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What changed in International Seaways, Inc.'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of International Seaways, Inc.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+364 added−347 removedSource: 10-K (2025-02-27) vs 10-K (2024-02-29)

Top changes in International Seaways, Inc.'s 2024 10-K

364 paragraphs added · 347 removed · 278 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

104 edited+39 added−12 removed159 unchanged
Biggest changeIn addition to this GHG reduction measure, the pricing mechanism in the $750 Million Credit Facility also includes key performance indicators relating to crew safety and investment by the Company aimed at improving energy efficiency and the reduction of emissions; - Participation on the Board of Directors of the International Tanker Owners Pollution Federation, the leading not-for-profit marine ship pollution response advisors; - Participation in the Marine Anti-Corruption Network, a global business network of over 100 members whose vision is a maritime industry free of corruption that enables fair trade to the benefit of society at large; - The installation of Ballast Water Treatment Systems on vessels to comply with all applicable regulations; - Participation as a signatory to the Neptune Declaration on Seafarer Wellbeing and Crew Change, in a worldwide call to action to end the unprecedented crew change crisis caused by COVID-19; - Participation as a signatory to the Gulf of Guinea Declaration on the Suppression of Piracy, which has been signed by more than 500 organizations across the maritime industry and sets out a series of steps to help decrease and end the threat of piracy in the Gulf of Guinea; - Specific consideration of overall fuel consumption when selecting vessel purchase candidates and ships in our fleet to consider for disposition, in order to reduce our fleet’s contribution to GHG emissions; and - Our continued commitment to practice environmentally and socially responsible ship recycling.
Biggest changeIn addition to this GHG reduction measure, the pricing mechanism in the $500 Million Revolving Credit Facility also includes key performance indicators relating to crew safety and investment by the Company aimed at improving energy efficiency and the reduction of emissions; - Participation in ITOPF (formerly known as the International Tanker Owners Pollution Federation), the leading not-for-profit marine ship pollution response advisors; - Participation in the Marine Anti-Corruption Network, a global business network of over 220 members whose vision is a maritime industry free of corruption that enables fair trade to the benefit of society at large; - Membership in the Society for Gas as a Marine Fuel, an organization providing expertise on the use of low and zero carbon marine fuels; - Membership on the steering committee of Together in Safety, an industry consortium connecting the maritime sector to improve safety performance; - Participation on the steering committee of the All Aboard Alliance, which aims to make the maritime industry more diverse and inclusive and to ensure equitable opportunities for everyone; - Participation in the North American Marine Environmental Protection Association; - Participation as a signatory to the Neptune Declaration on Seafarer Wellbeing and Crew Change, in a worldwide call to action to improve working conditions for seafarers by increasing transparency around mental health, connectivity, shore leave, and work/rest hours; - Participation as a signatory to the Gulf of Guinea Declaration on the Suppression of Piracy, which has been signed by more than 500 organizations across the maritime industry and sets out a series of steps to help decrease and end the threat of piracy in the Gulf of Guinea; - The installation of Ballast Water Treatment Systems on vessels to comply with all applicable regulations; - Specific consideration of overall fuel consumption when selecting vessel purchase candidates and ships in our fleet to consider for disposition, in order to reduce our fleet’s contribution to GHG emissions; and 4 International Seaways, Inc.
Environmental and Safety Regulations and Standards ​ OPA 90 also amended the Federal Water Pollution Control Act to require owners and operators of vessels to adopt vessel response plans, including marine salvage and firefighting plans, for reporting and responding to vessel emergencies and oil spill scenarios up to a "worst case" scenario and to identify and ensure, through contracts or other approved means, the availability of necessary private response resources to respond to a “worst case discharge.” The plans must include contractual commitments with clean-up response contractors and salvage and marine firefighters in order to ensure an immediate response to an oil spill/vessel emergency.
Environmental and Safety Regulations and Standards ​ OPA 90 also amended the Federal Water Pollution Control Act to require owners and operators of vessels to adopt vessel response plans, including marine salvage and firefighting plans, for reporting and responding to vessel emergencies and oil spill scenarios up to a “worst case” scenario and to identify and ensure, through contracts or other approved means, the availability of necessary private response resources to respond to a “worst case discharge.” The plans must include contractual commitments with clean-up response contractors and salvage and marine firefighters in order to ensure an immediate response to an oil spill/vessel emergency.
We believe our diverse and versatile fleet, our experience and our long-standing relationships with participants in the crude and refined product shipping industry position us to identify and take advantage of attractive acquisition opportunities in any vessel class in the international market. ​ Maintain an appropriate and flexible financial profile. ​ We seek to maintain a strong balance sheet and prudent financial leverage with sufficient liquidity that positions us to take advantage of attractive strategic opportunities throughout the dynamic tanker cycles of the shipping sector.
We believe our balanced and versatile fleet, our experience and our long-standing relationships with participants in the crude and refined product shipping industry position us to identify and take advantage of attractive acquisition opportunities in any vessel class in the international market. ​ Maintain an appropriate and flexible financial profile. ​ We seek to maintain a strong balance sheet and prudent financial leverage with sufficient liquidity that positions us to take advantage of attractive strategic opportunities throughout the dynamic tanker cycles of the shipping sector.
See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations —“General,” for further information on the future minimum revenues, before reduction for brokerage commissions, expected to be received on our non-cancelable time charters. ​ Technical Management ​ In an effort to streamline our operations, during 2022, we began the process of paring down the number of outsourced third-party technical managers to only two managers from five managers.
See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations — General,” for further information on the future minimum revenues, before reduction for brokerage commissions, expected to be received on our non-cancelable time charters. ​ Technical Management ​ In an effort to streamline our operations, during 2022, we began the process of paring down the number of outsourced third-party technical managers to only two managers from five managers.
Although we cannot predict such expenditures and impacts with certainty at this time, they may be material to INSW’s results of operations. ​ International Environmental and Safety Regulations and Standards ​ Liability Standards and Limits ​ Many countries have ratified and follow the liability plan adopted by the IMO and set out in the International Convention on Civil Liability for Oil Pollution Damage of 1969 (the "1969 Convention").
Although we cannot predict such expenditures and impacts with certainty at this time, they may be material to INSW’s results of operations. ​ International Environmental and Safety Regulations and Standards ​ Liability Standards and Limits ​ Many countries have ratified and follow the liability plan adopted by the IMO and set out in the International Convention on Civil Liability for Oil Pollution Damage of 1969 (the “1969 Convention”).
While we take pride in the diverse range of nationalities represented among our seafarers, we acknowledge that our crews are almost entirely male. Unfortunately, this gender disparity is not unique to our company but prevalent across the broader shipping industry, as only 2% of the crewing population is female, the majority of whom sail in the cruise and leisure segments.
While we take pride in the wide range of nationalities represented among our seafarers, we acknowledge that our crews are almost entirely male. Unfortunately, this gender disparity is not unique to our company but prevalent across the broader shipping industry, as only 2% of the crewing population is female, the majority of whom sail in the cruise and leisure segments.
Shipping income attributable to transportation exclusively between non-U.S. ports will be considered to be 100% derived from sources outside the United States and will generally not be subject to any U.S. federal income tax. ​ In 2023 and prior years, INSW was exempt from taxation on its U.S. source shipping income under Section 883 of the Code and the corresponding Treasury regulations.
Shipping income attributable to transportation exclusively between non-U.S. ports will be considered to be 100% derived from sources outside the United States and will generally not be subject to any U.S. federal income tax. ​ In 2024 and prior years, INSW was exempt from taxation on its U.S. source shipping income under Section 883 of the Code and the corresponding Treasury regulations.
Fuel used by all vessels operating in the North American ECA, encompassing the area extending 200 miles from the coastlines of the Atlantic, Gulf and Pacific coasts and the eight main Hawaiian Islands, and the United States Caribbean Sea ECA, encompassing water around Puerto Rico and the U.S. Virgin Islands, cannot exceed 0.1% sulfur.
Table of Contents Fuel used by all vessels operating in the North American ECA, encompassing the area extending 200 miles from the coastlines of the Atlantic, Gulf and Pacific coasts and the eight main Hawaiian Islands, and the United States Caribbean Sea ECA, encompassing water around Puerto Rico and the U.S. Virgin Islands, cannot exceed 0.1% sulfur.
The Company has established two reportable business segments: Crude Tankers and Product Carriers. ​ For additional information regarding the Company’s two reportable segments for the three years ended December 31, 2023, see Note 5, “Business and Segment Reporting,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data.” ​ Crude Tankers (including Crude Tankers Lightering) ​ Our Crude Tankers reportable business segment is made up of a fleet of VLCCs, Suezmaxes, and Aframaxes engaged in the worldwide transportation of crude oil. ​ This segment also includes our Crude Tankers Lightering business through which we provide ship-to-ship (or “STS”) lightering support services and full-service STS lightering to customers in the U.S.
The Company has established two reportable business segments: Crude Tankers and Product Carriers. ​ For additional information regarding the Company’s two reportable segments for the three years ended December 31, 2024, see Note 4, “Business and Segment Reporting,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data.” ​ Crude Tankers (including Crude Tankers Lightering) ​ Our Crude Tankers reportable business segment is made up of a fleet of VLCCs, Suezmaxes, and Aframaxes engaged in the worldwide transportation of crude oil. ​ This segment also includes our Crude Tankers Lightering business through which we provide ship-to-ship (or “STS”) lightering support services and full-service STS lightering to customers in the U.S.
Our customers include oil companies and trading companies that are importing or exporting crude oil in the USG to or from larger Suezmax and VLCC vessels, which are prevented from using certain ports due to their size and draft. ​ 5 International Seaways, Inc.
Our customers include oil companies and trading companies that are importing or exporting crude oil in the USG to or from larger Suezmax and VLCC vessels, which are prevented from using certain ports due to their size and draft. ​ 6 International Seaways, Inc.
We leverage both formal and informal programs to identify, foster, and retain top seafarer and shoreside talent. On average, our seafarers have worked for us for more than 10 years and more than half of our shore-based employees have worked for us for at least 15 years.
We leverage both formal and informal programs to identify, foster, and retain top seafarer and shoreside talent. On average, our seafarers have worked for us for more than 10 years and more than half of our shore-based employees have worked for us for at least 16 years.
Maritime Transportation Security Act of 2002 (“MTSA”) came into effect and the USCG issued regulations in 2003 implementing certain portions of the MTSA by requiring the implementation of certain security requirements aboard vessels operating in waters subject to the jurisdiction of the United States.
In 2002, the U.S. Maritime Transportation Security Act of 2002 (“MTSA”) came into effect and the USCG issued regulations in 2003 implementing certain portions of the MTSA by requiring the implementation of certain security requirements aboard vessels operating in waters subject to the jurisdiction of the United States.
Taken together, we believe these activities have and will continue to help us maintain a diverse, high-quality and modern fleet of crude oil and refined product vessels with an enhanced return on invested capital.
Taken together, we believe these activities have and will continue to help us maintain a balanced, high-quality and modern fleet of crude oil and refined product vessels with an enhanced return on invested capital.
The current VGP identifies twenty-six vessel discharge streams and establishes numeric ballast water discharge limits that generally align with the treatment technologies to be implemented under USCG’s final rule, requirements to ensure that the ballast water treatment systems are functioning correctly, and more stringent effluent limits for oil to sea interfaces and exhaust gas scrubber wastewater.
Table of Contents The current VGP identifies twenty-six vessel discharge streams and establishes numeric ballast water discharge limits that generally align with the treatment technologies to be implemented under USCG’s final rule, requirements to ensure that the ballast water treatment systems are functioning correctly, and more stringent effluent limits for oil to sea interfaces and exhaust gas scrubber wastewater.
Vessel recycling is affected by the level of freight rates, recycling prices, vetting standards established by charterers and terminals and by international and U.S. governmental regulations that establish maintenance standards and regulatory compliance standards. ​ ​ 7 International Seaways, Inc.
Vessel recycling is affected by the level of freight rates, recycling prices, vetting standards established by charterers and terminals and by international and U.S. governmental regulations that establish maintenance standards and regulatory compliance standards. ​ ​ 8 International Seaways, Inc.
To meet these objectives, the participating countries, acting individually or jointly, are to develop and implement successive “nationally determined contributions.” The countries assessed their collective programs toward achieving 10 International Seaways, Inc.
To meet these objectives, the participating countries, acting individually or jointly, are to develop and implement successive “nationally determined contributions.” The countries assessed their collective programs toward achieving 11 International Seaways, Inc.
We continue to hire the crew, with the managers acting as agents on our behalf. ​ In addition to regular maintenance and repair, crews onboard each vessel and shore-side personnel must ensure that the vessels in the Company’s fleet meet or exceed regulatory standards established by organizations such as the IMO and the U.S.
We continue to hire the crew, with the managers acting as agents on our behalf. ​ In addition to regular maintenance and repair, crews onboard each vessel and shoreside personnel must ensure that the vessels in the Company’s fleet meet or exceed regulatory standards established by organizations such as the IMO and the U.S.
INSW believes that none of its vessels meet the definitions of a "sub-standard" vessel contained in the EU legislation. EU directives require EU member states to introduce criminal sanctions for illicit ship-source discharges of polluting substances (e.g., from tank cleaning operations) which result in deterioration in the quality of water and has been committed with intent, recklessness or serious negligence.
INSW believes that none of its vessels meet the definitions of a “sub-standard” vessel contained in the EU legislation. EU directives require EU member states to introduce criminal sanctions for illicit ship-source discharges of polluting substances (e.g., from tank cleaning operations) which result in deterioration in the quality of water and has been committed with intent, recklessness or serious negligence.
Under the CMAs, the manager collects revenue, pays for voyage related expenses and distributes the actual voyage results for each individual ship under management and receives a management fee. ​ 6 International Seaways, Inc.
Under the CMAs, the manager collects revenue, pays for voyage related expenses and distributes the actual voyage results for each individual ship under management and receives a management fee. ​ 7 International Seaways, Inc.
Both OPA 90 and CERCLA impact the Company’s operations. ​ Liability Standards and Limits ​ Under OPA 90, vessel owners, operators and bareboat or demise charterers are "responsible parties" who are liable, without regard to fault, for all containment and clean-up costs and other damages, including property and natural resource damages and economic loss without physical damage to property, arising from oil spills and pollution from their vessels.
Both OPA 90 and CERCLA impact the Company’s operations. ​ Liability Standards and Limits ​ Under OPA 90, vessel owners, operators and bareboat or demise charterers are “responsible parties” who are liable, without regard to fault, for all containment and clean-up costs and other damages, including property and natural resource damages and economic loss without physical damage to property, arising from oil spills and pollution from their vessels.
To facilitate the recruitment, development and retention of our valuable seafarers and shoreside employees, we strive to make INSW a diverse, inclusive and safe workplace, with opportunities for our employees to grow and develop in their careers. Talent Development To support the advancement of our employees, we offer training and development programs encouraging advancement from within.
To facilitate the recruitment, development and retention of our valuable seafarers and shoreside employees, we strive to make INSW an inclusive and safe workplace, with opportunities for our employees to grow and develop in their careers. Talent Development To support the advancement of our employees, we offer training and development programs encouraging advancement from within.
All open reports are investigated, and appropriate actions are taken when necessary. ​ Our commitment to safety also extends to our continued response to changes in how we work and collaborate shoreside. In 2023, we have maintained the hybrid work schedule introduced in 2022, taking into account collaboration, convenience and work-life balance for our shoreside employees. 9 International Seaways, Inc.
All open reports are investigated, and appropriate actions are taken when necessary. ​ Our commitment to safety also extends to our continued response to changes in how we work and collaborate shoreside. In 2024, we have maintained the hybrid work schedule introduced in 2022, taking into account collaboration, convenience and work-life balance for our shoreside employees. 10 International Seaways, Inc.
Both instruments apply to all seagoing vessels carrying oil in bulk as cargo. These instruments also limit the liability of the shipowner under certain circumstances. As these instruments calculate liability in terms of a basket of currencies, the figures in this section are converted into U.S. dollars based on currency exchange rates on January 2, 2024 and are approximate.
Both instruments apply to all seagoing vessels carrying oil in bulk as cargo. These instruments also limit the liability of the shipowner under certain circumstances. As these instruments calculate liability in terms of a basket of currencies, the figures in this section are converted into U.S. dollars based on currency exchange rates on January 24, 2025 and are approximate.
Each vessel has an USCG approved plan on file with the USCG and onboard the vessel. These plans are regularly reviewed and updated. OPA 90 requires training programs and periodic drills for shore-side staff and response personnel and for vessels and their crews.
Each vessel has an USCG approved plan on file with the USCG and onboard the vessel. These plans are regularly reviewed and updated. OPA 90 requires training programs and periodic drills for shoreside staff and response personnel and for vessels and their crews.
The State of California’s Lempert-Keene-Seastrand Oil Spill Prevention and Response Act requires vessels of a specified size that operate in California waters to have a California State certificate of financial responsibility (COFR) equal to at least $2 billion and imposes certain criminal fines in the event of an oil spill. ​ Other U.S.
