ||
| Name: | William Weiss | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACAS CLO 2013-1, Ltd. | |||
| By: American Capital CLO Management, LLC | |||
| (f/k/a American Capital Leveraged Finance | |||
| Management, LLC), its Manager | |||
| By: | /s/ William Weiss | ||
| Name: | William Weiss | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACAS CLO 2014-1, Ltd. | |||
| By: American Capital CLO Management, LLC | |||
| its Manager | |||
| By: | /s/ William Weiss | ||
| Name: | William Weiss | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACAS CLO 2014-2, Ltd. | |||
| By: American Capital CLO Management, LLC | |||
| its Manager | |||
| By: | /s/ William Weiss | ||
| Name: | William Weiss | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JFIN CLO 2012 LTD. | |||
| By: Apex Credit Partners LLC, as Portfolio Manager | |||
| By: | /s/ David Wells | ||
| Name: | David Wells | ||
| Title: | Managing Director | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JFIN CLO 2013 LTD. | |||
| By: Apex Credit Partners LLC, as Portfolio Manager | |||
| By: | /s/ David Wells | ||
| Name: | David Wells | ||
| Title: | Managing Director | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JFIN CLO 2014 LTD. | |||
| By: Apex Credit Partners LLC, as Portfolio Manager | |||
| By: | /s/ David Wells | ||
| Name: | David Wells | ||
| Title: | Managing Director | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JFIN CLO 2014-II LTD. | |||
| By: Apex Credit Partners LLC, as Portfolio Manager | |||
| By: | /s/ David Wells | ||
| Name: | David Wells | ||
| Title: | Managing Director | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JFIN CLO 2015 LTD. | |||
| By: Apex Credit Partners LLC, as Portfolio Manager | |||
| By: | /s/ David Wells | ||
| Name: | David Wells | ||
| Title: | Managing Director | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Arrowpoint CLO 2014-3, LTD | |||
| By: | /s/ Colby Stilson | ||
| Name: | Colby Stilson | ||
| Title: | Portfolio Manager | ||
| [By: | |||
| Name: | |||
| Title:] 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Arrowpoint CLO 2015-4, LTD | |||
| By: | /s/ Colby Stilson | ||
| Name: | Colby Stilson | ||
| Title: | Portfolio Manager | ||
| [By: | |||
| Name: | |||
| Title:] 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Peaks CLO 1, LTD | |||
| By: | /s/ Colby Stilson | ||
| Name: | Colby Stilson | ||
| Title: | Portfolio Manager | ||
| [By: | |||
| Name: | |||
| Title:] 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Benefit Street Partners Capital Opportunity Fund SPV LLC | |||
| By: | /s/ Todd Marsh | ||
| Name: | Todd Marsh | ||
| Title: | Authorized Signer | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Black Diamond CLO 2013-1 Ltd. | |||
| By: Black Diamond CLO 2013-1 Adviser, | |||
| L.L.C. As its Collateral Manager | |||
| By: | /s/ Stephen H. Deckoff | ||
| Name: | Stephen H. Deckoff | ||
| Title: | Managing Principal | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Black Diamond CLO 2014-1 Ltd. | |||
| By: Black Diamond CLO 2014-1 Adviser, | |||
| L.L.C. | |||
| As its Collateral Manager | |||
| By: | /s/ Stephen H. Deckoff | ||
| Name: | Stephen H. Deckoff | ||
| Title: | Managing Principal | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Dauphin Funding LLC | |||
| By: FS Global Credit Opportunities Fund as | |||
| Sole Member | |||
| By: GSO Capital Partners LP as Sub-Adviser | |||
| By: | /s/ Thomas Iannarone | ||
| Name: | Thomas Iannarone | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| SSD LOAN FUNDING LLC | |||
| By: Citibank, N.A., | |||
| By: | /s/ Tina Tran | ||
| Name: | Tina Tran | ||
| Title: | Director | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| BLT 13 LLC | |||
| By: | /s/ Robert Healey | ||
| Name: | Robert Healey | ||
| Title: | Authorized Signatory | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| BATTALION CLO III LTD. | |||
| BY: BRIGADE CAPITAL MANAGEMENT | |||
| LP As Collateral Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Battalion CLO V Ltd. | |||
| By: BRIGADE CAPITAL MANAGEMENT, | |||
| LP as Collateral Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Battalion CLO VI Ltd. | |||
|
By: Brigade Capital Management, LP as Collateral Manager |
|||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Battalion CLO VII Ltd. | |||
|
By: Brigade Capital Management, LP as Collateral Manager |
|||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Goldman Sachs Trust II- Goldman Sachs | |||
| Multi-Manager Alternatives Fund | |||
| By: BRIGADE CAPITAL MANAGEMENT, | |||
| LP as Investment Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JPMC Retirement Plan Brigade Bank Loan | |||
| BY: BRIGADE CAPITAL MANAGEMENT, | |||
| LP As Investment Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JP Morgan Chase Retirement Plan | |||
| BY: BRIGADE CAPITAL MANAGEMENT, | |||
| LP As Investment Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Virtus Alternative Income Solution Fund | |||
| By: Brigade Capital Management, LP as | |||
