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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
November 18, 2002
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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
incorporation or organization) Identification Number)
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 eight years remaining. During 2002, 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 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 GEN 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.
In its Form 10-Q filed November 13, 2002, PG&E reported that USGenNE was
"current on its obligation under its USGenNE Revolver" and that the ratings
downgrade of USGenNE and another subsidiary had "not resulted in any changes to
the lenders' commitments under these facilities, adversely affected the
subsidiaries' ability to draw available funds under these facilities, or
materially increased such subsidiaries' cost of borrowing."
USGenNE is current in all material respects under its charter of the
ENERGY ENTERPRISE. Neither International Shipholding Corporation nor its
subsidiary, Enterprise Ship Company, Inc., has been notified that the reported
events will in any way affect USGenNE's contractual obligations under the time
charter, and representatives of PG&E have not provided us with any information
other than that contained in their public documents.
In its Form 8-K, PG&E expressed the belief that its lenders would
continue to negotiate a global restructuring of its commitments, but
acknowledged that a failure to achieve a restructuring or a decision by the
lenders to exercise their default remedies could require PG&E NEG and certain
of its subsidiaries to seek protection under Chapter 11 of the U.S. Bankruptcy
Code.
We cannot predict the outcome of PG&E NEG's restructuring plans or the
consequences of a bankruptcy filing, but if such a filing included USGenNE, it
is possible that the time charter for the ENERGY ENTERPRISE could be rejected.
In the event of a rejection, Enterprise Ship Company, Inc. might take back the
vessel and seek other commercial uses for it. While it might be difficult to
redeploy the vessel on the same terms as those contained in the current time
charter, if Enterprise Ship Company, Inc. were unable to redeploy the vessel
on satisfactory commercial terms,Enterprise Ship Company, Inc. would always
have the option to sell the vessel. The current debt associated with the
vessel is approximately $20 million which is non-recourse to us and our
affiliates. Meantime, we will await further reports from PG&E on their
on-going negotiations with its lenders.
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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.
INTERNATIONAL SHIPHOLDING CORPORATION
By: ____/s/ Gary L. Ferguson _________
Gary L. Ferguson
Vice President and Chief Financial Officer
Dated: November 25, 2002