The State of California’s Lempert-Keene-Seastrand Oil Spill Prevention and Response Act requires vessels of a specified size and oil carrying capacity that operate in California waters to have a California State certificate of financial responsibility (“COFR”) equal to at least $2 billion and imposes certain criminal fines in the event of an oil spill. ​ Other U.S.
More stringent long-term standards for newly built engines that applied beginning in 2016 and required the use of high efficiency emission control technology such as selective catalytic reduction to achieve NOx reductions 80 percent below the pre-2016 levels.
More stringent long-term standards for newly built engines that applied beginning in 2016 and required the use of high efficiency emission control technology such as selective catalytic reduction to achieve NOx reductions 80 percent below the pre-2016 levels. 18 International Seaways, Inc.
Table of Contents In addition, the U.S. Clean Water Act (“CWA”) prohibits the discharge of oil or hazardous substances in U.S. navigable waters and imposes strict liability in the form of penalties for unauthorized discharges.
Clean Water Act (“CWA”) prohibits the discharge of oil or hazardous substances in U.S. navigable waters and imposes strict liability in the form of penalties for unauthorized discharges.
During 2023, we maintained what we believe to be reasonable financial leverage for the current point in the tanker cycle.
During 2024, we maintained what we believe to be reasonable financial leverage for the current point in the tanker cycle.
We are committed to overcoming hurdles to women’s career opportunities at sea, ensuring safety, and fostering an environment in which all people can thrive. ​ International Seaways is a founding member of the Global Maritime Forum’s All Aboard Alliance, a transformative industry initiative aimed at fostering diversity and inclusivity both ashore and at sea.
We are committed to overcoming hurdles to women’s career opportunities at sea, ensuring safety, and fostering an environment in which all people can thrive. ​ International Seaways is a founding member of the Global Maritime Forum’s All Aboard Alliance, a transformative industry initiative aimed at fostering a broad-based workforce both ashore and at sea.
We also returned capital to our shareholders through cash dividends totaling $308.2 million and $13.9 million in repurchases of our common stock. ​ During 2023 we continued to focus on (i) maximizing our fleet’s earning potential through safe and reliable operations, opportunistic charter-ins/charter-outs, and sales and purchases of vessels, (ii) building on our track record as a disciplined capital allocator, and (iii) executing transactions that would ultimately unlock the value of our shares to investors. ​ We executed these goals during 2023 by: ​ ● Building on our track record as a disciplined capital allocator o In a cyclical business such as ours, we believe that capital allocation is not a formula embedded in a financial metric but levers that we pull at the right times in the cycle.
We also returned capital to our shareholders through cash dividends totaling $284.4 million and $25.0 million in repurchases of our common stock. ​ During 2024, we continued to focus on (i) maximizing our fleet’s earning potential through safe and reliable operations, opportunistic charter-ins/charter-outs, and sales and purchases of vessels, (ii) building on our track record as a disciplined capital allocator, and (iii) executing transactions that would ultimately unlock the value of our shares to investors. ​ We executed these goals during 2024 by: ​ ● Building on our track record as a disciplined capital allocator ​ o In a cyclical business such as ours, we believe that capital allocation is not a formula embedded in a financial metric but levers that we pull at the right times in the cycle.
The Company’s management team, led by the Chief Executive Officer, has the day-to-day responsibility to execute the action plans as approved by the Board of Directors. ​ Strategy – We are committed to Environmental, Social and Governance practices as a part of our core culture.
The Company’s management team, led by the Chief Executive Officer, has the day-to-day responsibility to execute the action plans as approved by the Board. ​ Strategy – We are committed to sustainability and governance practices as a part of our core culture.
The new measures will require ships to calculate their Energy Efficiency Existing Ship Index (EEXI) and to establish their annual operational carbon intensity indicator (CII) that links the GHG emissions to the amount of cargo carried over distance traveled.
The new measures will require ships to calculate their Energy Efficiency Existing Ship Index (“EEXI”) and to establish their annual operational carbon intensity indicator (“CII”) that links the GHG emissions to the amount of cargo carried over distance traveled.
As of December 31, 2023, the Company was a member of four P&I Associations. Each of the Company’s vessels is insured by one of these four Associations with deductibles ranging from $0.025 million to $0.1 million per vessel per incident.
As of December 31, 2024, the Company was a member of three P&I Associations. Each of the Company’s vessels is insured by one of these three Associations with deductibles ranging from $0.025 million to $0.1 million per vessel per incident.
Alternatively, emission abatement methods are permitted as long as they continuously achieve reductions of SOx emissions that are at least equivalent to those obtained using compliant marine fuels. ​ More stringent Tier III emission limits are applicable to engines installed on a ship constructed on or after January 1, 2016 operating in ECAs.
Alternatively, emission abatement methods are permitted as long as they continuously achieve reductions of SOx emissions that are at least equivalent to those obtained using compliant marine fuels. 15 International Seaways, Inc. Table of Contents ​ More stringent Tier III emission limits are applicable to engines installed on a ship constructed on or after January 1, 2016 operating in ECAs.
In fact, most U.S. states that border a navigable waterway have enacted environmental pollution laws that impose strict liability on a person for removal costs and damages resulting from a discharge of oil or a release of a hazardous substance. These laws are in some cases more stringent than U.S. federal law. ​ 15 International Seaways, Inc.
In fact, most U.S. states that border a navigable waterway have enacted environmental pollution laws that impose strict liability on a person for removal costs and damages resulting from a discharge of oil or a release of a hazardous substance. These laws are in some cases more stringent than U.S. federal law. ​ In addition, the U.S.
Under the 2000 amendments to the 1992 Protocol, which became effective on November 1, 2003, liability is limited to $6.0 million plus $845 for each additional gross ton over 5,000 for vessels of 5,000 to 140,000 gross tons, with a maximum liability of $120.1 million subject to the exceptions discussed above for the 1992 Protocol. ​ Vessels trading to states that are parties to these instruments must provide evidence of insurance covering the liability of the owner.
Under the 2000 amendments to the 1992 Protocol, which became effective on November 1, 2003, liability is limited to $5.9 million plus $822 for each additional gross ton over 5,000 for vessels of 5,000 to 140,000 gross tons, with a maximum liability of $116.9 million subject to the exceptions discussed above for the 1992 Protocol. ​ Vessels trading to states that are parties to these instruments must provide evidence of insurance covering the liability of the owner.
In accordance with the EPA’s National Pollutant Discharge Elimination System, the Company is subject to a Vessel General Permit (“VGP”), which addresses, among other matters, the discharge of ballast water and effluents.
In accordance with the EPA’s National Pollutant Discharge Elimination System, the Company is subject to a Vessel General Permit (“VGP”), which addresses, among other matters, the discharge of ballast water and effluents. 17 International Seaways, Inc.
This income principally consists of hire from time and voyage charters for the transportation of cargoes and the performance of services directly related thereto, which is referred to herein as “shipping income.” 19 International Seaways, Inc. Table of Contents ​ INSW’s vessels operate in various parts of the world, including to or from U.S. ports.
This income principally consists of hire from time and voyage charters for the transportation of cargoes and the performance of services directly related thereto, which is referred to herein as “shipping income.” ​ INSW’s vessels operate in various parts of the world, including to or from U.S. ports.
Vessels chartered-in include one time charter. The Company is subject to purchase obligations for 10 of the vessels under sale and leaseback financing arrangements at the end of each bareboat charter. See Note 16, “Leases,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information 4 International Seaways, Inc.
Vessels chartered-in include two time charters. The Company is subject to purchase obligations for 10 of the vessels under sale and leaseback financing arrangements at the end of each bareboat charter. See Note 15, “Leases,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information 5 International Seaways, Inc.
Our continued participation in pools allows us to benefit from economies of scale and higher vessel utilization rates. 2 International Seaways, Inc. Table of Contents ​ We plan to continue to complement our spot chartering strategy by selectively employing a portion of our vessels on time charters that provide consistent cash flows.
Our continued participation in pools allows us to benefit from economies of scale and higher vessel utilization rates. ​ We plan to continue to complement our spot chartering strategy by selectively employing a portion of our vessels on time charters that provide consistent cash flows.
Some of these countries have also adopted the 1992 Protocol to the 1969 Convention (the "1992 Protocol").
Some of these countries have also adopted the 1992 Protocol to the 1969 Convention (the “1992 Protocol”).
What we believe to be the most significant of such risks are described in the “Item 1A – Risk Factors” section below. ​ Metrics and Targets – As a part of the actions described in the “Strategy” section above, we are working to meet the carbon efficiency targets included in our sustainability-linked loan and to establish other appropriate metrics by which to measure our performance and drive improvement. ​ FLEET OPERATIONS ​ Fleet Summary ​ As of December 31, 2023, our operating fleet consisted of 73 vessels, 59 of which were owned and 14 of which were chartered in (including 13 vessels under bareboat charters pursuant to sale and leaseback arrangements which are deemed to be financing arrangements).
What we believe to be the most significant of such risks are described in the “Item 1A – Risk Factors” section below. ​ Metrics and Targets – As a part of the actions described in the “Strategy” section above, we are working to meet the carbon efficiency targets included in our sustainability-linked loans and to continue to establish other appropriate metrics by which to measure our performance and drive improvement. ​ ​ ​ ​ FLEET OPERATIONS ​ Fleet Summary ​ As of December 31, 2024, our operating fleet consisted of 78 vessels, 63 of which were owned and 15 of which were chartered in (including 13 vessels under bareboat charters pursuant to sale and leaseback arrangements which are deemed to be financing arrangements).
The ISM Code requires a Document of Compliance (“DoC”) to be obtained for the company responsible for operating the vessel and a Safety Management 12 International Seaways, Inc. Table of Contents Certificate (“SMC”) to be obtained for each vessel that such company operates. Once issued, these certificates are valid for a maximum of five years.
The ISM Code requires a Document of Compliance (“DoC”) to be obtained for the company responsible for operating the vessel and a Safety Management Certificate (“SMC”) to be obtained for each vessel that such company operates. Once issued, these certificates are valid for a maximum of five years.
OPA 90 affects all owners and operators whose vessels trade with the United States or its territories or possessions, or whose vessels operate in the waters of the United States, which include the U.S. 14 International Seaways, Inc. Table of Contents territorial sea and the 200 nautical mile Exclusive Economic Zone around the United States.
OPA 90 affects all owners and operators whose vessels trade with the United States or its territories or possessions, or whose vessels operate in the waters of the United States, which include the U.S. territorial sea and the 200 nautical mile Exclusive Economic Zone around the United States.
Vessels sailing within 24 miles of the California coastline whose itineraries call for them to enter any California ports, terminal facilities, or internal or estuarine waters must use marine gas oil or marine diesel oil with a sulfur content at or below 0.1% sulfur.
Vessels sailing within 24 miles of the California coastline whose itineraries call for them to enter any California ports, terminal facilities, or internal or estuarine waters must use marine gas oil or marine diesel oil with a sulfur content at or below 0.1% sulfur and does not allow compliance via scrubbers.
Coast Guard. ​ ​ HUMAN CAPITAL MANAGEMENT AND EMPLOYEES ​ As of December 31, 2023, we had 2,698 employees comprised of 2,633 seafarers employed on our fleet and 65 shoreside staff. We believe a commitment to and investment in human capital management helps us build competitive advantage and furthers our long-term success.
Coast Guard. ​ ​ HUMAN CAPITAL MANAGEMENT AND EMPLOYEES ​ As of December 31, 2024, we had 2,824 employees comprised of 2,757 seafarers employed on our fleet and 67 shoreside staff. We believe a commitment to and investment in human capital management helps us build competitive advantage and furthers our long-term success.
Certain of the Company’s vessels are subject to more stringent numeric discharge limits under the EPA’s VGP, even though those vessels have obtained a valid extension from the USCG for implementation of treatment technology under the final rule.
In the meantime, the current VGP and regulations remain in effect. Certain of the Company’s vessels are subject to more stringent numeric discharge limits under the EPA’s VGP, even though those vessels have obtained a valid extension from the USCG for implementation of treatment technology under the final rule.
At December 31, 2023, we owned or operated an International Flag fleet of 73 vessels (totaling an aggregate of 8.8 million dwt), consisting of VLCC, Suezmax and Aframax crude tankers, as well as LR2, LR1 and MR product carriers.
At December 31, 2024, we owned or operated an International Flag fleet of 78 vessels (totaling an aggregate of 9.1 million dwt), consisting of VLCC, Suezmax and Aframax crude tankers, as well as LR2, LR1 and MR product carriers.
It was also agreed to include non-carbon dioxide emissions (methane and nitrous oxide) in the MRV scheme from 2024 and in the EU ETS from 2026. The Company cannot predict the specific impacts of the EU ETS on the shipping industry as a whole and on the Company at this time. ​ In the United States, pursuant to U.S.
It was also agreed to include non-carbon dioxide emissions (methane and nitrous oxide) in the MRV scheme from 2024 and in the EU ETS from 2026. The Company cannot predict the specific impacts of the EU ETS on the shipping industry as a whole.
P&I insurance is provided by mutual protection and indemnity associations (“P&I Associations”). The P&I Associations that comprise the International Group insure approximately 90% of the world’s commercial tonnage and have entered into a pooling agreement to reinsure each association’s liabilities. Each P&I Association has capped its exposure to each of its members at approximately $8.9 billion.
The P&I Associations that comprise the International Group insure approximately 90% of the world’s commercial tonnage and have entered into a pooling agreement to reinsure each association’s liabilities. Each P&I Association has capped its exposure to each of its members at approximately $8.9 billion.
We made approximately $241.2 million in capital investments for vessel and other property purchases, vessel improvements, vessel construction and drydocking.
We made approximately $338.8 million in capital investments for vessel and other property purchases, vessel improvements, vessel construction and drydocking.
For 2024 and future years, INSW will need to evaluate its qualification for exemption under Section 883 and there can be no assurance that INSW will continue to qualify for the exemption.
For 2025 and future years, INSW will need to evaluate its qualification for exemption under Section 883 and there can be no assurance that INSW will continue to qualify for the exemption. 21 International Seaways, Inc.
Under the 1992 Protocol, the liability of the owner is limited to $4.0 million for a ship not exceeding 5,000 units of tonnage (a unit of measurement for the total enclosed spaces within a vessel) and $603 per gross ton thereafter, with a maximum liability of $80.0 million.
Under the 1992 Protocol, the liability of the owner is limited to $3.9 million for a ship not exceeding 5,000 units of tonnage (a unit of measurement for the total enclosed spaces within a vessel) and $587 per gross ton thereafter, with a maximum liability of $77.8 million.
As of December 31, 2023, we participated in seven commercial pools as our principal means of participation in the spot market— Tankers International (“TI”), Penfield Tankers (“PENFIELD”), Panamax International (“PI”), Clean Products Tankers Alliance (“CPTA”), Norden Tanker Pool (“NTP”), Hafnia Tanker Pool (“HTP”) and Aframax International Pool (“AI”) — each selected for specific expertise in its respective market.
As of December 31, 2024, we participated in six commercial pools as our principal means of participation in the spot market— Tankers International (“TI”), Maersk Tankers Suezmax Pool (“MAERSK”), Panamax International (“PI”), Clean Products Tankers Alliance (“CPTA”), Norden Tanker Pool (“NTP”) and Aframax International Pool (“AI”) — each selected for specific expertise in its respective market.
In addition to our operating fleet of 73 vessels, four dual-fuel ready LR1 newbuilds are scheduled for delivery to the Company between the second half of 2025 and first quarter of 2026, bringing the total operating and newbuild fleet to 77 vessels. The Marshall Islands is the principal flag of registry of our vessels.
In addition to our operating fleet of 78 vessels, six dual-fuel ready LR1 newbuilds are contracted for delivery to the Company between the second half of 2025 and third quarter of 2026, bringing the total operating and newbuild fleet to 84 vessels. The Marshall Islands is the principal flag of registry of our vessels.
As of December 31, 2023, we had total liquidity on a consolidated basis of $601.2 million, comprised of $186.8 million of cash and short-term investments and $414.4 million of remaining undrawn revolver capacity, as well as a Consolidated Net Debt to Assets Value and Consolidated Net Debt to Book Capital ratios of 17% and 23.8%, respectively. ​ Environmental, Social and Governance Initiatives ​ We are committed to fulfilling our mission of transporting energy safely and efficiently to customers around the world using well-maintained assets operated by dedicated crews in a diligent and environmentally sustainable manner.
As of December 31, 2024, we had total liquidity on a consolidated basis of $632.2 million, comprised of $157.5 million of cash and short-term investments and $474.7 million of remaining undrawn revolver capacity, as well as a Consolidated Net Debt to Assets Value and Consolidated Net Debt to Book Capital ratios of 15.5% and 22.2%, respectively. ​ Sustainability and governance initiatives ​ We are committed to fulfilling our mission of transporting energy safely and efficiently to customers around the world using well-maintained assets operated by dedicated crews in a diligent and environmentally sustainable manner.
The adjustment in pricing will be linked to the carbon efficiency of the INSW fleet as it relates to reductions in CO2 emissions year-over-year, such that it aligns with the IMO’s 50% industry reduction target in GHG emissions by 2050.
