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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
July 8, 2003
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Date of Report (Date of Earliest Event Reported)
Commission file number - 2-63322
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INTERNATIONAL SHIPHOLDING CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 36-2989662
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(State or other jurisdiction of (I.R.S. Employer
Identification Number) incorporation or
organization)
650 Poydras Street New Orleans, Louisiana 70130
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(Address of principal executive offices) (Zip Code)
(504) 529-5461
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(Registrant's telephone number, including area code)
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Item 5. Other Events
Enterprise Ship Company, Inc., a wholly owned subsidiary of International
Shipholding Corporation, time charters its 38,000 DWT U.S. Flag coal carrier
(the "ENERGY ENTERPRISE") to USGen New England, Inc. ("USGenNE"), an indirect
subsidiary of PG&E Corporation ("PG&E"). The time charter is for a term of
fifteen years, with approximately seven years remaining. During 2003, the
vessel is contractually bound to USGenNE for approximately 67% of its
operating days with the balance of its time spent in the spot commercial
market.
On November 18, 2002, we learned that PG&E had filed a Form 8-K
disclosing that (i) its wholly owned subsidiary, PG&E National Energy Group
("PG&E NEG"), which is the parent company of USGenNE, had defaulted in the
payment of $431 million that was due on November 14 under a revolving credit
facility, (ii) further disclosing that the default constituted a cross
default under other debt obligations of PG&E NEG aggregating in excess of $2.1
billion, (iii) stating that PG&E NEG had also failed to pay a $52 million
interest payment due on its outstanding senior notes and (iv) Moody's Investor
Service and Standard & Poor's had downgraded the credit ratings of both PG&E
NEG and USGenNE, with the latter's rating being reduced from B2 to Caa1 by
Moody's and from B- to C by Standard & Poor's.
We reported that information, on a Form 8-K, which we filed on November
25, 2002. We also reported in our Form 8-K that PG&E NEG and certain of its
subsidiaries had advised they may seek protection under Chapter 11 of the U.S.
Bankruptcy Code. On July 8, 2003, PG&E NEG publicly announced that it and
certain of its subsidiaries had filed for Chapter 11 bankruptcy court
protection. It also reported that USGenNE had filed a separate petition for
Chapter 11 relief.
At the time of our November 25, 2002 Form 8-K filing, we reported that
USGenNE was current in all material respects under its charter of the ENERGY
ENTERPRISE and that neither International Shipholding Corporation nor its
subsidiary, Enterprise Ship Company, had been notified that the reported
events would in any way affect USGenNE's contractual obligations under the
time charter. We also reported that representatives of PG&E had not provided
us with any information other than that contained in their public documents.
Those statements have remained true since the date of that filing and remain
true today. However, in PG&E's announcement of the Chapter 11 filing, it
stated that PG&E NEG "expects to continue paying vendors and suppliers in full
for goods and services provided after the filing." It did not make the same
statement with respect to USGenNE's expectations, and we do not know whether
that omission was intentional or an oversight. The announcement did indicate
that operations are expected to continue as normal at facilities owned by
USGenNE.
Under the federal bankruptcy laws, USGenNE has the right at any time up to
confirmation of a bankruptcy plan to either accept or reject the time charter.
Until such time, if ever, that it rejects the time charter, USGenNE is required
to continue to meet its payment and financial obligations under the time
charter. If USGenNE ultimately rejects the time charter, then Enterprise Ship
Company would have a priority administrative claim with respect to all amounts
due it under the time charter related to the post-petition period. At this
time, we cannot predict whether the time charter will be accepted or rejected.
If it is rejected, Enterprise Ship Company might reclaim the vessel and seek
other commercial uses for it. While it might be difficult to redeploy the
vessel on satisfactory commercial terms, Enterprise Ship Company would have
the option to sell the vessel. The current debt associated with the vessel is
approximately $17 million which is non-recourse to us and our affiliates.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
INTERNATIONAL SHIPHOLDING CORPORATION
/s/ Gary L. Ferguson
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Gary L. Ferguson
Vice President and Chief Financial Officer
Date July 10, 2003
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