| Investment Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Virtus Alternative Total Solution Fund | |||
| By: Brigade Capital Management, LP as | |||
| Investment Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Virtus Alternative Inflation Solution Fund | |||
| By: Brigade Capital Management, LP as | |||
| Investment Manager | |||
| By: | /s/ James Keogh | ||
| Name: | James Keogh | ||
| Title: | Bank Debt Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Canyon Capital CLO 2012-1 Ltd. | |||
| BY: Canyon Capital Advisors, its Asset | |||
| Manager | |||
| By: | /s/ Jonathan M. Kaplan | ||
| Name: | Jonathan M. Kaplan | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Canyon Capital CLO 2014-1 Ltd. | |||
| BY: Canyon Capital Advisors, its Asset | |||
| Manager | |||
| By: | /s/ Jonathan M. Kaplan | ||
| Name: | Jonathan M. Kaplan | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Canyon Capital CLO 2014-2 Ltd. | |||
| BY: Canyon Capital Advisors, its Asset | |||
| Manager | |||
| By: | /s/ Jonathan M. Kaplan | ||
| Name: | Jonathan M. Kaplan | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Canyon Capital CLO 2015-1, LTD. | |||
| By: Canyon Capital Advisors LLC, | |||
| a Delaware limited liability company, | |||
| its Collateral Manager | |||
| By: | /s/ Jonathan M. Kaplan | ||
| Name: | Jonathan M. Kaplan | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Active Portfolios Multi-Manager Core Plus Bond Fund | |||
| BY: TCW Asset Management Company as Investment Manager | |||
| By: | /s/ Bibi Khan | ||
| Name: | Bibi Khan | ||
| Title: | Managing Director | ||
| By: | /s/ Nora Olan | ||
| Name: | Nora Olan | ||
| Title: | Senior Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| CORNELL UNIVERSITY | |||
| By: | /s/ Eitan Mecameo | ||
| Name: | Eitan Mecameo | ||
| Title: | Partner | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| COVENANT CREDIT PARTNERS CLO I, LTD., | |||
| By: | /s/ Brian Horton | ||
| Name: | Brian Horton | ||
| Title: | MD | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ATRIUM IX | |||
| By: Credit Sales Asset Management, LLC, as Portfolio manager | |||
| By: | /s/ Ilan Friedman | ||
| Name: | Ilan Friedman | ||
| Title: | Authorized Signatory | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| ATRIUM VIII | ||
| By: Credit Suisse Asset Management LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| ATRIUM XI | ||
| By: Credit Suisse Asset Management LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| BA/CSCREDIT I LLC | ||
| By: Credit Suisse Asset Management LLC, as its investment manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Bentham Wholesale Syndicated Loan Fund | ||
| By: Credit Salm Asset Management, LLC, as Agent (Sub-advisor) to Challenger investment Services Limited, the Responsible Entity for Bentham Wholesale Syndicated Loan Fund | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Credit Suisse High Yield Bond Fund | ||
| By: Credit Suisse Asset Management, LLC, as Investment adviser | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| HYFI LOAN FUND | ||
| By: Credit Suisse Asset Management, LLC, as Investment manager | ||
| By: | ||
| Name: | ||
| Title: | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MADISON PARK FUNDING XIV, LTD. | ||
| By: Credit Suisse Asset Management, LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MADISON PARK FUNDING IX, LTD. | ||
| By: Credit Suisse Asset Management, LLC, as portfolio manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| PK-SSL Investment Fund Limited Partnership | ||
| By: Credit Suisse Asset Management, LLC, as Investment manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| QUALCOMMGLOBAL TRADING PTE. LTD. | ||
| By: Credit Suisse Asset Management, LLC, as Investment manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| State of New Mexico State Investment Council | ||
| By authority delegated to the New Mexico State Investment Office | ||
| By Credit Suisse Asset Management, LLC, Its Investment manager | ||
| ` | By: | |
| Name: | ||
| Title: | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| THE RATON CORPORATION MASTER RETIREMENT TRUST | ||
| By: Credit Suisse Asset Management, LLC, as investment manager | ||
| By: | /s/ Ilan Friedman | |
| Name: | Ilan Friedman | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Bell Atlantic Master Trust | ||
| By: Credit Value Partners LP, as Authorized Signatory | ||
| By: | /s/ Joseph Matteo | |
| Name: | Joseph Matteo | |
| Title: | Partner | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| CREDIT VALUE MASTER FUND III, L.P. | ||
| BY: Credit Value Partners, LP, as Investment Manager | ||
| By: | /s/ Joseph Matteo | |
| Name: | Joseph Matteo | |
| Title: | Partner | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| CVP Cascade CLO-1 Ltd. | ||
| BY: Credit Value Partners, LP, as Investment Manager | ||
| By: | /s/ Joseph Matteo | |
| Name: | Joseph Matteo | |
| Title: | Partner | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| CVP Cascade CLO-2 Ltd. | ||