The adjustment in pricing will be linked to the carbon efficiency of the INSW fleet as it relates to reductions in CO2 emissions year-over-year, such that it aligns with the IMO’s industry reduction targets in GHG emissions by 2050 (as per the 2023 IMO Strategy on Reduction of GHG Emissions from Ships).
Table of Contents Time Charter Market ​ Time charters constituted 9% and 4% of the Company’s TCE revenues in 2023 and 2022, respectively. As of December 31, 2023, we had three VLCCs, two Suezmaxes, one Aframax, and six MRs deployed on non-cancelable time charters expiring between August 2024 and April 2030.
Table of Contents Time Charter Market ​ Time charters constituted 14% and 9% of the Company’s TCE revenues in 2024 and 2023, respectively. As of December 31, 2024, we had three VLCCs, one Suezmax, one Aframax, one LR2 and eight MRs deployed on non-cancelable time charters expiring between February 2025 and April 2030.
Under Annex VI, the global cap on the sulfur content of fuel oil is currently 0.50% and the sulfur content of fuel oil for vessels operating in designated Emission Control Areas (“ECAs”) is 0.1%.
Annex VI also regulates shipboard incineration and the emission of volatile organic compounds from tankers. Under Annex VI, the global cap on the sulfur content of fuel oil is currently 0.50% and the sulfur content of fuel oil for vessels operating in designated Emission Control Areas (“ECAs”) is 0.1%.
NOx emission Tier III standards came into force on January 1, 2016 in ECAs. ​ Additional air emission requirements under Annex VI mandate the development of Volatile Organic Compound (“VOC”) Management Plans for tank vessels and certain gas ships. ​ The Company believes that its vessels are compliant with the current requirements of Annex VI and that those of its vessels that operate in the EU, Turkey, China, Norway and elsewhere are also compliant with the regional mandates applicable there.
NOx emission Tier III standards came into force on January 1, 2016 in ECAs, and require the use of high efficiency emission control technology such as selective catalytic reduction to achieve NOx reductions 80 percent below the pre-2016 levels. ​ Additional air emission requirements under Annex VI mandate the development of Volatile Organic Compound (“VOC”) Management Plans for tank vessels and certain gas ships. ​ The Company believes that its vessels are compliant with the current requirements of Annex VI and that those of its vessels that operate in the EU, Turkey, China, Norway and elsewhere are also compliant with the regional mandates applicable there.
For a more detailed discussion on factors influencing spot and time charter markets, see “— Fleet Operations — Commercial Management” below. ​ 2023 IN REVIEW ​ For the second consecutive year, we had our best financial results since becoming an independent public company in 2016.
For a more detailed discussion on factors influencing spot and time charter markets, see “— Fleet Operations — Commercial Management” below. ​ 2024 IN REVIEW ​ In 2024, we recorded our second best annual financial results since becoming an independent public company in 2016, as the 2024 results trailed only the very strong results achieved during 2023.
To achieve our goals, we have taken actions which include: ​ - The establishment of a Performance and Sustainability team, and creation of the new role of Sustainability Engineer, who are tasked with both educating the organization as well as putting in place programs and initiatives to expand our decarbonization efforts; - The continuing implementation of a third-party data collection and analysis platform which allows data to be gathered from our vessels for use in advanced analytics with the aim of reducing our fuel consumption and CO2 and GHG emissions; 3 International Seaways, Inc.
To achieve our goals, we have taken actions which include: ​ - The establishment of a Performance and Sustainability team that is tasked with both educating the organization as well as putting in place programs and initiatives to expand our decarbonization efforts; - The continuing implementation of a third-party data collection and analysis platform which allows data to be gathered from our vessels for use in advanced analytics with the aim of reducing our fuel consumption and CO2 and GHG emissions; - The inclusion of a sustainability-linked pricing mechanism in both the $500 Million Revolving Credit Facility and the $160 Million Revolving Credit Facility .
Liability under CERCLA is limited to the greater of $300 per gross ton or $5 million. ​ These limits of liability do not apply, however, where the incident is caused by violation of applicable U.S. federal safety, construction or operating regulations, or by the responsible party’s gross negligence or willful misconduct.
Table of Contents These limits of liability do not apply, however, where the incident is caused by violation of applicable U.S. federal safety, construction or operating regulations, or by the responsible party’s gross negligence or willful misconduct.
The total construction cost for the vessels will be approximately $231 million, which will be paid for through a combination of long-term financing and available liquidity. o We opportunistically locked in $172.6 million of minimum revenues (before reduction for brokerage commissions) on non-cancelable time charters with durations of two to three years for one Suezmax, one Aframax and six MRs with charter expiry dates ranging from February 2025 to June 2026.
The total construction cost for the vessels will be approximately $359 million, which will be paid for through a combination of long-term financing and available liquidity. o We opportunistically locked in $83.2 million of minimum revenues (before reduction for brokerage commissions) on non-cancelable time charters for one LR2 and two MRs with charter expiry dates ranging from January 2027 to April 2027.
The Company’s fleet list excludes vessels chartered-in where the duration of the charter was one year or less at inception, as well as any workboats chartered-in by our Crude Tankers Lightering business. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total at December 31, 2023 Vessel Fleet and Type ​ Vessels Owned ​ Vessels Chartered-in ​ Number ​ Total Dwt Operating Fleet ​ ​ ​ ​ ​ ​ ​ ​ Crude Tankers ​ ​ ​ ​ ​ ​ ​ ​ VLCC ​ 4 ​ 9 ​ 13 ​ 3,910,572 Suezmax ​ 13 ​ — ​ 13 ​ 2,061,754 Aframax ​ 4 ​ — ​ 4 ​ 452,375 Total ​ 21 ​ 9 ​ 30 ​ 6,424,701 Product Carriers ​ ​ ​ ​ ​ ​ ​ ​ LR2 ​ 1 ​ — ​ 1 ​ 112,691 LR1 ​ 6 ​ 1 ​ 7 ​ 522,698 MR ​ 31 ​ 4 ​ 35 ​ 1,750,854 Total ​ 38 ​ 5 ​ 43 ​ 2,386,243 Total Owned and Operated Fleet ​ 59 ​ 14 ​ 73 ​ 8,810,944 Newbuild Fleet ​ ​ ​ ​ ​ ​ ​ ​ LR1 ​ 4 ​ — ​ 4 ​ 294,400 Total Newbuild Fleet ​ 4 ​ — ​ 4 ​ 294,400 ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Operating and Newbuild Fleet ​ 63 ​ 14 ​ 77 ​ 9,105,344 ​ ​ Business Segments ​ The bulk shipping of crude oil and refined petroleum products has many distinct market segments based largely on the size and design configuration of vessels required and, in some cases, on the flag of registry.
The Company’s fleet list excludes vessels chartered-in where the duration of the charter was one year or less at inception, as well as any workboats chartered-in by our Crude Tankers Lightering business. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total at December 31, 2024 Vessel Fleet and Type ​ Vessels Owned ​ Vessels Chartered-in ​ Number ​ Total Dwt Operating Fleet ​ ​ ​ ​ ​ ​ ​ ​ Crude Tankers ​ ​ ​ ​ ​ ​ ​ ​ VLCC ​ 4 ​ 9 ​ 13 ​ 3,910,572 Suezmax ​ 13 ​ — ​ 13 ​ 2,061,754 Aframax ​ 4 ​ — ​ 4 ​ 452,375 Total ​ 21 ​ 9 ​ 30 ​ 6,424,701 Product Carriers ​ ​ ​ ​ ​ ​ ​ ​ LR2 ​ 1 ​ — ​ 1 ​ 112,691 LR1 ​ 6 ​ 2 ​ 8 ​ 596,092 MR ​ 35 ​ 4 ​ 39 ​ 1,951,516 Total ​ 42 ​ 6 ​ 48 ​ 2,660,299 Total Owned and Operated Fleet ​ 63 ​ 15 ​ 78 ​ 9,085,000 Newbuild Fleet ​ ​ ​ ​ ​ ​ ​ ​ LR1 ​ 6 ​ — ​ 6 ​ 441,600 Total Newbuild Fleet ​ 6 ​ — ​ 6 ​ 441,600 ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Operating and Newbuild Fleet ​ 69 ​ 15 ​ 84 ​ 9,526,600 ​ ​ Business Segments ​ The bulk shipping of crude oil and refined petroleum products has many distinct market segments based largely on the size and design configuration of vessels required and, in some cases, on the flag of registry.
Environmental and Safety Regulations and Standards - Liability Standards and Limits” below. ​ Under the 1969 Convention, except where the pollution damage resulted from the actual fault or privity of the owner, its liability is limited to $179 per ton of the vessel’s tonnage, with a maximum liability of $18.7 million.
Table of Contents Under the 1969 Convention, except where the pollution damage resulted from the actual fault or privity of the owner, its liability is limited to $174 per ton of the vessel’s tonnage, with a maximum liability of $18.2 million.
We achieved an Adjusted EBITDA (see Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations for definition) of $723.8 million in 2023 compared to $549.1 million in 2022. ​ In addition, we continued to build a strong balance sheet by increasing total liquidity to $601.2 million from $541.1 million at the end of 2022, prepaying $323.5 million of outstanding debt in addition to regular principal amortization of $152.2 million and ended the year with 41% (i.e., 30 vessels) of our fleet unencumbered, a net loan to value ratio of 17%, and a net debt-to-capital ratio of 23.8%.
We achieved an Adjusted EBITDA (see Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations for definition) of $583.3 million in 2024 compared to $723.8 million in 2023. ​ In addition, we continued to further enhance our strong balance sheet by increasing total liquidity to $632.2 million from $601.2 million at the end of 2023, and ended the year with 45% (i.e., 35 vessels) of our fleet unencumbered, a net loan to value ratio of 15.5%, and a net debt-to-capital ratio of 22.2%.
As of December 31, 2023, we had three VLCCs, two Suezmaxes, one Aframax, and six MRs on time charters expiring between August 2024 and April 2030.
As of December 31, 2024, we had three VLCCs, one Suezmax, one Aframax, one LR2 and eight MRs on time charters expiring between February 2025 and April 2030.
Upon a shipowner’s request, the surveys required for class renewal may be split according to an agreed schedule to extend over the entire period of class survey period. This process is referred to as continuous class renewal. 18 International Seaways, Inc.
Upon a shipowner’s request, the surveys required for class renewal may be split according to an agreed schedule to extend over the entire period of class survey period. This process is referred to as continuous class renewal. Vessels are required to dry dock for inspection of the underwater hull at each intermediate survey and at each class renewal survey.
The Paris Agreement does not specifically require controls on shipping or other industries, but it is possible that countries or groups of countries will seek to impose such controls as they implement the Paris Agreement. In November 2021, at UNFCCC’s COP26 in Glasgow, new initiatives to incorporate shipping in the climate change framework were proposed.
The Paris Agreement does not specifically require controls on shipping or other industries, but it is possible that countries or groups of countries will seek to impose such controls as they implement the Paris Agreement.
To trade internationally, a vessel must attain an International Ship Security Certificate (“ISSC”) from a recognized security organization approved by the vessel’s flag state. ​ The USCG regulations, intended to align with international maritime security standards, exempt from MTSA vessel security measures for non-U.S. vessels that have on board a valid ISSC attesting to the vessel’s compliance with SOLAS security requirements and the ISPS Code. ​ All of INSW’s vessels have developed and implemented vessel security plans that have been approved by the appropriate regulatory authorities, have obtained ISSCs and comply with applicable security requirements. ​ The Company monitors the waters in which its vessels operate for pirate activity.
To trade internationally, a vessel must attain an International Ship Security Certificate (“ISSC”) from a recognized security organization approved by the vessel’s flag state. ​ The USCG regulations, intended to align with international maritime security standards, exempt from MTSA vessel security measures for non-U.S. vessels that have on board a valid ISSC attesting to the vessel’s compliance with SOLAS security requirements and the ISPS Code. ​ 19 International Seaways, Inc.
A number of countries, including some jurisdictions in which certain of the Company’s subsidiaries are domiciled, such as the U.K. and Singapore, have agreed to adopt the OECD’s minimum tax rules and have already implemented these rules or local versions of these rules effective January 1, 2024.
A number of countries have adopted the OECD’s minimum tax rules and have implemented these rules or local versions of these rules effective January 1, 2024. None of the Company’s subsidiaries are domiciled in such jurisdictions as of December 31, 2024.
Income from vessel operations increased by $172.7 million to $615.4 million in 2023, from $442.7 million in 2022, primarily driven by higher average daily rates across most of INSW’s fleet sectors.
Income from vessel operations decreased by $160.2 million to $455.2. million in 2024, from $615.4 million in 2023, primarily driven by lower average daily rates across most of INSW’s fleet sectors.
This ultimately resulted in the release of 30 vessels from the collateral packages of the respective credit facilities. o As a result of the principal prepayments made under the $750 Million Facility Term Loan during 2023, the scheduled quarterly principal amortization under the $750 Million Facility Term Loan decreased from $30.2 million at the beginning of the year to $19.0 million at the end of the year. o We entered into a secured $160 million revolving credit facility, which matures on March 27, 2029 and reduces on a 20-year age-adjusted profile. ​ See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations —Liquidity and Sources of Capital,” for further details on these financing transactions. ​ ​ OUR STRATEGY ​ Our primary objectives are to (i) maintain safe and reliable vessel operations that improves energy efficiency and reduces our environmental footprint; (ii) actively manage the size, age and composition of our fleet over the course of market cycles to increase investment returns and available capital; (iii) maximize cash flows through management of vessel employment in the spot market through our participation in a number of commercial pools and selective time charters; (iv) defend and grow the market share and profits of our asset light Crude Tankers Lightering business; (v) execute a disciplined yet flexible capital allocation strategy that is aligned with the shipping industry cycles by maintaining a strong balance sheet in order to use cash flow generation for opportunistic fleet investment, further de-levering that reduces cash break evens and/or interest costs and increases return to shareholders; and (vi) enter into value-creating transactions.
By entering into the $500 Million Revolving Credit Facility we have (i) eliminated $19.5 million in mandatory quarterly debt repayments since the balance drawn on closing is not required to be repaid until maturity, (ii) reduced cash break evens by over $3,000 per day, (iii) extended the maturity profile of the facility from 2027 to 2030, and (iv) reduced future interest expense through a margin reduction of over 85 basis points. ​ See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations —Liquidity and Sources of Capital,” for further details on these financing transactions. ​ ​ OUR STRATEGY ​ Our primary objectives are to (i) maintain safe and reliable vessel operations that improves energy efficiency and reduces our environmental footprint; (ii) actively manage the size, age and composition of our fleet over the course of market cycles to increase investment returns and available capital; (iii) maximize cash flows through management of vessel employment in the spot market through our participation in a number of commercial pools and selective time charters; (iv) defend and grow the market share and profits of our asset light Crude Tankers Lightering business; (v) execute a disciplined yet flexible capital allocation strategy that is aligned with the shipping industry cycles by maintaining a strong balance sheet in order to use cash flow generation for opportunistic fleet investment, further de-levering that reduces cash break evens and/or interest costs and increases return to shareholders; and (vi) enter into value-creating transactions.
Supreme Court decisions in 2007 and 2014, the U.S. Environmental Protection Agency (“EPA”) has authority to regulate GHG emissions under the U.S. Clean Air Act. Although the EPA has promulgated certain regulations relating to GHG emissions, to date the regulations proposed and enacted by the EPA have not involved ocean-going vessels.
Clean Air Act. Although the EPA has promulgated certain regulations relating to GHG emissions, to date the regulations proposed and enacted by the EPA have not involved ocean-going vessels.
The Company believes that its vessels that operate in California waters are in compliance with these regulations. ​ In August 2020, the California Air Resources Board (“CARB”) announced expansion of its existing at-berth air emissions requirements.
In August 2020, the California Air Resources Board (“CARB”) announced expansion of its existing at-berth air emissions requirements.
We will continue to pursue an overall chartering strategy, with a substantial spot rate exposure that provides us with higher returns when the more volatile spot market is stronger. ​ We currently deploy the majority of our fleet on a spot rate basis to benefit from market volatility and what we believe are the traditionally higher returns the spot market offers compared with time charters.
Table of Contents ​ We currently deploy the majority of our fleet on a spot rate basis to benefit from market volatility and what we believe are the traditionally higher returns the spot market offers compared with time charters.
Ships with low ratings are required to submit corrective action plans. ​ In 2011, the European Commission established a working group on shipping to provide input to the European Commission in its work to develop and assess options for the inclusion of international maritime transport in the GHG reduction commitment of the European Union (“EU”).
Supporting technical and economic measures are still under development. ​ In 2011, the European Commission established a working group on shipping to provide input to the European Commission in its work to develop and assess options for the inclusion of international maritime transport in the GHG reduction commitment of the EU.
