Overseas Shipholding Group, Inc.
|
(Name of Issuer)
|
Class A Common Stock, par value $0.01 per share
|
(Title of Class of Securities)
|
69036R103
|
(CUSIP Number)
|
August 5, 2014
|
(Date of Event which Requires Filing of this Statement)
|
|
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
o Rule 13d-1(b)
|
x Rule 13d-1(c)
|
o Rule 13d-1(d)
|
CUSIP No. 69036R103 | 13G | Page 2 of 13 Pages |
1
|
NAME OF REPORTING PERSONS:
Alden Global Adfero BPI Fund, Ltd. (1)
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
||
6
|
SHARED VOTING POWER
2,681,930
|
|||
7
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
8
|
SHARED DISPOSITIVE POWER
2,681,930
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,681,930 shares
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
.86%
|
|||
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. 69036R103 | 13G | Page 3 of 13 Pages |
1
|
NAME OF REPORTING PERSONS:
Alden Global Opportunities Master Fund, L.P. (1)
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
||
6
|
SHARED VOTING POWER
6,660,229 shares
|
|||
7
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
8
|
SHARED DISPOSITIVE POWER
6,660,229 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,660,229 shares
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.12%
|
|||
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
CUSIP No. 69036R103 | 13G | Page 4 of 13 Pages |
1
|
NAME OF REPORTING PERSONS:
Wilshire Institutional Master Fund II SPC — Wilshire Alden Global Event Driven Opportunities Segregated Portfolio (1)
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
||
6
|
SHARED VOTING POWER
1,430,972 shares
|
|||
7
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
8
|
SHARED DISPOSITIVE POWER
1,430,972 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,430,972 shares
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
.46%
|
|||
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. 69036R103 | 13G | Page 5 of 13 Pages |
1
|
NAME OF REPORTING PERSONS:
Alden Global Value Recovery Master Fund, L.P. (1)
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
||
6
|
SHARED VOTING POWER
17,438,054 shares
|
|||
7
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
8
|
SHARED DISPOSITIVE POWER
17,438,054 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
17,438,054 shares
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.48%
|
|||
12
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
CUSIP No. 69036R103 | 13G | Page 6 of 13 Pages |
1
|
NAME OF REPORTING PERSONS:
Turnpike Limited (1)
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
||
6
|
SHARED VOTING POWER
6,587,781 shares
|
|||
7
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
8
|
SHARED DISPOSITIVE POWER
6,587,781
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,587,781 shares
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.09%
|
|||
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. 69036R103 | 13G | Page 7 of 13 Pages |
1
|
NAME OF REPORTING PERSONS:
Alden Global Capital Limited (1)
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Jersey (Channel Islands)
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
||
6
|
SHARED VOTING POWER
34,798,966 shares
|
|||
7
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
8
|
SHARED DISPOSITIVE POWER
34,798,966
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
34,798,966 shares
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.74%
|
|||
12
|
TYPE OF REPORTING PERSON (See Instructions)
CO
|
CUSIP No. 69036R103 | 13G | Page 8 of 13 Pages |
1
|
NAME OF REPORTING PERSONS:
Alden Global Capital LLC (1)
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) o
(b) x
|
|||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
State of Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 shares
|
||
6
|
SHARED VOTING POWER
34,798,966 shares
|
|||
7
|
SOLE DISPOSITIVE POWER
0 shares
|
|||
8
|
SHARED DISPOSITIVE POWER
34,798,966 shares
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
34,798,966 shares
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
o
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.74%
|
|||
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
CUSIP No. 69036R103 | 13G | Page 9 of 13 Pages |
Item 1(a).
|
Name of Issuer:
|
Item 1(b).
|
Address of Issuer’s Principal Executive Offices:
|
Item 2(a).
|
Name of Persons Filing:
|
Item 2(b).
|
Address of Principal Business Office or, if none, Residence:
|
CUSIP No. 69036R103 | 13G | Page 10 of 13 Pages |
Item 2(c).
|
Citizenship:
|
Item 2(d).
|
Title of Class of Securities:
|
Item 2(e).
|
CUSIP Number:
|
Item 3.
|
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
CUSIP No. 69036R103 | 13G | Page 11 of 13 Pages |
|
(a)
|
Amount beneficially owned:
|
CUSIP No. 69036R103 | 13G | Page 12 of 13 Pages |
|
(b)
|
Percent of class:
|
|
(c)
|
Number of shares of Common Stock as to which such person has:
|
CUSIP No. 69036R103 | 13G | Page 13 of 13 Pages |
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
Item 6.
|
Ownership of More Than Five Percent on Behalf of Another Person.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the
|
|
Security Being Reported on By the Parent Holding Company.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
Item 9.
|
Notice of Dissolution of Group.
|
Item 10.
|
Certification.
|
CUSIP No. 69036R103 | 13G | Page 14 of 13 Pages |
ALDEN GLOBAL ADFERO BPI FUND, LTD.
|
||
By:
|
Alden Global Capital LLC | |
Its Investment Manager |
By:
|
Alden Global Capital Limited | |
Its Sub-advisor |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL OPPORTUNITIES MASTER FUND, L.P.
|
||
By:
|
Alden Global Capital Limited | |
Its Investment Manager |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
WILSHIRE INSTITUTIONAL MASTER FUND II SPC – WILSHIRE ALDEN GLOBAL EVENT DRIVEN OPPORTUNITIES SEGREGATED PORTFOLIO
|
||
By:
|
Alden Global Capital Limited | |
Its Sub-advisor |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL VALUE RECOVERY MASTER FUND, L.P.
|
||
By:
|
Alden Global Capital Limited | |
Its Investment Manager |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
TURNPIKE LIMITED
|
||
By:
|
Alden Global Capital Limited | |
Its Investment Manager |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL CAPITAL LIMITED
|
||
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL CAPITAL LLC
|
||
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL ADFERO BPI FUND, LTD.
|
||
By:
|
Alden Global Capital LLC | |
Its Investment Manager |
By:
|
Alden Global Capital Limited | |
Its Sub-advisor |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL OPPORTUNITIES MASTER FUND, L.P.
|
||
By:
|
Alden Global Capital Limited | |
Its Investment Manager |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
WILSHIRE INSTITUTIONAL MASTER FUND II SPC – WILSHIRE ALDEN GLOBAL EVENT DRIVEN OPPORTUNITIES SEGREGATED PORTFOLIO
|
||
By:
|
Alden Global Capital Limited | |
Its Sub-advisor |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL VALUE RECOVERY MASTER FUND, L.P.
|
||
By:
|
Alden Global Capital Limited | |
Its Investment Manager |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
TURNPIKE LIMITED
|
||
By:
|
Alden Global Capital Limited | |
Its Investment Manager |
By:
|
Alden Global Capital LLC | |
Its Sub-adviser |
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL CAPITAL LIMITED
|
||
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |
ALDEN GLOBAL CAPITAL LLC
|
||
By:
|
/s/ Jason Pecora | |
Name: | Jason Pecora | |
Title: | Managing Director | |