| BY: Credit Value Partners, LP, as Investment Manager | ||
| By: | /s/ Joseph Matteo | |
| Name: | Joseph Matteo | |
| Title: | Partner | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| CVP Cascade CLO-3 Ltd. | ||
| By: CVP CLO Manager, LLC | ||
| as Investment Manager | ||
| By: | /s/ Joseph Matteo | |
| Name: | Joseph Matteo | |
| Title: | Partner | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Patagonia Trading, LLC | ||
| By: SunTrust Bank, as manager | ||
| By: | /s/ Dougles Weltz | |
| Name: | Dougles Weltz | |
| Title: | Director | |
| By: | ||
| Name: | N/A | |
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| DEUTSCHE BANK AG NEW YORK BRANCH | ||
| By: DB Services New Jersey, Inc | ||
| By: | /s/ Deirdre Cesario | |
| Name: | Deirdre Cesario | |
| Title: | Assistant Vice President | |
| By: | /s/ Raymond Chin | |
| Name: | Raymond Chin | |
| Title: | Assistant Vice President | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Vibrant CLO II, Ltd. | ||
| By: DFG Investment Advisers, Inc., as Portfolio Manager | ||
| By: | /s/ David Millison | |
| Name: | David Millison | |
| Title: | Managing Partner and Senior Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| VIBRANT CLO, LTD. | ||
| By: DFG Investment Advisers, Inc. as Portfolio Manager | ||
| By: | /s/ David Millison | |
| Name: | David Millison | |
| Title: | Managing Partner and Senior Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| FPA NEW INCOME, INC. | ||
| By: | /s/ E. LAKE SETZLER III | |
| Name: | E. LAKE SETZLER III | |
| Title: | TREASURER | |
| By: | /s/ J. RICHARD ATWOOD | |
| Name: | J. RICHARD ATWOOD | |
| Title: | PRESIDENT | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| INFIRMARY HEALTY SYSTEM, INC. | ||
| By: | /s/ E. LAKE SETZLER III | |
| Name: | E. LAKE SETZLER III | |
| Title: | SVP & CONTROLLER | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| INOVA HEALTH SYSTEM FOUNDATION | ||
| By: | /s/ E. LAKE SETZLER III | |
| Name: | E. LAKE SETZLER III | |
| Title: | SVP & CONTROLLER | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MOTION PICTURE INDUSTRY INDIVIDUAL ACCOUNT PLAN | ||
| By: | /s/ E. LAKE SETZLER III | |
| Name: | E. LAKE SETZLER III | |
| Title: | SVP & CONTROLLER | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| MOTION PICTURE INDUSTRY HEALTH PLAN (ACTIVE) | |||
| By: | /s/ E. LAKE SETZLER III | ||
| Name: | E. LAKE SETZLER III | ||
| Title: | SVP & CONTROLLER | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| MOTION PICTURE INDUSTRY PENSION PLAN | |||
| By: | /s/ E. LAKE SETZLER III | ||
| Name: | E. LAKE SETZLER III | ||
| Title: | SVP & CONTROLLER | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| MOTION PICTURE INDUSTRY HEALTH PLAN (RETIREE) | |||
| By: | /s/ E. LAKE SETZLER III | ||
| Name: | E. LAKE SETZLER III | ||
| Title: | SVP & CONTROLLER | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| SCREEN ACTORS GUILD PRODUCERS PENSION PLAN | |||
| By: | /s/ E. LAKE SETZLER III | ||
| Name: | E. LAKE SETZLER III | ||
| Title: | SVP & CONTROLLER | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| SCREEN ACTORS GUILD PRODUCERS HEALTH PLAN | |||
| By: | /s/ E. LAKE SETZLER III | ||
| Name: | E. LAKE SETZLER III | ||
| Title: | SVP & CONTROLLER | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| THE HEALTH PLAN OF THE UPPER OHIO VALLEY, INC. | |||
| By: | /s/ E. LAKE SETZLER III | ||
| Name: | E. LAKE SETZLER III | ||
| Title: | SVP & CONTROLLER | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Blue Shield of California | |||
| By: | /s/ DAVID ARDINI | ||
| Name: | DAVID ARDINI | ||
| Title: | ASST. VICE PRESIDENT | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin CLO VI, Ltd. | |||
| By: | /s/ DAVID ARDINI | ||
| Name: | DAVID ARDINI | ||
| Title: |
FRANKLIN ADVISERS, INC. AS COLLATERAL
MANAGER
VICE PRESIDENT |
||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Floating Rate Master Trust – Franklin Floating Rate Master Series | |||
| By: | /s/ Madeline Lam | ||
| Name: | Madeline Lam | ||
| Title: | Asst. Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Investors Securities Trust - Franklin Floating Rate Daily Access Fund | |||
| By: | /s/ MADELINE LAM | ||
| Name: | MADELINE LAM | ||
| Title: | VICE PRESIDENT | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Templeton Series II Funds – Franklin Floating Rate II Fund | |||
| By: | /s/ Madeline Lam | ||
| Name: | Madeline Lam | ||
| Title: | Asst. Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Strategic Income Fund (Canada) | |||
| By: | /s/ Hague Van Dillen | ||
| Name: | Hague Van Dillen | ||
| Title: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Strategic Series-Franklin Strategic Income Fund | |||
| By: | /s/ Hague Van Dillen | ||
| Name: | Hague Van Dillen | ||
| Title: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Templeton Variable Insurance Products Trust-Franklin Strategic Income VIP Fund | |||
| By: | /s/ Hague Van Dillen | ||
| Name: | Hague Van Dillen | ||
| Title: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Muir Woods CLO, Ltd. | |||