We believe that the diversity of our Board of Directors as of December 31, 2023 (including three women and one Asian American) and the diversity of our executive leadership (two of the Company’s six executive officers belong to underrepresented minorities and are diverse by ethnic background, non-U.S. place of birth, or gender) is a testament to our ongoing commitment to hiring, developing, and retaining diverse talent. ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2023 ​ ​ Female ​ Male Shoreside Employees ​ 22 ​ 43 Seafarers ​ 4 ​ 2,629 Total Employees ​ 26 ​ 2,672 ​ ​ ​ ​ ​ ​ ​ As of December 31, 2023 ​ ​ Female ​ Male Board of Directors (a) ​ 3 ​ 7 Non-Director Senior Management ​ — ​ 5 Non-Director Senior Management Direct Reports ​ 21 ​ 38 (a) Includes our CEO who is also a member of the Board of Directors ​ We recognize the need to address gender representation in our industry.
We believe that our nine member Board of Directors (three of whom are women and one of whom is an underrepresented minority) and our seven member executive leadership team (two of whom are women and one of whom is an underrepresented minority) are varied by ethnic heritage, non-U.S. place of birth, or gender and reflect our ongoing commitment to hiring, developing, and retaining talent from different backgrounds. ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ Female ​ Male Shoreside Employees ​ 26 ​ 41 Seafarers ​ 3 ​ 2,754 Total Employees ​ 29 ​ 2,795 ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 ​ ​ Female ​ Male Board of Directors (a) ​ 3 ​ 6 Non-Director Senior Management ​ — ​ 5 Non-Director Senior Management Direct Reports ​ 25 ​ 36 (a) Includes our CEO who is also a member of the Board of Directors ​ We recognize the need to address gender representation in our industry.
Actual dollar amounts are used in this section “Liability Standards and Limits” and in “U.S.
Actual dollar amounts are used in this section “Liability Standards and Limits” and in “U.S. Environmental and Safety Regulations and Standards - Liability Standards and Limits” below. ​ 13 International Seaways, Inc.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThe Amended and Restated Rights Plan will expire on April 10, 2026, subject to earlier termination by the Company’s Board of Directors if the Board determines that market and other conditions warrant. ​ Notwithstanding the foregoing advantages provided by the Amended and Restated Rights Plan to the interests of all stockholders, the Amended and Restated Rights Plan may depress the market price of the Company’s common stock by acting to discourage, delay or prevent a change of control of the Company or changes in the management of the Company that the stockholders of the Company may deem advantageous. ​ Future offerings of debt or equity securities by the Company may materially adversely affect the share price, and future capitalization measures could lead to substantial dilution of existing stockholders’ interests in the Company. ​ The Company may seek to raise additional equity through the issuance of new shares or convertible or exchangeable bonds to finance future organic growth or acquisitions.
Biggest changeTable of Contents prevent a change of control of the Company or changes in the management of the Company that the stockholders of the Company may deem advantageous. ​ Future offerings of debt or equity securities by the Company may materially adversely affect the share price, and future capitalization measures could lead to substantial dilution of existing stockholders’ interests in the Company. ​ The Company may seek to raise additional equity through the issuance of new shares or convertible or exchangeable bonds to finance future organic growth or acquisitions.
Table of Contents ● regional availability of refining capacity and inventories; ● changes in the production levels of crude oil (including in particular production by OPEC, the United States and other key producers); ● weather and natural disasters, including the continuing drought in Panama, reducing water levels in the Panama Canal and thereby decreasing the daily number of vessels permitted to transit the canal, resulting in delays in crossing the canal or extending their voyages by going around Cape Horn; ● international sanctions, embargoes, import and export restrictions or nationalizations and wars, including the current Russia – Ukraine war and attacks by Iran – backed Houthi militants based in Yemen; ● developments in international trade generally; ● changes in seaborne and other transportation patterns, including changes in the distances that cargoes are transported, changes in the price of crude oil and changes to the West Texas Intermediate and Brent Crude Oil pricing benchmarks; ● environmental and other legal and regulatory developments and concerns; ● government subsidies of shipbuilding; ● construction or expansion of new or existing pipelines or railways; and ● competition from alternative sources of energy. ​ Factors influencing the supply of vessel capacity include: ● the number of newbuilding deliveries; ● the recycling rate of older vessels; ● environmental and maritime regulations; ● the number of vessels being used for storage or as FSO service vessels; ● the number of vessels that are removed from service; ● changes in the number of vessels ceasing to comply with sanctions imposed by the U.S., the UK and the EU, which changes either decrease or increase the number of vessels that participate in sanctions compliant trading; ● availability and pricing of other energy sources for which tankers can be used or to which construction capacity may be dedicated; and ● port or canal congestion and weather delays. ​ Many of the factors that influence the demand for tanker capacity will also, in the longer term, effectively influence the supply of tanker capacity, since decisions to build new capacity, invest in capital repairs, or to retain in service older obsolescent capacity are influenced by the general state of the marine transportation industry from time to time.
Table of Contents ● changes in the production levels of crude oil (including in particular production by OPEC, the United States and other key producers); ● weather and natural disasters, including the continuing drought in Panama, reducing water levels in the Panama Canal and thereby decreasing the daily number of vessels permitted to transit the canal, resulting in delays in crossing the canal or extending their voyages by going around Cape Horn; ● international sanctions, embargoes, import and export restrictions or nationalizations and wars, including the current Russia – Ukraine war and attacks by Iran – backed Houthi militants based in Yemen; ● developments in international trade generally; ● changes in seaborne and other transportation patterns, including changes in the distances that cargoes are transported, changes in the price of crude oil and changes to the West Texas Intermediate and Brent Crude Oil pricing benchmarks; ● environmental and other legal and regulatory developments and concerns; ● government subsidies of shipbuilding; ● construction or expansion of new or existing pipelines or railways; and ● competition from alternative sources of energy. ​ Factors influencing the supply of vessel capacity include: ● the number of newbuilding deliveries; ● the recycling rate of older vessels; ● environmental and maritime regulations; ● the number of vessels being used for storage or as FSO service vessels; ● the number of vessels that are removed from service; ● changes in the number of vessels ceasing to comply with sanctions imposed by the U.S., the UK and the EU, which changes either decrease or increase the number of vessels that participate in sanctions compliant trading; ● availability and pricing of other energy sources for which tankers can be used or to which construction capacity may be dedicated; and ● port or canal congestion and weather delays. ​ Many of the factors that influence the demand for tanker capacity will also, in the longer term, effectively influence the supply of tanker capacity, since decisions to build new capacity, invest in capital repairs, or to retain in service older obsolescent capacity are influenced by the general state of the marine transportation industry from time to time.
Treasury Regulations, the publicly traded test will not be satisfied in any taxable year in which persons who directly, indirectly or constructively own five percent or more of our common shares (sometimes referred to as “5% shareholders”) own 50% or more of the vote and value of our common shares for more than half the days in such year, unless an exception applies.
Treasury Regulations, the publicly traded test will not be satisfied in any taxable year in which persons who directly, indirectly or constructively own five percent or more of our common shares (sometimes referred to as “5% shareholders”) own in the aggregate 50% or more of the vote and value of our common shares for more than half the days in such year, unless an exception applies.
The fluctuation in market value of vessels over time is based upon various factors, including: ● age of the vessel; ● general economic and market conditions affecting the tanker industry, including the availability of vessel financing; ● number of vessels in the world fleet; ● types and sizes of vessels available; ● changes in trading patterns affecting demand for particular sizes and types of vessels; ● cost of newbuildings; ● prevailing level of charter rates; ● environmental and maritime regulations; ● competition from other shipping companies and from other modes of transportation; ● technological advances in vessel design and propulsion and overall vessel efficiency; and ● ability to utilize less expensive fuels. 23 International Seaways, Inc.
The fluctuation in market value of vessels over time is based upon various factors, including: ● age of the vessel; ● general economic and market conditions affecting the tanker industry, including the availability of vessel financing; ● number of vessels in the world fleet; ● types and sizes of vessels available; ● changes in trading patterns affecting demand for particular sizes and types of vessels; ● cost of newbuildings; ● prevailing level of charter rates; ● environmental and maritime regulations; ● competition from other shipping companies and from other modes of transportation; ● technological advances in vessel design and propulsion and overall vessel efficiency; and ● ability to utilize less expensive fuels. ​ 25 International Seaways, Inc.
Companies that do not adapt to or comply with investor, lender or other industry shareholder expectations and standards, which are evolving, or which are perceived to have not responded appropriately to the growing concern for ESG issues, regardless of whether there is a legal requirement to do so, may suffer from reputational damage and their business, financial condition and share price may be adversely affected.
Companies that do not adapt to or comply with investor, lender or other industry shareholder expectations and standards, which are evolving, or which are perceived to have not responded appropriately to the growing concern for these issues, regardless of whether there is a legal requirement to do so, may suffer from reputational damage and their business, financial condition and share price may be adversely affected.
We will qualify for the Section 883 exemption for 2024 and forward if, among other things, (i) our common shares are treated as primarily and regularly traded on an established securities market in the United States or another qualified country (“publicly traded test”), or (ii) we satisfy one of two other ownership tests. Under applicable U.S.
We will qualify for the Section 883 exemption for 2025 and forward if, among other things, (i) our common shares are treated as primarily and regularly traded on an established securities market in the United States or another qualified country (“publicly traded test”), or (ii) we satisfy one of two other ownership tests. Under applicable U.S.
Certain of the Company’s vessel leases also contain similar financial covenants. ​ While the Company is in compliance with all of its loan covenants, a decrease in vessel values or a failure to meet collateral maintenance requirements could cause the Company to breach certain covenants in its existing credit facilities, term loans and vessel leases, or in future financing agreements that the Company may enter into from time to time.
Certain of the Company’s lease financing arrangements also contain similar financial covenants. ​ While the Company is in compliance with all of its loan covenants, a decrease in vessel values or a failure to meet collateral maintenance requirements could cause the Company to breach certain covenants in its existing credit facilities, term loans and vessel leases, or in future financing agreements that the Company may enter into from time to time.
Political instability has also resulted in attacks on vessels, mining of waterways and other efforts to disrupt international shipping, particularly in the Arabian Gulf region and most recently in the Black Sea in connection with the war between Russia and Ukraine and in the Red Sea and the Gulf of Aden in connection with the Israel/Gaza conflict resulting from attacks by Iran-backed Houthi militants based in Yemen, respectively.
Political instability has also resulted in attacks on vessels, mining of waterways and other efforts to disrupt international shipping, particularly in the Arabian Gulf region, in the Black Sea in connection with the war between Russia and Ukraine and in the Red Sea and the Gulf of Aden in connection with the Israel/Gaza conflict resulting from attacks by Iran-backed Houthi militants based in Yemen, respectively.
See also Item 1, “Business — Fleet Operations — Commercial Management.” ​ 30 International Seaways, Inc. Table of Contents INSW may not be able to renew Time Charters when they expire or enter into new Time Charters. ​ INSW’s ability to renew expiring contracts or obtain new charters will depend on the prevailing market conditions at the time of renewal.
See also Item 1, “Business — Fleet Operations — Commercial Management.” ​ 32 International Seaways, Inc. Table of Contents INSW may not be able to renew Time Charters when they expire or enter into new Time Charters. ​ INSW’s ability to renew expiring contracts or obtain new charters will depend on the prevailing market conditions at the time of renewal.
If additional financing is not available when current facilities mature, or is available only on unfavorable terms, the Company may be unable to meet its obligations as they come due or the Company may be unable to execute its business strategy, complete additional vessel acquisitions, or otherwise take advantage of potential business opportunities as they arise. 25 International Seaways, Inc.
If additional financing is not available when current facilities mature, or is available only on unfavorable terms, the Company may be unable to meet its obligations as they come due or the Company may be unable to execute its business strategy, complete additional vessel acquisitions, or otherwise take advantage of potential business opportunities as they arise. 27 International Seaways, Inc.
Travel restrictions, operational problems or large-scale social unrest in any part of the world in which INSW operates, or any reduction in the demand for tanker services caused by public health threats in the future, may impact INSW’s operations and adversely affect the Company’s financial results. ​ ​ Risks Related to Our Company ​ INSW has incurred significant indebtedness which could affect its ability to finance its operations, pursue desirable business opportunities and successfully run its business in the future, all of which could affect INSW’s ability to fulfill its obligations under that indebtedness. ​ As of December 31, 2023, INSW had approximately $723 million of outstanding indebtedness (including finance lease obligations), net of discounts and deferred finance costs.
Travel restrictions, operational problems or large-scale social unrest in any part of the world in which INSW operates, or any reduction in the demand for tanker services caused by public health threats in the future, may impact INSW’s operations and adversely affect the Company’s financial results. ​ ​ Risks Related to Our Company ​ INSW has incurred significant indebtedness which could affect its ability to finance its operations, pursue desirable business opportunities and successfully run its business in the future, all of which could affect INSW’s ability to fulfill its obligations under that indebtedness. ​ As of December 31, 2024, INSW had approximately $688 million of outstanding indebtedness (including finance lease obligations), net of discounts and deferred finance costs.
Although there can be no certainty that any of these discussions will result in definitive agreements or the completion of any transactions, the announcement of any such transaction may lead to increased volatility in the trading price of INSW’s securities. ​ 31 International Seaways, Inc.
Although there can be no certainty that any of these discussions will result in definitive agreements or the completion of any transactions, the announcement of any such transaction may lead to increased volatility in the trading price of INSW’s securities. ​ 33 International Seaways, Inc.
There can be no certainty as to when such geopolitical instability and weather conditions will normalize, and any such normalization could cause tanker rates to decline significantly. ​ Factors influencing the demand for tanker capacity include: ● supply and demand for, and availability of, energy resources such as oil, oil products and natural gas, which affect customers’ need for vessel capacity; ● global and regional economic and political conditions, including armed conflicts, terrorist activities and strikes, that among other things could impact the supply of oil, as well as trading patterns and the demand for various vessel types; 22 International Seaways, Inc.
There can be no certainty as to when such geopolitical instability and weather conditions will normalize, and any such normalization could cause tanker rates to decline significantly. ​ Factors influencing the demand for tanker capacity include: ● supply and demand for, and availability of, energy resources such as oil, oil products and natural gas, which affect customers’ need for vessel capacity; ● global and regional economic and political conditions, including armed conflicts, terrorist activities and strikes, that among other things could impact the supply of oil, as well as trading patterns and the demand for various vessel types; ● regional availability of refining capacity and inventories; 24 International Seaways, Inc.
The newbuilding order book of all classes of tankers (representing vessels in various stages of planning or construction that will be delivered in the future) equaled approximately 7%, 4% and 7% as of each of December 31, 2023, 2022 and 2021. ​ The market value of vessels fluctuates significantly, which could adversely affect INSW’s liquidity or otherwise adversely affect its financial condition. ​ The market value of vessels has fluctuated over time.
The newbuilding order book of all classes of tankers (representing vessels in various stages of planning or construction that will be delivered in the future) equaled approximately 14%, 7% and 4% as of each of December 31, 2024, 2023 and 2022. ​ The market value of vessels fluctuates significantly, which could adversely affect INSW’s liquidity or otherwise adversely affect its financial condition. ​ The market value of vessels has fluctuated over time.
Investor advocacy groups, certain institutional investors, investment funds, lenders and other market participants are increasingly focused on ESG practices and, in recent years, have placed increasing importance on the implications and social cost of their investments.
Investor advocacy groups, certain institutional investors, investment funds, lenders and other market participants are increasingly focused on such practices and, in recent years, have placed increasing importance on the implications and social cost of their investments.
Further the war between Russia and Ukraine and the Israel/Gaza conflict have resulted in attacks on commercial vessels in the Black Sea, Red Sea and Gulf of Aden in the 2022 – 2024 period. None of these attacks or seizures have involved the Company’s vessels.
Further the war between Russia and Ukraine and the Israel/Gaza conflict have resulted in attacks on commercial vessels in the Black Sea, Red Sea and Gulf of Aden in the 2022 – 2025 period. None of these attacks or seizures have involved the Company’s vessels.
We can provide no assurance that ownership of our common shares by 5% shareholders will allow us to qualify for the Section 883 exemption in 2024 and any other future taxable years.
We can provide no assurance that ownership of our common shares by 5% shareholders will allow us to qualify for the Section 883 exemption in 2025 and any other future taxable years.
Any such changes could result in a temporary loss of customer approvals, could disrupt the Company’s business and have a material adverse effect on the Company’s business, results of operations and financial condition. ​ INSW’s business depends on voyage charters, and any future decrease in spot charter rates could adversely affect its earnings. ​ Voyage charters, including vessels operating in commercial pools that predominantly operate in the spot market, constituted 91% of INSW’s aggregate TCE revenues in the year ended December 31, 2023, 96% in 2022 and 81% in 2021.
Any such changes could result in a temporary loss of customer approvals, could disrupt the Company’s business and have a material adverse effect on the Company’s business, results of operations and financial condition. ​ INSW’s business depends on voyage charters, and any future decrease in spot charter rates could adversely affect its earnings. ​ Voyage charters, including vessels operating in commercial pools that predominantly operate in the spot market, constituted 86% of INSW’s aggregate TCE revenues in the year ended December 31, 2024, 91% in 2023 and 96% in 2022.