| By: | /s/ DAVID ARDINI | ||
| Name: | DAVID ARDINI | ||
| Title: | FRANKLIN ADVISERS, INC. AS COLLATERAL MANAGER | ||
| VICE PRESIDENT | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Commonwealth Fixed Interest Fund 17 | |||
| By: | /s/ Rable Abas | ||
| Name: | Rable Abas | ||
| Title: | Attorney | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Bissett Bond Fund | |||
| By: | /s/ HEATHER MCOUATT | ||
| Name: | HEATHER MCOUATT | ||
| Title: | V.P., Portfolio Manager | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Bissett Canadian Short Term Bond Fund | |||
| By: | /s/ HEATHER MCOUATT | ||
| Name: | HEATHER MCOUATT | ||
| Title: | V.P., Portfolio Manager | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Bissett Corporate Bond Fund | |||
| By: | /s/ HEATHER MCOUATT | ||
| Name: | HEATHER MCOUATT | ||
| Title: | V.P., Portfolio Manager | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., ON DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Investors Securities Trust-Franklin Real Return Fund | |||
| By: | /s/ Hague Van Diller | ||
| Title: | Hague Van Diller | ||
| Name: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Investors Securities Trust-Franklin Low Duration Total Return Fund | |||
| By: | /s/ Hague Van Dillen | ||
| Name: | Hague Van Dillen | ||
| Title: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Franklin Templeton Total Return FDP Fund of FDP Series, Inc. | |||
| By: | /s/ Hague Van Dillen | ||
| Name: | Hague Van Dillen | ||
| Title: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Kansas Public Employees Retirement System | |||
| By: | /s/ Hague Van Dillen | ||
| Name: | Hague Van Dillen | ||
| Title: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Met Investors Series Trust — Met/Franklin Low Duration Total Return Portfolio | |||
| By: | /s/ Hague Van Dillen | ||
| Name: | Hague Van Dillen | ||
| Title: | Authorized Signer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| City of New York Group Trust | |||
| BY: GoldenTree Asset Management, L.P. | |||
| By: | /s/ Karen Weber | ||
| Name: | Karen Weber | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| GoldenTree Loan Opportunities IX, Limited | |||
| By: GoldenTree Asset Management, LP | |||
| By: | /s/ Karen Weber | ||
| Name: | Karen Weber | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| The Western and Southern Life Insurance Company | |||
| By: GoldenTree Asset Management, LP | |||
| By: | /s/ Karen Weber | ||
| Name: | Karen Weber | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Watford Re Ltd. | |||
| By: Highbridge Principal Strategies, LLC, its | |||
| investment manager | |||
| By: | /s/ Serge Adam | ||
| Name: | Serge Adam | ||
| Title: | Managing Director | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ZURICH AMERICAN INSURANCE COMPANY | |||
| By: Highbridge Principal Strategies, LLC as Investment Manager | |||
| By: | /s/ Serge Adam | ||
| Name: | Serge Adam | ||
| Title: | Managing Director | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACIS CLO 2013-1 LTD. | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACIS CLO 2013-2 LTD | |||
| By: Acis Capital Management, L.P., its Portfolio Manager | |||
| By: Acis Capital Management GP, LLC, its general partner | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACIS CLO 2014-3, Ltd. | |||
| By: Highland Capital Management, L.P., As Collateral Manager | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACIS CLO 2014-4, Ltd. | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACIS CLO 2014-5, Ltd. | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ACIS CLO 2015-6, Ltd | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Bandera Strategic Credit Partners I, LP | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Highland Floating Rate Opportunities Fund | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Highland Global Allocation Fund | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Highland Loan Master Fund, L.P. | |||
| By: Highland Capital Loan GP, LLC, its general partner | |||
| By: Highland Capital Management, L.P., its sole member | |||
| By: Strand Advisors Inc., its General Partner | |||
| By: | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Highland Opportunistic Credit Fund | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Longhorn Credit Funding, LLC | |||
| BY: Highland Capital Management, L.P., As | |||
| Collateral Manager | |||
| By: | /s/ Carter Chism | ||
| Name: | Carter Chism | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| NewMark Capital Funding 2014-2 CLO Ltd. | |||
| By: NewMark Capital LLC, as Collateral Manager | |||
| By: | /s/ Mark Gold | ||
| Name: | Mark Gold | ||
| Title: | Managing Partner, CEO & CIO | ||
| [By: | |||
| Name: | |||
| Title:] 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| NewMark Capital Funding 2013-1 CLO Ltd. | |||
| By: NewMark Capital LLC, as Collateral Manager | |||
| By: | /s/ Mark Gold | ||
| Name: | Mark Gold | ||
| Title: | Managing Partner, CEO & CIO | ||
| [By: | |||
| Name: | |||
| Title:] 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
|
ICE 3: GLOBAL CREDIT CLO LIMITED BY: ICE CANYON LLC, its Collateral Manager |
|||
| By: | /s/ Jonathan M. Kaplan | ||
| Name: | Jonathan M. Kaplan | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| ICE Global Credit CLO Limited | |||
| By: ICE Canyon LLC, its Collateral Manager | |||
| By: | /s/ Jonathan M. Kaplan | ||
| Name: | Jonathan M. Kaplan | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | ||
| Invesco Corporate Class Inc. (for its Trimark Global Balanced Class), as a lender, | ||
|
By: Invesco Canada Ltd, in its capacity as the
Manager of Trimark Global Balanced Class of Invesco Corporate Class Inc. |
||
| /s/ Isam Walji | ||
| Name: Isam Walji | ||
| Title: Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | ||
| Trimark Adavantage Bond Fund, as a lender, | ||
| By: Invesco Canada Ltd, in its capacity as the | ||
| Manager of Trimark Advantage Bond Fund. | ||
| /s/ Isam Walji | ||
| Name: Isam Walji | ||
| Title: Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | ||
| Trimark Floating Rate Income Fund, as a lender, | ||
|
By: Invesco Canada Ltd, in its capacity as the
Manager of Trimark Floating Rate Income Fund. |
||
| / s / Isam Walji | ||
| Name: Isam Walji | ||
| Title: Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | ||
| Trimark Global Balanced Fund, as a lender, | ||
|
By: Invesco Canada Ltd, in its capacity as the
Manager of Trimark Global Balanced Fund. |
||
| / s / Isam Walji | ||
| Name: Isam Walji | ||
| Title: Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | ||
| Trimark Global High Yield Bond Fund, as a lender, | ||
|
By: Invesco Canada Ltd, in its capacity as the
Manager of Trimark Global High Yield Fund. |
||
| / s / Isam Walji | ||
| Name: Isam Walji | ||
| Title: Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Janus US High Yield Fund | |||
| By: Janus Capital Fund Plc | |||
| By: | /s/ Carrie Barrera | ||
| Name: | Carrie Barrera | ||
| Title: | Closer | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Janus Global High Yield Fund | |||
| By: Janus Capital Fund Plc | |||
| By: | /s/ Carrie Barrera | ||
| Name: | Carrie Barrera | ||
| Title: | Closer | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Janus High-Yield Fund | |||
| By: | /s/ Charles Turner | ||
| Name: | Charles Turner | ||
| Title: | Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Janus Multi Sector Income Fund Craig Brown | |||
| By: | /s/ Charles Turner | ||
| Name: | Charles Turner | ||
| Title: | Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| JFIN REVOLVER CLO 2014 LTD. | |||
| By: Jefferies Finance LLC, as Portfolio Manager | |||
| By: | /s/ J. Paul McDonnell | ||
| Name: | J. Paul McDonnell | ||
| Title: | Managing Director | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| JEFFERIES LEVERAGED CREDIT PRODUCTS, LLC | ||
| By: | /s/ William P. McLoughlin | |
| Name: | William P. McLoughlin | |
| Title: |
Senior
Vice President
Jefferles Leveraged Credit Products, LLC |
|
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| ACE Bermuda Insurance Ltd | ||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| ACE Tempest Reinsurance Ltd | ||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| KKR FINANCIAL CLO 2013-2, LTD. | ||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| KKR FINANCIAL CLO 2012-1, LTD. | ||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| KKR FINANCIAL CLO 2013-1, LTD. | ||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Maryland State Retirement and Pension System | ||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Oregon Public Employees Retirement Fund | ||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
|
US
Income Strategy Fund of Nikko AM
InvestmentTrust (Cayman) |
||
| By: | /s/ Philip Davidson | |
| Name: | Philip Davidson | |
| Title: | Authorized Signatory | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Liberty Mutual Insurance Company | ||
| By: | /s/ Sheila Finnerty | |
| Name: | Sheila Finnerty | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Liberty Mutual Retirement Plan Master Trust | ||
| By: | /s/ Sheila Finnerty | |
| Name: | Sheila Finnerty | |
| Title: | Authorized Signatory | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| LOOMIS SAYLES SENIOR FLOATING | ||
| RATE AND FIXED INCOME TRUST, | ||
| As Lender | ||
| By: | Loomis Sayles Trust Company, LLC, | |
|
As
Trustee of Loomis Sayles Senior Floating
Rate and Fixed Income Trust |
||
| By: | /s/ Mary McCarthy | |
| Name: | Mary McCarthy | |
| Title: | Vice President |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| LOOMIS SAYLES SENIOR | ||
| FLOATING RATE & FIXED INCOME FUND, | ||
| As Lender | ||
| By: | Loomis, Sayles & Company, L.P., | |
| Its Investment Adviser | ||
| By: | Loomis, Sayles & Company, Incorporated, | |
| Its General Partner | ||
| By: | /s/ Mary McCarthy | |
| Name: | Mary McCarthy | |
| Title: | Vice President |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Metropolitan West Floating Rate Income Fund | ||