Such seasonality may be outweighed in any period by then current economic conditions or tanker industry fundamentals. ​ Effective internal controls are necessary for the Company to provide reliable financial reports and effectively prevent fraud. ​ The Company maintains a system of internal controls to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.
Such seasonality may be outweighed in any period by then current economic conditions or tanker industry fundamentals. ​ Effective internal controls are necessary for the Company to provide reliable financial reports and effectively prevent fraud. ​ The Company maintains a system of internal controls to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. 36 International Seaways, Inc.
Although vessel recycling levels over any particular period will depend on various factors, including charter rates and recycling prices, the newbuilding order book (i.e., vessels in various stages of planning or construction that will be delivered in the future) represented approximately 7% and 4% of the existing world tanker fleet as of each of December 31, 2023 and 2022.
Although vessel recycling levels over any particular period will depend on various factors, including charter rates and recycling prices, the newbuilding order book (i.e., vessels in various stages of planning or construction that will be delivered in the future) represented approximately 14% and 7% of the existing world tanker fleet as of each of December 31, 2024 and 2023.
Such attacks may also impact the Company’s customers, which could impair their ability to make payments to the Company under their charters. ​ 27 International Seaways, Inc.
Such attacks may also impact the Company’s customers, which could impair their ability to make payments to the Company under their charters. 29 International Seaways, Inc.
With respect to certain items, INSW is generally dependent upon the original equipment manufacturer for repair and replacement of the item or its spare parts. Supplier consolidation may result in a shortage of supplies and services, thereby increasing the cost of supplies or potentially inhibiting the ability of suppliers to deliver on time.
With respect to certain items, INSW is generally dependent upon the original equipment manufacturer for repair and replacement of the item or its spare parts. Supplier consolidation may result in a shortage of supplies and services, thereby increasing the cost of supplies or potentially inhibiting the ability of suppliers to deliver on time. 34 International Seaways, Inc.
The increased focus and activism related to ESG and similar matters may hinder access to capital, as investors and lenders may decide to reallocate capital or to not commit capital as a result of their assessment of a company’s ESG practices. Diminished access to capital could hinder our growth.
The increased focus and activism related to these matters may hinder access to capital, as investors and lenders may decide to reallocate capital or to not commit capital as a result of their assessment of a company’s practices. Diminished access to capital could hinder our growth.
Table of Contents ● The employment of the Company’s vessels could be adversely affected by an inability to clear the oil majors’ risk assessment process. ● The Company’s vessels may be directed to call on ports located in countries that are subject to restrictions imposed by the United States (“U.S.”), the UN, the United Kingdom, or the EU, which could negatively affect the trading price of the Company’s common shares. ● The Company may be subject to litigation and government inquiries or investigations that, if not resolved in the Company’s favor and not sufficiently covered by insurance, could have a material adverse effect on it. ● Maritime claimants could arrest INSW’s vessels, which could interrupt cash flows. ● Governments could requisition the Company’s vessels during a period of war or emergency, which may negatively impact the Company’s business, financial condition, results of operation and available cash. ● We may be subject to U.S. federal income tax on U.S. source shipping income, which could reduce our net income and cash flows. ● U.S. tax authorities could treat us as a “passive foreign investment company”, which could have adverse U.S. federal income tax consequences to U.S. shareholders. ● Pending and future tax law changes may result in significant additional taxes to us.
Table of Contents ● The Company’s vessels may be directed to call on ports located in countries that are subject to restrictions imposed by the United States (“U.S.”), the UN, the United Kingdom, or the EU, which could negatively affect the trading price of the Company’s common shares. ● The Company may be subject to litigation and government inquiries or investigations that, if not resolved in the Company’s favor and not sufficiently covered by insurance, could have a material adverse effect on it. ● Maritime claimants could arrest INSW’s vessels, which could interrupt cash flows. ● Governments could requisition the Company’s vessels during a period of war or emergency, which may negatively impact the Company’s business, financial condition, results of operation and available cash. ● We may be subject to U.S. federal income tax on U.S. source shipping income, which could reduce our net income and cash flows. ● U.S. tax authorities could treat us as a “passive foreign investment company”, which could have adverse U.S. federal income tax consequences to U.S. shareholders. ● Pending and future tax law changes may result in significant additional taxes to us.
In addition, as a vessel must be drydocked within five years of its delivery from a shipyard, with survey cycles of no more than 60 months for the first three surveys, and 30 months thereafter, not including any unexpected repairs, the Company will incur significant maintenance costs 29 International Seaways, Inc.
In addition, as a vessel must be drydocked within five years of its delivery from a shipyard, with survey cycles of no more than 60 months for the first three surveys, and 30 months thereafter, not including any unexpected repairs, the Company will incur significant maintenance costs for its existing and any newly-acquired 31 International Seaways, Inc.
In the years ended December 31, 2023, 2022 and 2021, INSW derived approximately 91%, 96% and 81%, respectively, of its TCE revenues in the spot market. The tanker industry is both cyclical and volatile in terms of charter rates and profitability.
In the years ended December 31, 2024, 2023 and 2022, INSW derived approximately 86%, 91% and 96%, respectively, of its TCE revenues in the spot market. The tanker industry is both cyclical and volatile in terms of charter rates and profitability.
As a result, we may be required to implement more stringent ESG procedures or standards so that our existing and future investors remain invested in us and make further investments in us, especially given our business of transporting crude oil and refined petroleum products.
As a result, we may be required to implement more stringent procedures or standards so that our existing and future investors remain invested in us and make further investments in us, especially given our business of transporting crude oil and refined petroleum products. 37 International Seaways, Inc.
However, the market price of the Company’s common stock may fluctuate substantially. You may not be able to resell your common stock at or above the price you paid for such securities due to a number of factors, some of which are beyond the Company’s control.
You may not be able to resell your common stock at or above the price you paid for such securities due to a number of factors, some of which are beyond the Company’s control.
The Company’s debt facilities contain customary representations, warranties, restrictions and covenants including financial covenants that require the Company (i) to maintain a minimum liquidity level of the greater of $50 million and 5% of the Company’s Consolidated Indebtedness; (ii) to ensure the Company’s and its consolidated subsidiaries’ Maximum Leverage Ratio will not exceed 0.60 to 1.00 at any time; (iii) to ensure that Current Assets exceeds Current Liabilities (which is defined to exclude the current potion of Consolidated Indebtedness); and (iv) to ensure the aggregate Fair Market Value of the Collateral Vessels will not be less than 135% of the aggregate outstanding principal amount of the Term Loans and Revolving Loans of each Facility.
Table of Contents The Company’s $500 Million Revolving Credit Facility and $160 Million Revolving Credit Facility contain customary representations, warranties, restrictions and covenants including financial covenants that require the Company (i) to maintain a minimum liquidity level of the greater of $50 million and 5% of the Company’s Consolidated Indebtedness; (ii) to ensure the Company’s and its consolidated subsidiaries’ Maximum Leverage Ratio will not exceed 0.60 to 1.00 at any time; (iii) to ensure that Current Assets exceeds Current Liabilities (which is defined to exclude the current potion of Consolidated Indebtedness); and (iv) to ensure the aggregate Fair Market Value of the Collateral Vessels under each facility will not be less than 135% of the aggregate outstanding principal amount of each facility.
Increasing scrutiny and changing expectations from investors, lenders and other market participants with respect to our Environmental, Social and Governance (“ESG”) policies may impose additional costs on us or expose us to additional risks. Companies across all industries are facing increasing scrutiny relating to their ESG policies.
Increasing scrutiny and changing expectations from investors, lenders and other market participants with respect to our sustainability and governance policies may impose additional costs on us or expose us to additional risks. Companies across all industries are facing increasing scrutiny relating to their sustainability and governance policies.
Additional discussion of the risks summarized in this risk factor summary, and other risks we face, can be found below in this risk factor section and should be carefully considered, together with other information in this annual report on Form 10-K and other filings with the SEC, before making an investment decision regarding our common stock. ​ Risks Related to Our Industry ​ ● The highly cyclical nature of the industry may lead to volatile changes in charter rates and vessel values, which could adversely affect the Company’s earnings and available cash. ● The market value of vessels fluctuates significantly, which could adversely affect INSW’s liquidity or otherwise adversely affect its financial condition. ● Declines in charter rates and other market deterioration could cause INSW to incur impairment charges. ● Changes in the worldwide supply of vessels or an expansion of the capacity of newly-built vessels, without a commensurate shift in demand for such vessels, may cause spot chart rates to increase or decline, affecting INSW’s revenues, profitability and cash flows, and the value of its vessels. 20 International Seaways, Inc.
Additional discussion of the risks summarized in this risk factor summary, and other risks we face, can be found below in this risk factor section and should be carefully considered, together with other information in this annual report on Form 10-K and other filings with the SEC, before making an investment decision regarding our common stock. ​ Risks Related to Our Industry ​ ● The highly cyclical nature of the industry may lead to volatile changes in charter rates and vessel values, which could adversely affect the Company’s earnings and available cash. ● The market value of vessels fluctuates significantly, which could adversely affect INSW’s liquidity or otherwise adversely affect its financial condition. ● Declines in charter rates and other market deterioration could cause INSW to incur impairment charges. ● Changes in the worldwide supply of vessels or an expansion of the capacity of newly-built vessels, without a commensurate shift in demand for such vessels, may cause spot chart rates to increase or decline, affecting INSW’s revenues, profitability and cash flows, and the value of its vessels. ● Shipping is a business with inherent risks, and INSW’s insurance may not be adequate to cover its losses. ● Counterparty credit risk and constraints on capital availability may adversely affect INSW’s business. 22 International Seaways, Inc.
As of December 31, 2023, INSW employed twelve of its vessels on time charters, with expiration dates ranging between August 2024 and April 2030. The Company’s existing time charters may not be renewed at comparable rates or if renewed or entered into, those new contracts may be at less favorable rates.
As of December 31, 2024, INSW employed 14 of its vessels on time charters, with expiration dates ranging between February 2025 and April 2030. The Company’s existing time charters may not be renewed at comparable rates or if renewed or entered into, those new contracts may be at less favorable rates.
Should the Company not be able to successfully clear the oil majors’ risk assessment processes on an ongoing basis, the future employment of the Company’s vessels could also be adversely affected. since it might lead to the oil majors’ terminating existing charters. ​ The Company’s vessels may be directed to call on ports located in countries that are subject to restrictions imposed by the U.S., the U.N., the U.K. or the EU, which could negatively affect the trading price of the Company’s common shares. ​ From time to time, certain of the Company’s vessels, on the instructions of the charterers or pool manager responsible for the commercial management of such vessels, have called and may again call on ports located in countries or territories, and/or operated by persons, subject to sanctions and embargoes imposed by the U.S., the U.N., the U.K. or the EU and countries identified by the U.S., the U.N., the U.K. or the EU as state sponsors of terrorism.
Should the Company not be able to successfully clear the oil majors’ risk assessment processes on an ongoing basis, the future employment of the Company’s vessels could also be adversely affected. since it might lead to the oil majors’ terminating existing charters. ​ The Company’s vessels may be directed to call on ports located in countries that are subject to restrictions imposed by the U.S., the U.N., the U.K. or the EU, which could negatively affect the trading price of the Company’s common shares. ​ From time to time, certain of the Company’s vessels, on the instructions of the charterers or pool manager responsible for the commercial management of such vessels, have called and may again call on ports located in countries or territories, and/or operated by 39 International Seaways, Inc.
In October 2021, more than 130 countries tentatively signed on to a framework that imposes a minimum tax rate of 15%, among other provisions. The framework calls for law 39 International Seaways, Inc. Table of Contents enactment by OECD and G20 members in 2022 to take effect in 2024 and 2025.
In October 2021, more than 130 countries tentatively signed on to a framework that imposes a minimum tax rate of 15%, among other provisions. The framework calls for law enactment by OECD and G20 members in 2022 to take effect in 2024 and 2025.
In addition, the time when a vessel is out of service for maintenance is determined by a number of factors including regulatory deadlines, market conditions, shipyard availability and customer requirements, and accordingly the length of time that a vessel may be off-hire may be longer than anticipated, which could adversely affect the Company’s business, financial condition, results of operations and cash flows. ​ Technological innovation could reduce the Company’s charter income and the value of the Company’s vessels. ​ 33 International Seaways, Inc.
In addition, the time when a vessel is out of service for maintenance is determined by a number of factors including regulatory deadlines, market conditions, shipyard availability and customer requirements, and accordingly the length of time that a vessel may be off-hire may be longer than anticipated, which could adversely affect the Company’s business, financial condition, results of operations and cash flows. 35 International Seaways, Inc.
The U.S., U.N., the U.K. and EU sanctions and embargo laws and regulations vary in their application, as they do not all apply to the same covered persons or proscribe the same activities, and such sanctions and embargo laws and regulations may be amended or expanded over time. Some sanctions may also apply to transportation 37 International Seaways, Inc.
The U.S., U.N., the U.K. and EU sanctions and embargo laws and regulations vary in their application, as they do not all apply to the same covered persons or proscribe the same activities, and such sanctions and embargo laws and regulations may be amended or expanded over time.
Requisition for title occurs when a government takes control of a vessel and becomes the owner. Requisition for hire occurs when a government takes control of a vessel and effectively becomes the charterer at dictated charter rates. Generally, requisitions occur during a period of war or emergency.
Requisition for title occurs when a government takes control of a vessel and becomes the owner. Requisition for hire occurs when a government takes control of a vessel and 40 International Seaways, Inc. Table of Contents effectively becomes the charterer at dictated charter rates. Generally, requisitions occur during a period of war or emergency.
Table of Contents companies are acquired in exchange for new shares of the Company’s common stock to be issued and if the Company’s Board of Directors makes grants of equity awards to the Company’s directors, officers and employees pursuant to any equity incentive or compensation plan, any such grants would also cause dilution. ​ INSW may not continue to pay cash dividends on its Common Stock. ​ During 2023, 2022 and 2021 INSW paid regular quarterly and supplemental cash dividends totaling $308.2 million or $6.29 per share, $69.8 million or $1.42 per share and $9.4 million or $0.24 per share, respectively.
Stockholders’ ownership interests could also be diluted if other companies or equity interests in companies are acquired in exchange for new shares of the Company’s common stock to be issued and if the Company’s Board of Directors makes grants of equity awards to the Company’s directors, officers and employees pursuant to any equity incentive or compensation plan, any such grants would also cause dilution. ​ INSW may not continue to pay cash dividends on its Common Stock. ​ During 2024, 2023 and 2022 INSW paid regular quarterly and supplemental cash dividends totaling $284.4 million or $5.77 per share, $308.2 million or $6.29 per share, and $69.8 million or $1.42 per share, respectively.
The Company currently has newbuilding construction contracts for the purchase of four dual fuel LNG ready LR1s and an option for two additional dual fuel LNG ready LR1s which provide for installment payments of the purchase price to be made by the Company as the vessels are being built.
The Company currently has newbuilding construction contracts for the purchase of six dual fuel LNG ready LR1s which provide for installment payments of the purchase price to be made by the Company as the vessels are being built.
Table of Contents ● Shipping is a business with inherent risks, and INSW’s insurance may not be adequate to cover its losses. ● Counterparty credit risk and constraints on capital availability may adversely affect INSW’s business. ● The state of the global financial markets may adversely impact the Company’s ability to obtain additional financing on acceptable terms and otherwise negatively impact the Company’s business. ● INSW conducts its operations internationally, which subjects it to changing economic, political and governmental conditions that may adversely affect its business. ● Acts of piracy on ocean-going vessels, terrorist attacks and international hostilities and instability, including attacks against merchant vessels in the Red Sea and the Gulf of Aden by Iran–backed Houthi militants in Yemen, could adversely affect the Company’s business. ● The war between Russia and Ukraine could adversely affect INSW’s business. ● Public health threats could adversely affect INSW’s business.
Table of Contents ● The state of the global financial markets may adversely impact the Company’s ability to obtain additional financing on acceptable terms and otherwise negatively impact the Company’s business. ● INSW conducts its operations internationally, which subjects it to changing economic, political and governmental conditions that may adversely affect its business. ● Acts of piracy on ocean-going vessels, terrorist attacks and international hostilities and instability, including attacks against merchant vessels in the Red Sea and the Gulf of Aden by Iran–backed Houthi militants in Yemen, could adversely affect the Company’s business. ● The war between Russia and Ukraine could adversely affect INSW’s business. ● Public health threats could adversely affect INSW’s business.
Table of Contents of goods (including crude oil) originating in sanctioned countries (particularly Iran, Venezuela and Russia), even if the vessel does not travel to those countries, or is otherwise acting on behalf of sanctioned persons.
Some sanctions may also apply to transportation of goods (including crude oil) originating in sanctioned countries (particularly Iran, Venezuela and Russia), even if the vessel does not travel to those countries, or is otherwise acting on behalf of sanctioned persons.
The Company did not record any vessel impairment charges during 2023. ​ Changes in the worldwide supply of vessels or an expansion of the capacity of newly-built tankers, without a commensurate shift in demand for such vessels, may cause spot charter rates to increase or decline, affecting INSW’s revenues, profitability and cash flows, and the value of its vessels.