| BY: Metropolitan West Asset Management as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Metropolitan West High Yield Bond Fund | ||
| BY: Metropolitan West Asset Management as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Pictet - US High Yield | ||
| BY: Metropolitan West Asset Management as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Pictet Sicav II - US High Yield | ||
| BY: Metropolitan West Asset Management as Investment Manager | ||
| By: | /s/ Bibi Khan | |
| Name: | Bibi Khan | |
| Title: | Managing Director | |
| By: | /s/ Nora Olan | |
| Name: | Nora Olan | |
| Title: | Senior Vice President | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MidOcean Credit CLO I | ||
| By: | /s/ Jim Wiant | |
| Name: | Jim Wiant | |
| Title: | Managing Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MidOcean Credit CLO II | ||
| By: MidOcean Credit Fund Management LP, as Portfolio Manager | ||
| By: Ultramar Credit Holdings, Ltd., its General Partner | ||
| By: | /s/ Jim Wiant | |
| Name: | Jim Wiant | |
| Title: | Managing Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MidOcean Credit CLO III | ||
| By: MidOcean Credit Fund Management LP, as Portfolio Manager | ||
| By: Ultramar Credit Holdings, Ltd., its General Partner | ||
| By: | /s/ Jim Wiant | |
| Name: | Jim Wiant | |
| Title: | Managing Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MidOcean Credit CLO IV | ||
| By: MidOcean Credit Fund Management LP, as Portfolio Manager | ||
| By: Ultramar Credit Holdings, Ltd., its General Partner | ||
| By: | /s/ Jim Wiant | |
| Name: | Jim Wiant | |
| Title: | Managing Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| MidOcean Credit Opportunity Master Fund, LP | ||
| By: | /s/ Jim Wiant | |
| Name: | Jim Wiant | |
| Title: | Managing Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Venture IX CDO, Limited | ||
| BY: its investment advisor, MJX Asset | ||
| Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Venture X CLO, Limited | ||
| BY: its investment advisor, MJX Asset | ||
| Management, LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Venture XI CLO, Limited | ||
| BY: its investment advisor, MJX Asset | ||
| Management, LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| VENTURE XII CLO, Limited | ||
| BY: its investment advisor | ||
| MJX Asset Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| VENTURE XIII CLO, Limited | ||
| BY: its Investment Advisor | ||
| MJX Asset Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| VENTURE XIV CLO, Limited | ||
| By: its investment advisor | ||
| MJX Asset Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| VENTURE XIX CLO, Limited | ||
| By: its investment advisor | ||
| MJX Asset Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| VENTURE XV CLO, Limited | ||
| By: its investment advisor | ||
| MJX Asset Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| VENTURE XVI CLO, Limited | ||
| By: its investment advisor | ||
| MJX Asset Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Venture XVII CLO Limited | ||
| BY: its investment advisor, MJX Asset | ||
| Management, LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Venture XVIII CLO, Limited | ||
| By: its investment advisor | ||
| MIX Asset Management LLC | ||
| By: | /s/ John P. Calaba | |
| Name: | John P. Calaba | |
| Title: | Portfolio Manager | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Oaktree CLO 2014-2 Ltd. | ||
| By: Oaktree Capital Management, L.P. | ||
| Its: Collateral Manager | ||
| By: | /s/ Narmeen Azad | |
| Name: | Narmeen Azad | |
| Title: | Vice President | |
| By: | /s/ Armen Panossian | |
| Name: | Armen Panossian | |
| Title: | Managing Director | |
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Citi Loan Funding OFS8 LLC, | ||
| By: Citibank, N.A., | ||
| By: | /s/ Paul Plank | |
| Name: | Paul Plank | |
| Title: | Director | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OFSI Fund V, Ltd. | ||||
| By: | OFS Capital Management, LLC | |||
| Its: | Collateral Manager | |||
| By: | /s/ SEAN C. KELLEY | |||
| Name: | SEAN C. KELLEY | |||
| Title: | DIRECTOR | |||
| [By: | ||||
| Name: | ||||
| Title:] 1 | ||||
1 If second signature line is required
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OFSI Fund VI, Ltd. | ||||
| By: | OFS Capital Management, LLC | |||
| Its: | Collateral Manger | |||
| By: | /s/ SEAN C. KELLEY | |||
| Name: | SEAN C. KELLEY | |||
| Title: | DIRECTOR | |||
| [By: | ||||
| Name: | ||||
| Title:] 1 | ||||
1 If second signature line is required
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OFSI Fund VII, Ltd. | ||||
| By: | OFS Capital Management, LLC | |||
| Its: | Collateral Manage | |||
| By: | /s/ SEAN C. KULEY | |||
| Name: | SEAN C. KULEY | |||
| Title: | DIRECTOR | |||
| [By: | ||
| Name: | ||
| Title:] 1 |
1 If second signature line is required
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM Funding II, Ltd. | ||
| By: Och-Ziff Loan Management LP, collateral manager | ||