The Company recorded a vessel impairment charge of $8.7 million during 2024. ​ Changes in the worldwide supply of vessels or an expansion of the capacity of newly-built tankers, without a commensurate shift in demand for such vessels, may cause spot charter rates to increase or decline, affecting INSW’s revenues, profitability and cash flows, and the value of its vessels.
If, upon expiration of the existing time charters, INSW is unable to obtain time charters or voyage charters at desirable rates, the Company’s business, financial condition, results of operations and cash flows may be adversely affected. ​ Termination of, or a change in the nature of, INSW’s relationship with any of the commercial pools in which it participates could adversely affect its business. ​ As of December 31, 2023, 10 of the Company’s 13 VLCCs participate in the TI pool; 11 of its 13 Suezmaxes participate in the PENFIELD pool; two of the Company’s four Aframaxes participate in the Aframax International pool and its one LR2 participates in the HAFNIA pool; all seven of its LR1s participate in the PI pool; and 29 of the 35 MRs participate in the CPTA pool or NTP pool.
If, upon expiration of the existing time charters, INSW is unable to obtain time charters or voyage charters at desirable rates, the Company’s business, financial condition, results of operations and cash flows may be adversely affected. ​ Termination of, or a change in the nature of, INSW’s relationship with any of the commercial pools in which it participates could adversely affect its business. ​ As of December 31, 2024, nine of the Company’s 13 VLCCs participate in the TI pool; 12 of its 13 Suezmaxes participate in the Maersk Tankers pool; three of the Company’s four Aframaxes participate in the Aframax International pool; all eight of its LR1s participate in the PI pool; and 30 of the 39 MRs participate in the CPTA pool or NTP pool.
Table of Contents ​ Compliance with complex laws, regulations, and, in particular, environmental laws or regulations, including those relating to the emission of greenhouse gases, may adversely affect INSW’s business. ​ General ​ The Company’s operations are affected by extensive and changing international, national and local environmental protection laws, regulations, treaties, conventions and standards in force in international waters, the jurisdictional waters of the countries in which INSW’s vessels operate, as well as the countries of its vessels’ registration.
The occurrence of any of the foregoing could have a material adverse effect on our business, financial condition and results of operations. ​ Compliance with complex laws, regulations, and, in particular, environmental laws or regulations, including those relating to the emission of greenhouse gases, may adversely affect INSW’s business. ​ General ​ The Company’s operations are affected by extensive and changing international, national and local environmental protection laws, regulations, treaties, conventions and standards in force in international waters, the jurisdictional waters of the countries in which INSW’s vessels operate, as well as the countries of its vessels’ registration.
Risks Related to Legal and Regulatory Matters ● Climate change and greenhouse emissions may adversely affect our operating results. ● Increasing scrutiny and changing expectations from investors, lenders and other market participants with respect to our Environmental, Social and Governance policies may impose additional costs on us or expose us to additional risks. ● Compliance with complex laws, regulations, and, in particular, environmental laws or regulations, including those relating to the emission of greenhouse gases (“GHGs”), may adversely affect INSW’s business. 21 International Seaways, Inc.
Risks Related to Legal and Regulatory Matters ● Climate change and greenhouse emissions may adversely affect our operating results. ● Increasing scrutiny and changing expectations from investors, lenders and other market participants with respect to our sustainability and governance policies may impose additional costs on us or expose us to additional risks. ● Compliance with complex laws, regulations, and, in particular, environmental laws or regulations, including those relating to the emission of greenhouse gases (“GHGs”), may adversely affect INSW’s business. ● The employment of the Company’s vessels could be adversely affected by an inability to clear the oil majors’ risk assessment process. 23 International Seaways, Inc.
Every commercial tanker must pass inspection by a Classification Society authorized by the vessel’s country of registry. The Classification Society certifies that a tanker is safe and seaworthy in accordance with the applicable rules and regulations of the country of registry of the tanker and the international conventions of which that country is a member.
The Classification Society certifies that a tanker is safe and seaworthy in accordance with the applicable rules and regulations of the country of registry of the tanker and the international conventions of which that country is a member.
Table of Contents ​ Due to concern over the risk of climate change, a number of countries, including the United States, and international organizations, including the EU, the IMO and the U.N., have adopted, or are considering the adoption of, regulatory frameworks to reduce greenhouse gas emissions.
See Item 1, “Business —Environmental and Security Matters Relating to Bulk Shipping.” ​ Greenhouse Gas Emissions ​ Due to concern over the risk of climate change, a number of countries, including the United States, and international organizations, including the EU, the IMO and the U.N., have adopted, or are considering the adoption of, regulatory frameworks to reduce greenhouse gas emissions.
The Pillar Two Model Rules are designed to ensure that large multinational enterprises (MNEs) that have annual revenues of €750 million or more in at least two of the four fiscal years immediately preceding the tested fiscal year pay a minimum level of tax on the income arising in each jurisdiction where they operate.
Table of Contents that have annual revenues of €750 million or more in at least two of the four fiscal years immediately preceding the tested fiscal year pay a minimum level of tax on the income arising in each jurisdiction where they operate.
Table of Contents the Company’s customers or the Company’s vendors; changes in business or regulatory conditions; changes in the Company’s capital structure; any announcements by the Company or its competitors of significant acquisitions, strategic alliances or joint ventures; additions or departures of key personnel; investors’ general perception of the Company; failure to meet market expectations; future sales of the Company’s securities by it, directors, executives and significant stockholders; changes in domestic and international economic and political conditions; and other events or factors, including those resulting from natural disasters, war, acts of terrorism or responses to these events.
These risks include those described or referred to in this “Risk Factors” section and under “Forward -Looking Statements,” as well as, among other things: fluctuations in the Company’s operating results; activities of and results of operations of the Company’s competitors; changes in the Company’s relationships with the Company’s customers or the Company’s vendors; changes in business or regulatory conditions; changes in the Company’s capital structure; any announcements by the Company or its competitors of significant acquisitions, strategic alliances or joint ventures; additions or departures of key personnel; investors’ general perception of the Company; failure to meet market expectations; future sales of the Company’s securities by it, directors, executives and significant stockholders; changes in domestic and international economic and political conditions; and other events or factors, including those resulting from natural disasters, war, acts of terrorism or responses to these events.
Table of Contents Company’s ability to transport cargo to one or more countries, and could also materially affect the Company’s brand, ability to attract and retain employees, international operations, business and operating results.
Table of Contents Violations of these laws and regulations could result in fines and penalties, criminal sanctions, restrictions on the Company’s business operations and on the Company’s ability to transport cargo to one or more countries, and could also materially affect the Company’s brand, ability to attract and retain employees, international operations, business and operating results.
Flexibility includes the ability to enter harbors, utilize related docking facilities and pass through canals and straits. The length of a vessel’s physical life is related to its original design and construction, its maintenance, the impact of the stress of operations and new regulations (including in particular regulations relating to GHG emissions).
The length of a vessel’s physical life is related to its original design and construction, its maintenance, the impact of the stress of operations and new regulations (including in particular regulations relating to GHG emissions).
Table of Contents ​ We may be subject to U.S. federal income tax on U.S. source shipping income, which would reduce our net income and cash flows. ​ If we do not qualify for an exemption pursuant to Section 883, or the “Section 883 exemption,” of the U.S.
Government requisition of one or more of the Company’s vessels may negatively impact the Company’s business, financial condition, results of operations and available cash. ​ We may be subject to U.S. federal income tax on U.S. source shipping income, which would reduce our net income and cash flows. ​ If we do not qualify for an exemption pursuant to Section 883, or the “Section 883 exemption,” of the U.S.
Furthermore, there is substantial doubt that the courts of the Republic of the Marshall Islands or of the non-U.S. jurisdictions in which our offices are located would enter judgments in original actions brought in those courts predicated on U.S. federal or state securities laws. ​ The market price of the Company’s securities may fluctuate significantly. ​ The Company’s common stock is listed on the New York Stock Exchange.
Furthermore, there is substantial doubt that the courts of the Republic of the Marshall Islands or of the non-U.S. jurisdictions in which our offices are located would enter judgments in original actions brought in those courts predicated on U.S. federal or state securities laws. 42 International Seaways, Inc.
Table of Contents other cause, due to the high flammability of the oil transported in tankers. Furthermore, any such incident could seriously damage INSW’s reputation and cause INSW either to lose business or to be less likely to be able to enter into new business (either because of customer concerns or changes in customer vetting processes).
Table of Contents INSW’s reputation and cause INSW either to lose business or to be less likely to be able to enter into new business (either because of customer concerns or changes in customer vetting processes).
The process of designing and implementing effective internal controls is a continuous effort that requires the Company to anticipate and react to changes in its business and the economic and regulatory environments and to expend significant resources to maintain a system of internal controls that is adequate to satisfy its reporting obligations as a public company. 34 International Seaways, Inc.
Table of Contents The process of designing and implementing effective internal controls is a continuous effort that requires the Company to anticipate and react to changes in its business and the economic and regulatory environments and to expend significant resources to maintain a system of internal controls that is adequate to satisfy its reporting obligations as a public company. ​ Any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met.
Table of Contents ​ ​ The Company’s lightering business faces significant competition and market volatility, and revenues and profitability for these operations may vary significantly from period to period. ​ The Company provides STS transfer services, primarily in the crude oil and refined petroleum products industries.
Table of Contents These cost increases or delays could result in downtime, and delays in the repair and maintenance of the Company’s vessels and have a material adverse effect on INSW’s business, financial condition, results of operations and cash flows. ​ ​ The Company’s lightering business faces significant competition and market volatility, and revenues and profitability for these operations may vary significantly from period to period. ​ The Company provides STS transfer services, primarily in the crude oil and refined petroleum products industries.
On December 12, 2022, the EU member states agreed to implement the OECD’s Pillar Two global corporate minimum tax rate of 15% on large multinational enterprises with revenues of at least €750 million, which generally would go into effect in 2024. These changes are presently being enacted and implemented by various countries in which we do business.
On December 12, 2022, the EU member states agreed to implement the OECD’s Pillar Two global corporate minimum tax rate of 15% on large multinational enterprises with revenues of at least €750 million, which became effective in 2024.
Table of Contents ​ Any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. Any failure to maintain that adequacy, or consequent inability to produce accurate financial statements on a timely basis, could increase the Company’s operating costs and harm its business.
Any failure to maintain that adequacy, or consequent inability to produce accurate financial statements on a timely basis, could increase the Company’s operating costs and harm its business.
Table of Contents The charter rates and the value and operational life of a vessel are determined by a number of factors including the vessel’s efficiency, operational flexibility and physical life. Efficiency includes speed, fuel economy and the ability to load and discharge cargo quickly.
Table of Contents ​ Technological innovation could reduce the Company’s charter income and the value of the Company’s vessels. ​ The charter rates and the value and operational life of a vessel are determined by a number of factors including the vessel’s efficiency, operational flexibility and physical life.
An oil spill may cause significant environmental damage and the associated costs could exceed the insurance coverage available to the Company. Compared to other types of vessels, tankers are also exposed to a higher risk of damage and loss by fire, whether ignited by a terrorist attack, collision, or 24 International Seaways, Inc.
Compared to other types of vessels, tankers are also exposed to a higher risk of damage and loss by fire, whether ignited by a terrorist attack, collision, or other cause, due to the high flammability of the oil transported in tankers. Furthermore, any such incident could seriously damage 26 International Seaways, Inc.
These laws as enacted could result in additional tax imposed on us or our subsidiaries. ​ In addition, national or local tax authorities may assert other claims in various circumstances.
None of the Company’s subsidiaries are domiciled in such jurisdictions as of December 31, 2024, however. these laws as enacted and implemented could result in additional tax imposed on us or our subsidiaries if we or our subsidiaries decide to do business from such jurisdictions in the future. ​ In addition, national or local tax authorities may assert other claims in various circumstances.
As of December 31, 2023, the weighted average age of the Company’s total owned and operated fleet was 10.2 years. In addition, older vessels are typically less fuel-efficient than more recently constructed vessels due to improvements in engine technology.
In addition, older vessels are typically less fuel-efficient than more recently constructed vessels due to improvements in engine technology. Accordingly, it is likely that the operating costs of INSW’s currently operated vessels will rise as the age of the Company’s fleet increases.
Accordingly, it is likely that the operating costs of INSW’s currently operated vessels will rise as the age of the Company’s fleet increases. In addition, changes in governmental regulations and compliance with Classification Society standards may restrict the type of activities in which the vessels may engage and/or may require INSW to make additional expenditures for new equipment.
In addition, changes in governmental regulations and compliance with Classification Society standards may restrict the type of activities in which the vessels may engage and/or may require INSW to make additional expenditures for new equipment. Every commercial tanker must pass inspection by a Classification Society authorized by the vessel’s country of registry.
Moreover, the shipping industry is generally considered to present elevated risks in these areas. Violations of these laws and regulations could result in fines and penalties, criminal sanctions, restrictions on the Company’s business operations and on the 26 International Seaways, Inc.
Moreover, the shipping industry is generally considered to present elevated risks in these areas. 28 International Seaways, Inc.
Increasing the number of issued shares would dilute the ownership interests of existing stockholders. Stockholders’ ownership interests could also be diluted if other companies or equity interests in 41 International Seaways, Inc.
Increasing the number of issued shares would dilute the ownership interests of existing stockholders.
In addition, we will incur additional costs and require additional resources to monitor, report and comply with wide-ranging ESG requirements. The occurrence of any of the foregoing could have a material adverse effect on our business, financial condition and results of operations. 35 International Seaways, Inc.
Table of Contents In addition, we will incur additional costs and require additional resources to monitor, report and comply with wide-ranging sustainability and governance requirements.
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Table of Contents ​ During 2023, tanker values increased, primarily because of higher TCE rates (resulting in part from geopolitical conflicts), greater residual values of tankers because of higher steel prices, and limited shipyard capacity to construct tankers because of orders for other categories of vessels such as bulk carriers, container ships and LNG carriers.
Added
This increased demand remained at an elevated level in 2024.
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In recent years, businesses in the global economy have faced tightening credit and deteriorating international liquidity conditions.
Added
Table of Contents During the second half of 2024, tanker values decreased, primarily because of lower TCE rates (resulting in part from reduced demand for oil transported on sanction compliant vessels, in particular reduced demand from China).
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Any insufficiency could negatively impact INSW’s business. ​ 28 International Seaways, Inc. Table of Contents Additionally, INSW’s $750 Million Credit Facility and $160 Million Revolving Credit Facility contain certain restrictions relating to new borrowings as set forth in the relevant loan agreements.
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An oil spill may cause significant environmental damage and the associated costs could exceed the insurance coverage available to the Company.
Removed
Table of Contents for its existing and any newly-acquired vessels.
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Any insufficiency could negatively impact INSW’s business. ​ 30 International Seaways, Inc.
Removed
These cost increases or delays could result in downtime, and delays in the repair and maintenance of the Company’s vessels and have a material adverse effect on INSW’s business, financial condition, results of operations and cash flows. 32 International Seaways, Inc.
Added
As of December 31, 2024, the weighted average age of the Company’s total owned and operated fleet was 11.0 years (which excludes the six dual fuel LNG ready LR1s under construction and contracted for delivery to the Company during the third quarter of 2025 through the third quarter of 2026).
Removed
See Item 1, “Business —Environmental and Security Matters Relating to Bulk Shipping. ​ Greenhouse Gas Emissions 36 International Seaways, Inc.
Added
Efficiency includes speed, fuel economy and the ability to load and discharge cargo quickly. Flexibility includes the ability to enter harbors, utilize related docking facilities and pass through canals and straits.
Removed
Government requisition of one or more of the Company’s vessels may negatively impact the Company’s business, financial condition, results of operations and available cash. 38 International Seaways, Inc.
Added
Further, no assurance can be given that capital expenditures we make to comply with existing or proposed environmental regulations or strategies that we adopt with respect to changes in demand for crude oil or refined petroleum products or in demand for our services will be successful.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeCybersecurity threats are continuously evolving and can vary widely, but some common types of material cyber threats include: ​ ● Malware: Malicious software such as viruses, worms, trojans, and ransomware can infiltrate systems and disrupt operations, steal sensitive information, or extort money from the organization. ​ ● Phishing: Phishing attacks involve tricking individuals into revealing sensitive information such as login credentials or financial data by posing as a trustworthy entity via email, phone calls, or text messages. ​ ● Denial of Service (“DoS”) Attacks: These attacks aim to overwhelm a network, server, or website with an excessive amount of traffic, rendering it inaccessible to legitimate users. ​ ● Insider Threats: Employees, contractors, or other trusted individuals may intentionally or unintentionally compromise security by stealing data, sharing sensitive information, or performing unauthorized actions. ​ ● Social Engineering: Social engineering tactics involve manipulating individuals into divulging confidential information or performing actions that compromise security, often through psychological manipulation or deception. ​ ● Supply Chain Attacks: Attackers may target third-party vendors, suppliers, or service providers to international seaways to gain unauthorized access to their systems or data. ​ ● IoT Vulnerabilities: Internet of Things (“IoT”) devices used in maritime operations can pose security vulnerabilities if not properly secured, potentially allowing attackers to gain access to critical systems or data. ​ ● Data Breaches: Unauthorized access to sensitive data, such as business strategy, financial records, or operational data, can lead to financial loss, legal repercussions, and damage to the organization's reputation. 42 International Seaways, Inc.
Biggest changeCybersecurity threats are continuously evolving and can vary widely, but some common types of material cyber threats include: ​ ● Malware: Malicious software such as viruses, worms, trojans, and ransomware can infiltrate systems and disrupt operations, steal sensitive information, or extort money from the organization. ​ ● Phishing: Phishing attacks involve tricking individuals into revealing sensitive information such as login credentials or financial data by posing as a trustworthy entity via email, phone calls, or text messages. ​ ● Denial of Service (“DoS”) Attacks: These attacks aim to overwhelm a network, server, or website with an excessive amount of traffic, rendering it inaccessible to legitimate users. ​ ● Insider Threats: Employees, contractors, or other trusted individuals may intentionally or unintentionally compromise security by stealing data, sharing sensitive information, or performing unauthorized actions. ​ ● Social Engineering: Social engineering tactics involve manipulating individuals into divulging confidential information or performing actions that compromise security, often through psychological manipulation or deception. ​ 44 International Seaways, Inc.
The CISO meets with the Chief Executive Officer of the Company monthly, and more frequently if warranted, to provide updates on cybersecurity programs, threats, and incidents. ​ Board of Directors ​ The Corporate Governance and Risk Assessment Committee (the “Governance Committee”) of the Board of Directors is primarily responsible for the oversight of risks from cybersecurity threats.
The CISO meets with the Chief Executive Officer of the Company monthly, and more frequently if warranted, to provide updates on cybersecurity programs, threats, and incidents. ​ Board of Directors ​ The Corporate Governance and Risk Assessment Committee (the “Governance Committee ”) of the Board of Directors is primarily responsible for the oversight of risks from cybersecurity threats.
Alerts from all these tools are actively monitored and appropriate alerts/escalations are issued. 43 International Seaways, Inc. Table of Contents ​ ◾ Data Security: The core objective of our cybersecurity program is securing the Company’s sensitive data across all information assets while maintaining appropriate access for authorized personnel.
Alerts from all these tools are actively monitored and appropriate alerts/escalations are issued. ​ ◾ Data Security: The core objective of our cybersecurity program is securing the Company’s sensitive data across all information assets while maintaining appropriate access for authorized personnel.
We have implemented an email security tool that sanitizes all incoming emails for malicious content, attachments, or links. ​ ◾ Log Monitoring: We employ a reputable third-party managed security service provider (“MSSP”), who manages logs from all critical information assets of the Company.
We have implemented an email security tool that sanitizes all incoming emails for malicious content, attachments, or links. ​ ◾ Log Monitoring: We employ a reputable third-party managed security service provider (“MSSP”), who manages logs from all critical information assets of the Company . The MSSP’s Security Operations Center (“SOC”) assists 45 International Seaways, Inc.
All the members of the IT security team regularly undergo new training/certifications on cybersecurity and attend seminars/conferences related to cybersecurity 44 International Seaways, Inc. Table of Contents to keep their knowledge and expertise current.
All the members of the IT security team regularly undergo new training/certifications on cybersecurity and attend seminars/conferences related to cybersecurity to keep their knowledge and expertise current.
The MSSP’s Security Operations Center (“SOC”) assists the Company in detecting and preventing any potential cyberattack at an early stage by analyzing the log data and correlating that with the latest threat intelligence. ​ ◾ End Point Security: We allow access to all information assets only from authorized and standard devices (endpoints).
Table of Contents the Company in detecting and preventing any potential cyberattack at an early stage by analyzing the log data and correlating that with the latest threat intelligence. ​ ◾ End Point Security: We allow access to all information assets only from authorized and standard devices (“endpoints”).
Table of Contents ​ ● Cyber Espionage: State-sponsored or corporate espionage efforts may target to steal sensitive information, gain intelligence on operations, or disrupt critical infrastructure. ​ We maintain a comprehensive process for assessing, identifying, and managing material risks from cybersecurity threats as part of our overall risk management system and processes, including risks relating to disruption of business operations or financial reporting systems, intellectual property theft; fraud; extortion; harm to employees or customers; violation of privacy laws and other litigation and legal risk; and reputation risk. ​ Cybersecurity is a critical component of the Company’s Enterprise Risk Management program.
Table of Contents ● Supply Chain Attacks: Attackers may target third-party vendors, suppliers, or service providers to international seaways to gain unauthorized access to their systems or data. ​ ● IoT Vulnerabilities: Internet of Things (“IoT”) devices used in maritime operations can pose security vulnerabilities if not properly secured, potentially allowing attackers to gain access to critical systems or data. ​ ● Data Breaches: Unauthorized access to sensitive data, such as business strategy, financial records, or operational data, can lead to financial loss, legal repercussions, and damage to the organization's reputation. ​ ● Cyber Espionage: State-sponsored or corporate espionage efforts may target to steal sensitive information, gain intelligence on operations, or disrupt critical infrastructure. ​ We maintain a comprehensive process for assessing, identifying, and managing material risks from cybersecurity threats as part of our overall risk management system and processes, including risks relating to disruption of business operations or financial reporting systems, intellectual property theft; fraud; extortion; harm to employees or customers; violation of privacy laws and other litigation and legal risk; and reputation risk. ​ Cybersecurity is a critical component of the Company’s Enterprise Risk Management program.
This includes penalties and settlements, of which there were none. ​ See “Risk Factors” in Item 1A of this Annual Report on Form 10-K for more information on our cybersecurity-related risks. ​ ​ Cybersecurity Governance ​ Management ​ Our cybersecurity risk management program is managed by the Chief Information Security Officer (the “CISO”) and overseen by the Chief Executive Officer and the Chief Administrative Officer.
This includes penalties and settlements, of which there were none. ​ See “Risk Factors” in Item 1A of this Annual Report on Form 10-K for more information on our cybersecurity-related risks. ​ ​ ​ ​ ​ ​ 46 International Seaways, Inc.
Our CISO has over 25 years of experience in maritime IT.
Table of Contents Cybersecurity Governance ​ Management ​ Our cybersecurity risk management program is managed by the Chief Information Security Officer (the “CISO”) and overseen by the Chief Executive Officer and the Chief Administrative Officer. Our CISO has over 25 years of experience in maritime IT.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PROPERTIES ​ We lease approximately 13,100 square feet of office space for the Company’s New York headquarters. We do not own or lease any production facilities, plants, mines or similar real properties. ​ At December 31, 2023, the Company owned or operated an aggregate of 73 vessels, which included 14 chartered-in vessels.
Biggest changeITEM 2. PROPERTIES ​ We lease approximately 13,100 square feet of office space for the Company’s New York headquarters. We do not own or lease any production facilities, plants, mines or similar real properties. ​ At December 31, 2024, the Company owned or operated an aggregate of 78 vessels, which included 15 chartered-in vessels.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS See Note 19, “Contingencies” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data” of this Form 10-K for information regarding legal proceedings in which we are involved. ​ ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ​ 45 International Seaways, Inc. Table of Contents PART II
Biggest changeITEM 3. LEGAL PROCEEDINGS See Note 19, “Contingencies” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data” of this Form 10-K for information regarding legal proceedings in which we are involved. ​ ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ​ 47 International Seaways, Inc. Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe aforementioned 0.55375 exchange ratio set forth in the Merger Agreement resulted in the issuance of 22,536,647 shares of INSW Common Stock, with the pre-Merger INSW shareholders and the former Diamond S shareholders owning approximately 55.75% and 44.25%, respectively, of the 50,674,393 issued and outstanding common stock of the Company immediately following the Effective Time. ​ As provided for under the terms of the Merger Agreement, on July 15, 2021, prior to the Effective Time, INSW paid a special dividend to its shareholders of record as of July 14, 2021 in an aggregate amount equal to $31.5 million ($1.12 per share). ​ Stockholder Return Performance Presentation ​ Set forth below is a line graph for the period between January 1, 2019 and December 31, 2023 comparing the percentage change in the cumulative total stockholder return on the Company’s common stock against the cumulative return of (i) the published Standard and Poor’s 500 index and (ii) a peer group index consisting of Frontline Ltd.
Biggest changeTable of Contents Stockholder Return Performance Presentation ​ Set forth below is a line graph for the period between January 1, 2020 and December 31, 2024 comparing the percentage change in the cumulative total stockholder return on the Company’s common stock against the cumulative return of (i) the published Standard and Poor’s 500 index and (ii) a peer group index consisting of Frontline Ltd.
Future buybacks under the stock repurchase program will be at the discretion of our Board of Directors and subject to limitations under the Company’s debt facilities. ​ See Note 13, “Capital Stock and Stock Compensation,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data” of this Form 10-K for a description of shares withheld to cover tax withholding liabilities relating to the vesting of outstanding restricted stock units held by certain members of management, which is incorporated by reference in this Item 5. ​ On December 20, 2023, the Company adopted an “at the market” offering program in connection with general corporate housekeeping and entered into an Equity Distribution Agreement (the “Distribution Agreement”) with Evercore Group L.L.C. and Jefferies LLC, as our sales agents, relating to the common shares of International Seaways, Inc.
Future buybacks under the stock repurchase program will be at the discretion of our Board of Directors and subject to limitations under the Company’s debt facilities. ​ See Note 12, “Capital Stock and Stock Compensation,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data” of this Form 10-K for a description of shares withheld to cover tax withholding liabilities relating to the vesting of outstanding restricted stock units held by certain members of management, which is incorporated by reference in this Item 5. ​ On December 20, 2023, the Company adopted an “at the market” offering program in connection with general corporate housekeeping and entered into an Equity Distribution Agreement (the “Distribution Agreement”) with Evercore Group L.L.C. and Jefferies LLC, as our sales agents, relating to the common shares of International Seaways, Inc.
In connection with the sale of common stock, each of the sales agents may be deemed an "underwriter" within the meaning of the Securities Act, and the compensation paid to the sales agents may be deemed to be underwriting commission. ​ The sales agents are not required to sell any specific number or dollar amount of our common shares but will use their commercially reasonable efforts, as our agents and subject to the terms of the Distribution Agreement, to sell the common shares offered, as requested by us. ​ We intend to use the net proceeds of any offering, after deducting the sales agents’ commissions and our offering expenses, for general corporate purposes.
In connection with the sale of common stock, each of the sales agents may be deemed an “underwriter” within the meaning of the Securities Act, and the compensation paid to the sales agents may be deemed to be underwriting commission. ​ The sales agents are not required to sell any specific number or dollar amount of our common shares but will use their commercially reasonable efforts, as our agents and subject to the terms of the Distribution Agreement, to sell the common shares offered, as requested by us. ​ We intend to use the net proceeds of any offering, after deducting the sales agents’ commissions and our offering expenses, for general corporate purposes.
The declaration and timing of future cash dividends, if any, will be at the discretion of the Board of Directors and will depend upon, among other things, our future operations and earnings, capital requirements, general financial condition, contractual restrictions, restrictions imposed by applicable law or the SEC and such other factors as our Board of Directors may deem relevant. ​ ​ 46 International Seaways, Inc.
The declaration and timing of future cash dividends, if any, will be at the discretion of the Board of Directors and will depend upon, among other things, our future operations and earnings, capital requirements, general financial condition, contractual restrictions, restrictions imposed by applicable law or the SEC and such other factors as our Board of Directors may deem relevant. ​ ​ 48 International Seaways, Inc.
Sales of shares of our common stock, if any, may be made in privately negotiated transactions, which may include block trades, or transactions that are deemed to be "at the market" offerings as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), including sales made directly on the NYSE or sales made to or through a market maker other than on an exchange or as otherwise agreed upon by the sales agents and us.
Sales of shares of our common stock, if any, may be made in privately negotiated transactions, which may include block trades, or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), including sales made directly on the NYSE or sales made to or through a market maker other than on an exchange or as otherwise agreed upon by the sales agents and us.
Table of Contents STOCK PERFORMANCE GRAPH COMPARISON OF CUMULATIVE TOTAL RETURN* THE COMPANY, S&P 500 INDEX, PEER GROUP INDEX ​ *Assumes that the value of the investment in the Company’s common stock and each index was $100 on January 1, 2019 and that all dividends were reinvested. ​ Equity Compensation Plan Information ​ See Item 12, “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters,” for further information on the number of shares of the Company’s common stock that may be issued under the 2020 Management Incentive Compensation Plan and the 2020 Non-Employee Director Incentive Compensation Plan. ​ ​ ​ ​ ​ ​ ​ 49 International Seaways, Inc.
STOCK PERFORMANCE GRAPH COMPARISON OF CUMULATIVE TOTAL RETURN* THE COMPANY, S&P 500 INDEX, PEER GROUP INDEX *Assumes that the value of the investment in the Company’s common stock and each index was $100 on January 1, 20 20 and that all dividends were reinvested. ​ Equity Compensation Plan Information ​ See Item 12, “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters,” for further information on the number of shares of the Company’s common stock that may be issued under the 2020 Management Incentive Compensation Plan and the 2020 Non-Employee Director Incentive Compensation Plan. ​ 50 International Seaways, Inc.
(FRO), Tsakos Energy Navigation Limited (TNP), Teekay Tankers Ltd. Class A (TNK), DHT Holdings, Inc. (DHT), Ardmore Shipping Corporation (ASC), Scorpio Tankers, Inc. (STNG), Euronav NV (EURN), and the Company, referred to as the peer group index. 48 International Seaways, Inc.
(FRO), Tsakos Energy Navigation Limited (TEN), Teekay Tankers Ltd. Class A (TNK), DHT Holdings, Inc. (DHT), Ardmore Shipping Corporation (ASC), Scorpio Tankers, Inc. (STNG), CMB.Tech NV (CMBT), and the Company, referred to as the peer group index.
Under the program, the Company could opportunistically repurchase up to $50.0 million worth of shares of the Company’s common stock from time to time over a 24-month period, on the open market or otherwise, in such quantities, at such prices, in such manner and on such terms and conditions as management determined was in the best interests of the Company.
Under the program, the Company can opportunistically repurchase shares of the Company’s common stock (up to the authorized program limits) from time to time, on the open market or otherwise, in such quantities, at such prices, in such manner and on such terms and conditions as management determined was in the best interests of the Company.
The range of high and low closing sales prices of the Company’s common stock as reported on the NYSE for each of the quarters during the last two years are set forth below: ​ ​ ​ ​ ​ ​ ​ ​ Common stock (INSW) (In dollars) ​ High ​ Low 2023 ​ ​ ​ ​ First Quarter ​ $ 52.88 ​ $ 33.29 Second Quarter ​ $ 42.47 ​ $ 35.30 Third Quarter ​ $ 46.72 ​ $ 35.91 Fourth Quarter ​ $ 49.67 ​ $ 40.97 ​ ​ ​ ​ ​ 2022 ​ ​ ​ ​ First Quarter ​ $ 18.61 ​ $ 13.74 Second Quarter ​ $ 24.90 ​ $ 18.72 Third Quarter ​ $ 36.00 ​ $ 18.22 Fourth Quarter ​ $ 46.23 ​ $ 33.12 ​ As of February 23, 2024, there were 59 stockholders of record of the Company’s common stock. ​ During 2023, the Company’s Board of Directors declared and paid regular quarterly and supplemental cash dividends totaling $308.2 million or $6.29 per share as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Declaration Date Record Date Payment Date ​ ​ Regular Quarterly Dividend per Share ​ ​ Supplemental Dividend per Share ​ ​ Total Dividends Paid (Dollars in Millions) February 27, 2023 March 14, 2023 March 28, 2023 ​ $ 0.12 ​ $ 1.88 ​ $ 98.3 May 4, 2023 June 14, 2023 June 28, 2023 ​ $ 0.12 ​ $ 1.50 ​ $ 79.3 August 8, 2023 September 13, 2023 September 27, 2023 ​ $ 0.12 ​ $ 1.30 ​ $ 69.4 November 6, 2023 December 13, 2023 December 27, 2023 ​ $ 0.12 ​ $ 1.13 ​ $ 61.2 ​ On February 28, 2024, the Company’s Board of Directors declared a regular quarterly cash dividend of $0.12 per share of common stock and a supplemental dividend of $1.20 per share of common stock, both payable on March 28, 2024 to shareholders of record at the close of business on March 14, 2024.