| By: Och-Ziff Loan Management LLC , its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM Funding III, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner |
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM Funding IV, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM Funding, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM Funding V, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM IX, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM VI, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM VII, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM VIII, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM X, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG BULK SHIPS, INC., THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| OZLM XI, Ltd. | ||
| By: Och-Ziff Loan Management LP, its collateral manager | ||
| By: Och-Ziff Loan Management LLC, its general partner | ||
| By: | /s/ Joel Frank | |
| Name: | Joel Frank | |
| Title: | Chief Financial Officer | |
[Signature Page to First Amendment to OIN Team Loan Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT |
| Benefit Street Partners CLO III, Ltd. | ||
| By: | /s/ Todd Marsh | |
| Name: | Todd Marsh | |
| Title: | Authorized Signer | |
| By: | ||
| Name: | ||
| Title: | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Benefit Street Partners CLO V, Ltd. | |||
| By: | /s/ Todd Marsh | ||
| Name: | Todd Marsh | ||
| Title: | Authorized Signer | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Benefit Street Partners CLO VI, Ltd. | |||
| By: | /s/ Todd Marsh | ||
| Name: | Todd Marsh | ||
| Title: | Authorized Signer | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| CORBIN OPPORTUNTY FUND, L.P. | |||
| By: Corbin Capital Partners, L.P., solely in its capacity as investment manager | |||
| By: | /s/ Daniel Friedman | ||
| Name: | Daniel Friedman | ||
| Title: | General Counsel | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| PONTUS HOLDINGS LTD. | |||
| By: | /s/ Russell F. Bryant | ||
| Name: | Russell F. Bryant | ||
| Title: | Chief Financial Officer | ||
| Quadrant Capital Advisors, Inc. | |||
| Investment Advisor to Pontus Holdings Ltd. | |||
| [By: | |||
| Name: | |||
| Title:] 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
|
[NAME OF LENDER]
Redwood Opportunity Master Fund, Ltd |
|||
| By: Redwood Capital Management, LLC, its Investment Manager | |||
| By: | /s/ Ruben Kliksberg | ||
| Name: | Ruben Kliksberg | ||
| Title: | Authorized Signatory | ||
| [By: | |||
| Name: | |||
| Title:] 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Reef Road Capital, LLC on behalf of Reef Road Master Fund, Ltd. | |||
| By: | /s/ Eric Rosen | ||
| Name: | Eric Rosen | ||
| Title: | Chief Investment Officer | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| CAVALRY CLO II | |||
| By: Regiment Capital Management, LLC, its Investment Adviser | |||
| By: | /s/ Mark Brostowski | ||
| Mark Brostowski | |||
| Authorized Signatory | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| CAVALRY CLO III, LTD. | |||
| By: Regiment Capital Management, LLC, its Investment Adviser | |||
| By: | /s/ Mark A. Brostowski | ||
| Mark A. Brostowski | |||
| Authorized Signatory | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| CAVALRY CLO IV, LTD. | |||
| By: Regiment Capital Management, LLC, its Investment Adviser | |||
| By: | /s/ Mark A. Brostowski | ||
| Mark A. Brostowski | |||
| Authorized Signatory | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| RIMROCK HIGH INCOME PLUS (MASTER) FUND, LTD. | |||
| RIMROCK LOW VOLATILITY (MASTER) FUND, LTD. | |||
| as a Lender | |||
| By: | Rimrock Capital, as its investment manager | ||
| By: | /s/ S. Blumetti | ||
| Name: | S. Blumetti | ||
| Title: | MD | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Avery Point II CLO, Limited | |||
| BY: Sankaty Advisors, LLC, as Portfolio | |||
| Manager | |||
| By: | /s/ Andrew S. Viens | ||
| Name: | Andrew S. Viens | ||
| Title: | Sr. Vice President of Operations | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Avery Point IV CLO, Limited | |||
| BY: Sankaty Advisors, LLC, as Portfolio | |||
| Manager | |||
| By: | /s/ Andrew Viens | ||
| Name: | Andrew Viens | ||
| Title: | Sr. Vice President of Operations | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Avery Point V CLO, Limited | |||
| BY: Sankaty Advisors, LLC, as Portfolio Manager | |||
| By: | /s/ Andrew Viens | ||
| Name: | Andrew Viens | ||
| Title: | Document Control Team | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Race Point IX CLO, Limited | |||
| By: Sankaty Advisors, LLC as Portfolio Manager | |||
| By: | /s/ Andrew Viens | ||
| Name: | Andrew Viens | ||
| Title: | Document Control Team | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Race Point VI CLO, Limited | |||
| By: Sankaty Advisors, LLC, as Portfolio Manager | |||
| By: | /s/ Andrew Viens | ||
| Name: | Andrew Viens | ||
| Title: | Sr. Vice President of Operations | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Race Point VII CLO, Limited | |||
| By: Sankaty Advisors, LLC as Portfolio Manager | |||
| By: | /s/ Andrew Viens | ||
| Name: | Andrew Viens | ||
| Title: | Sr. Vice President of Operations | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Race Point VIII CLO, Limited | |||
| BY: Sankaty Advisors, LLC as Portfolio Manager | |||
| By: | /s/ Andrew Viens | ||
| Name: | Andrew Viens | ||
| Title: | Sr. Vice President of Operations | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Solus Senior High Income Fund LP | |||
| By: Solus Alternative Asset Management LP | |||
| Its Investment Advisor | |||
| By: | /s/ Christopher Pucillo | ||
| Name: | Christopher Pucillo | ||
| Title: | President | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Steele Creek CLO 2014-1, LTD. | |||
| BY: Steele Creek Investment Management LLC | |||
| By: | /s/ Alan DeKeukelaere | ||
| Name: | Alan DeKeukelaere | ||
| Title: | Senior Research Analyst | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Steele Creek CLO 2015-1, LTD. | |||
| By: | /s/ Alan DeKeukelaere | ||
| Name: | Alan DeKeukelaere | ||
| Title: | Senior Research Analyst | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Figueroa CLO 2013-1, Ltd. | |||
| BY: TCW Asset Management Company as | |||
| Investment Manager | |||
| By: | /s/ Bibi Khan | ||
| Name: | Bibi Khan | ||
| Title: | Managing Director | ||
| By: | /s/ Nora Olan | ||
| Name: | Nora Olan | ||
| Title: | Senior Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| FIGUEROA CLO 2013-2, LTD | |||
| BY: TCW Asset Management Company as | |||
| Investment Manager | |||
| By: | /s/ Bibi Khan | ||
| Name: | Bibi Khan | ||
| Title: | Managing Director | ||
| By: | /s/ Nora Olan | ||
| Name: | Nora Olan | ||
| Title: | Senior Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Figueroa CLO 2014-1, Ltd. | |||
| BY: TCW Asset Management Company as | |||
| Investment Manager | |||
| By: | /s/ Bibi Khan | ||
| Name: | Bibi Khan | ||
| Title: | Managing Director | ||
| By: | /s/ Nora Olan | ||
| Name: | Nora Olan | ||
| Title: | Senior Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Variable Portfolio - TCW Core Plus Bond Fund | |||
| BY: TCW Asset Management Company as Investment Manager | |||
| By: | /s/ Bibi Khan | ||
| Name: | Bibi Khan | ||
| Title: | Managing Director | ||
| By: | /s/ Nora Olan | ||
| Name: | Nora Olan | ||
| Title: | Senior Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| NAGANO FUNDING ULC | |||
| By: | /s/ Shehzeen Ahmed | ||
| Name: | Shehzeen Ahmed | ||
| Title: | Authorized Signatory | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| [NAME OF LENDER] Trinitas CLO II, LTD. | |||
| By: | /s/ Gibran Mahmud | ||
| Name: | Gibran Mahmud | ||
| Title: | Chief Investment Officer of Triumph Capital Advisors, LLC as Asset Manager | ||
| [By: | |||
| Name: | |||
| Title: 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| [NAME OF LENDER] Trinitas CLO III, LTD. | |||
| By: | /s/ Gibran Mahmud | ||
| Name: | Gibran Mahmud | ||
| Title: | Chief Investment Officer of Triumph Capital Advisors, LLC as Asset Manager | ||
| [By: | |||
| Name: | |||
| Title: 1 | |||
1 If second signature line is required.
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Mt. Whitney Securities, LLC | |||
| By: | /s/ Charles C Williams Jr | ||
| Name: | Charles C Williams Jr | ||
| Title: | Operations Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Wells Fargo Advantage Multi-Sector Income Fund | |||
| By: | /s/ Charles C Williams Jr | ||
| Name: | Charles C Williams Jr | ||
| Title: | Operations Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Wells Fargo Advantage Strategic Income Fund | |||
| By: | /s/ Charles C Williams Jr | ||
| Name: | Charles C Williams Jr | ||
| Title: | Operations Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Floating Rate Loan Fund, a series of 525 | |||
| Market Street Fund, LLC | |||
| by: Wells Capital Management, Investment Advisor | |||
| By: | /s/ Charles C Williams Jr | ||
| Name: | Charles C Williams Jr | ||
| Title: | Operations Manager | ||
| By: | |||
| Name: | |||
| Title: | |||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| Western Alliance Bank | |||
| By: | /s/ Roharn Medifar | ||
| Name: | Roharn Medifar | ||
| Title: | Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| York CLO-1 Ltd. | |||
| By: | /s/ Rizwan Akhter | ||
| Name: | Rizwan Akhter | ||
| Title: | Authorized Signatory | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]
| SIGNATURE PAGE TO THE FIRST AMENDMENT TO CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG OVERSEAS SHIPHOLDING GROUP, INC., OSG INTERNATIONAL, INC., OIN DELAWARE LLC, THE OTHER LOAN PARTIES PARTY THERETO, THE LENDERS PARTY THERETO AND JEFFERIES FINANCE LLC, AS ADMINISTRATIVE AGENT | |||
| SUNRISE PARTNERS LIMITED PARTNERSHIP | |||
| By: Paloma Partners Management Company, general partner | |||
| By: | /s/ Douglas W. Ambrose | ||
| Name: | Douglas W. Ambrose | ||
| Title: | Executive Vice President | ||
[Signature Page to First Amendment to OIN Credit Agreement (2015)]