The range of high and low closing sales prices of the Company’s common stock as reported on the NYSE for each of the quarters during the last two years are set forth below: ​ ​ ​ ​ ​ ​ ​ ​ Common stock (INSW) (In dollars) ​ High ​ Low 2024 ​ ​ ​ ​ First Quarter ​ $ 54.27 ​ $ 46.59 Second Quarter ​ $ 65.13 ​ $ 51.33 Third Quarter ​ $ 60.19 ​ $ 47.67 Fourth Quarter ​ $ 54.30 ​ $ 32.46 ​ ​ ​ ​ ​ 2023 ​ ​ ​ ​ First Quarter ​ $ 52.88 ​ $ 33.29 Second Quarter ​ $ 42.47 ​ $ 35.30 Third Quarter ​ $ 46.72 ​ $ 35.91 Fourth Quarter ​ $ 49.67 ​ $ 40.97 ​ As of February 20, 2025, there were 51 stockholders of record of the Company’s common stock. ​ During 2024, the Company’s Board of Directors declared and paid regular quarterly and supplemental cash dividends totaling $284.4 million or $5.77 per share as follows: ​ ​ ​ ​ ​ ​ ​ Declaration Date Record Date Payment Date Regular Quarterly Dividend per Share Supplemental Dividend per Share Total Dividends Paid February 28, 2024 March 14, 2024 March 28, 2024 $0.12 $1.20 $64.7 million May 7, 2024 June 12, 2024 June 26, 2024 $0.12 $1.63 $86.9 million August 6, 2024 September 11, 2024 September 25, 2024 $0.12 $1.38 $73.8 million November 6, 2024 December 13, 2024 December 27, 2024 $0.12 $1.08 $59.0 million ​ On February 26, 2025, the Company’s Board of Directors declared a regular quarterly cash dividend of $0.12 per share of common stock and a supplemental dividend of $0.58 per share of common stock, both payable on March 28, 2025 to shareholders of record at the close of business on March 14, 2025.
Table of Contents Purchase and Sale of Equity Securities ​ The following is a summary of the purchases made under the Company’s stock repurchase program during the three years ended December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ Year-ended December 31, Total shares repurchased ​ ​ Average Price per share ​ ​ Total Cost (Dollars in Millions) 2023 366,483 ​ $ 38.03 ​ $ 13.9 2022 687,740 ​ $ 29.08 ​ $ 20.0 2021 1,077,070 ​ $ 15.44 ​ $ 16.7 ​ On August 4, 2020, the Company’s Board of Directors authorized the renewal of the Company’s $30.0 million stock repurchase program for another 24-month period ending August 4, 2022.
Table of Contents Purchase and Sale of Equity Securities ​ The following is a summary of the purchases, excluding commissions, made under the Company’s stock repurchase program during the three years ended December 31, 2024: ​ ​ ​ ​ ​ Year-ended December 31, Total shares repurchased Average Price per share Total Cost 2024 501,646 $49.81 $25.0 million 2023 366,483 $38.03 $13.9 million 2022 687,740 $29.08 $20.0 million ​ The Company has had a stock repurchase program since 2017.
This may include, among other things, additions to working capital, repayment or refinancing of existing indebtedness or other corporate obligations, financing of capital expenditures (including the purchase of marine exhaust gas cleaning 47 International Seaways, Inc.
This may include, among other things, additions to working capital, repayment or refinancing of existing indebtedness or other corporate obligations, financing of capital expenditures (including the purchase of marine exhaust gas cleaning systems that reduce sulfur emissions to comply with upcoming implementation of new IMO standards) and acquisitions and investment in existing and future projects.
As of December 31, 2023, the remaining buyback authorization under the Company’s stock repurchase program was $50.0 million.
Accordingly, as of December 31, 2024, the remaining buyback authorization under the Company’s stock repurchase program expiring on December 31, 2025, was $50.0 million or 1,391,207 shares based on the December 31, 2024 closing price of the stock.
Shares owned by employees, directors and other affiliates of the Company were not eligible for repurchase under this program without further authorization from the Board. In August 2022, the Company’s Board of Directors authorized an increase in the share repurchase program to $60.0 million from $33.3 million and extended the expiration of the program to December 31, 2023.
Shares owned by employees, directors and other affiliates of the Company are not eligible for repurchase under this program without further authorization from the Board.
Subsequently, on October 28, 2020, the Company’s Board of Directors authorized an increase in the share repurchase program from $30.0 million to $50.0 million.
In November 2024, the Company’s Board of Directors authorized an increase in the share purchase program to $50.0 million from $25.0 million, which was the remaining authorization after the open-market purchases that occurred during the third quarter of 2024.
Table of Contents systems that reduce sulfur emissions to comply with upcoming implementation of new IMO standards) and acquisitions and investment in existing and future projects. As of the date hereof, the Company has neither sold or undertaken to sell any shares pursuant to the Distribution Agreement.
As of the date hereof, the Company has neither sold or undertaken to sell any shares pursuant to the Distribution Agreement. The Company has no obligation to sell any shares and may at any time suspend offers under the Distribution Agreement or terminate the Distribution Agreement. ​ 49 International Seaways, Inc.
Removed
In August 2023, the Company’s Board of Directors authorized an increase in the share repurchase program to $50.0 million from $26.1 million. In November 2023, the Company’s Board of Directors authorized the extension of the expiry date of the stock repurchase program from December 31, 2023 to December 31, 2025.
Removed
The Company has no obligation to sell any shares and may at any time suspend offers under the Distribution Agreement or terminate the Distribution Agreement. ​ Completion of Merger Transaction ​ On July 16, 2021 (the “Effective Time”), pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) dated as of March 30, 2021, by and among INSW, Diamond S Shipping Inc., a Republic of the Marshall Islands corporation (“Diamond S”), and Dispatch Transaction Sub, Inc., a Republic of the Marshall Islands corporation and wholly-owned subsidiary of INSW (“Merger Sub”), Merger Sub merged with and into Diamond S (the “Merger”), with Diamond S surviving such merger as a wholly owned subsidiary of INSW.
Removed
Immediately following the Effective Time, the Company contributed all of the outstanding stock of Diamond S to International Seaways Operating Corporation, a direct wholly-owned subsidiary of the Company. ​ At the Effective Time, each common share of Diamond S (the “Diamond S Common Shares”) issued and outstanding immediately prior to the Effective Time (excluding Diamond S Common Shares owned by Diamond S, the Company, Merger Sub or any of their respective direct or indirect wholly-owned subsidiaries) was cancelled in exchange for the right to receive 0.55375 of a share of common stock of the Company (the “INSW Common Stock”) and cash payable in respect of fractional shares.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

82 edited+34 added−45 removed45 unchanged
Biggest changeThis decrease principally reflects: ​ ● $308.2 million of cash dividends paid to shareholders; ● $13.9 million of shares repurchased; ● $152.2 million in regularly scheduled principal amortization of the Company’s secured debt facilities and lease financing arrangements; ● a $97.0 million debt prepayment made in conjunction with an amendment to the $750 Million Credit Facility and release of 22 collateral vessels; ● $181.3 million of debt prepayments made on the $750 Million Credit Facility in conjunction with the release of five Suezmaxes and one Aframax from the collateral package and the sale of three MRs subsequent to the above-mentioned amendment; ● a $45.2 million of prepayment in full on the COSCO Lease Financing; ● $35.4 million in expenditures for vessels and other property including construction costs for three dual-fuel LNG VLCCs, net of proceeds from the issuance of related lease financing and two dual-fuel ready LR1 product carriers; and ● $42.3 million in finance lease liability extinguishments relating to the Company exercising its options to purchase two 2009-built Aframaxes that it had been bareboat chartering-in. ​ Such cash outflows were offset to a large extent by: ● $688.4 million of cash provided by operating activities; ● $66.0 million in proceeds from the disposal of vessels and other assets; and ● a $20.0 million net reduction in cash invested in short-term investments. ​ Our cash and cash equivalents balances generally exceed Federal Deposit Insurance Corporation insured limits.
Biggest changeThis increase principally reflects: ​ ● $547.1 million of cash provided by operating activities; ● $71.9 million in net proceeds from the disposal of vessels and other assets; ● $60.0 million in net proceeds from maturities of short term time deposits; and ● $50.0 million in net borrowings under the $500 Million Revolving Credit Facility. ​ ​ Such cash inflows were partially offset by: ​ ● $309.4 million for cash dividends paid to shareholders and for share buybacks; ● $280.2 million in expenditures for vessels and other property, including the purchase of two 2014-built and five 2015-built MRs; ● $68.8 million in regularly scheduled principal amortization of the Company’s secured debt facilities and lease financing arrangements; and ● $20.3 million of principal prepayment of the ING Credit Facility. ​ ​ Our cash and cash equivalents balances generally exceed Federal Deposit Insurance Corporation insured limits.
In addition, derivative financial instruments are entered into with a diversified group of major financial institutions in order to manage exposure to nonperformance on such instruments by the counterparties. ​ See “Interest Rate Sensitivity” section below and Note 9, “Fair Value of Financial Instruments, Derivative and Fair Value Disclosures,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information on the Company various interest rate derivatives. ​ Currency and exchange rate risk ​ The shipping industry’s functional currency is the U.S. dollar.
In addition, derivative financial instruments are entered into with a diversified group of major financial institutions in order to manage exposure to nonperformance on such instruments by the counterparties. ​ See “Interest Rate Sensitivity” section below and Note 8, “Fair Value of Financial Instruments, Derivative and Fair Value Disclosures,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information on the Company various interest rate derivatives. ​ Currency and exchange rate risk ​ The shipping industry’s functional currency is the U.S. dollar.
Treasury Regulations, the publicly traded test will not be satisfied in any taxable year in which persons who directly, indirectly or constructively own five percent or more of our common shares (sometimes referred to as “5% shareholders”) own 50% or more of the vote and value of our common shares for more than half the days in such year, unless an exception applies.
Treasury Regulations, the publicly traded test will not be satisfied in any taxable year in which persons who directly, indirectly or constructively own five percent or more of our common shares (sometimes referred to as “5% shareholders”) own in the aggregate 50% or more of the vote and value of our common shares for more than half the days in such year, unless an exception applies.
Market conditions that could influence the volume and pricing of vessel recycling activity in 2024 and beyond include (i) the combined impact of scheduled newbuild deliveries and charter rate expectations for vessels potentially facing age restrictions imposed by oil majors, (ii) the impact of ballast water treatment systems regulatory requirements or proposals, (iii) costs and timing of pending special surveys, which are likely to be expensive for vessels over 15 years of age, and (iv) IMO requirements for the use of low-sulfur fuels and other carbon reduction initiatives.
Market conditions that could influence the volume and pricing of vessel recycling activity in 2025 and beyond include (i) the combined impact of scheduled newbuild deliveries and charter rate expectations for vessels potentially facing age restrictions imposed by oil majors, (ii) the impact of ballast water treatment systems regulatory requirements or proposals, (iii) costs and timing of pending special surveys, which are likely to be expensive for vessels over 15 years of age, and (iv) IMO requirements for the use of low-sulfur fuels and other carbon reduction initiatives.
Some of the limitations are: ● EBITDA and Adjusted EBITDA do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments; ● EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs; and ● EBITDA and Adjusted EBITDA do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on our debt. ​ While EBITDA and Adjusted EBITDA are frequently used by companies as a measure of operating results and performance, neither of those items as prepared by the Company is necessarily comparable to other similarly titled captions of other companies due to differences in methods of calculation. 58 International Seaways, Inc.
Some of the limitations are: ● EBITDA and Adjusted EBITDA do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments; ● EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs; and ● EBITDA and Adjusted EBITDA do not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on our debt. ​ While EBITDA and Adjusted EBITDA are frequently used by companies as a measure of operating results and performance, neither of those items as prepared by the Company is necessarily comparable to other similarly titled captions of other companies due to differences in methods of calculation. 59 International Seaways, Inc.
For a description of all of the Company’s material accounting policies, see Note 3, “Summary of Significant Accounting Policies,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data.” ​ Vessel Lives and Salvage Values ​ The carrying value of each of the Company’s vessels represents its original cost at the time it was delivered or purchased less depreciation calculated using an estimated useful life of 25 years from the date such vessel was originally delivered from the shipyard.
For a description of all of the Company’s material accounting policies, see Note 2, “Summary of Significant Accounting Policies,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data.” ​ Vessel Lives and Salvage Values ​ The carrying value of each of the Company’s vessels represents its original cost at the time it was delivered or purchased less depreciation calculated using an estimated useful life of 25 years from the date such vessel was originally delivered from the shipyard.
Recognizing that the transportation of crude oil and petroleum products is cyclical and subject to significant volatility based on factors beyond the Company’s control, management believes the use of estimates based on the combination of rates forecasted by third-party analysts and 12-year historical average rates calculated as of the reporting date to be reasonable. ​ Estimated outflows for operating expenses and capital expenditures and drydocking requirements are based on historical and budgeted costs and are adjusted for assumed inflation.
Recognizing that the transportation of crude oil and petroleum products is cyclical and subject to significant volatility based on factors beyond the Company’s control, management believes the use of estimates based on the combination of rates forecasted by third-party analysts and historical average rates calculated as of the reporting date to be reasonable. ​ Estimated outflows for operating expenses and capital expenditures and drydocking requirements are based on historical and budgeted costs and are adjusted for assumed inflation.
Current assets are highly liquid, consisting principally of cash, interest-bearing deposits, short-term investments consisting of time deposits with original maturities of between 91 and 180 days, and receivables.
Current assets are highly liquid, consisting principally of cash, interest-bearing deposits, short-term investments, which are time deposits with original maturities of between 91 and 180 days, and receivables.
We will qualify for the Section 883 exemption for 2024 and forward if, among other things, (i) our common shares are treated as primarily and regularly traded on an established securities market in the United States or another qualified country (“publicly traded test”), or (ii) we satisfy one of two other ownership tests. Under applicable U.S.
We will qualify for the Section 883 exemption for 2025 and forward if, among other things, (i) our common shares are treated as primarily and regularly traded on an established securities market in the United States or another qualified country (“publicly traded test”), or (ii) we satisfy one of two other ownership tests. Under applicable U.S.
The Company’s assumptions used in the determination of estimated salvage value take into account current steel recycling prices, the historic pattern of annual average steel recycling rates over the five years ended December 31, 2023, which ranged from $270 to $670 per lightweight ton, estimated changes in future market demand for recycled steel and estimated future demand for vessels.
The Company’s assumptions used in the determination of estimated salvage value take into account current steel recycling prices, the historic pattern of annual average steel recycling rates over the five years ended December 31, 2024, which ranged from $270 to $670 per lightweight ton, estimated changes in future market demand for recycled steel and estimated future demand for vessels.
Russian-Ukraine Conflict ​ The ongoing military conflict in Ukraine has had a significant direct and indirect impact on the trade of crude oil and refined petroleum products. This conflict has resulted in the United States, United Kingdom, and the European Union, among other countries, implementing sanctions and executive orders against citizens, entities, and activities connected to Russia.
Table of Contents Russian-Ukraine Conflict ​ The ongoing military conflict in Ukraine has had a significant direct and indirect impact on the trade of crude oil and refined petroleum products. This conflict has resulted in the United States, United Kingdom, and the European Union, among other countries, implementing sanctions and executive orders against citizens, entities, and activities connected to Russia.
The following table presents information with respect to the carrying amount of the Company’s vessels by type. Instances in which the fair market values of the Company’s vessels, which are estimated by a third-party vessel appraiser, are below their carrying values as of December 31, 2023, are indicated in the footnote(s) to the table.
The following table presents information with respect to the carrying amount of the Company’s vessels by type. Instances in which the fair market values of the Company’s vessels, which are estimated by a third-party vessel appraiser, are below their carrying values as of December 31, 2024, are indicated in the footnote(s) to the table.
The Company’s revenues are also affected by its vessel employment strategy, which seeks to achieve the optimal mix of spot (voyage charter) and long-term (time or bareboat charter) charters. Because shipping revenues and voyage expenses are significantly affected by the mix 50 International Seaways, Inc.
The Company’s revenues are also affected by its vessel employment strategy, which seeks to achieve the optimal mix of spot (voyage charter) and long-term (time or bareboat charter) charters. Because shipping revenues and voyage expenses are significantly affected by the mix 51 International Seaways, Inc.
The estimated daily time charter equivalent rates used for unfixed days are based on a combination of (i) rates as forecasted by third-party analysts, and (ii) the trailing 12-year historical average rates, based on monthly average rates published by a third-party maritime research service.
The estimated daily time charter equivalent rates used for unfixed days are based on a combination of (i) rates as forecasted by third-party analysts, and (ii) trailing historical average rates, based on monthly average rates published by a third-party maritime research service.
This section identifies those accounting policies that are considered important to our results of operations and financial condition, require significant judgment and involve significant management estimates. ​ ​ A detailed discussion of the 2022 to 2021 year-over-year changes is not included herein and can be found in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022 filed on February 28, 2023. ​ GENERAL ​ We are a provider of ocean transportation services for crude oil and refined petroleum products.
This section identifies those accounting policies that are considered important to our results of operations and financial condition, require significant judgment and involve significant management estimates. ​ ​ A detailed discussion of the 2023 to 2022 year-over-year changes is not included herein and can be found in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023 filed on February 29, 2024. ​ GENERAL ​ We are a provider of ocean transportation services for crude oil and refined petroleum products.
During 2023, two LR1s were employed on transitional voyages in the spot market outside of their ordinary course operations in the Panamax International pool. Such transitional voyages are excluded from the table above.
During 2024 and 2023, two LR1s were employed on transitional voyages in the spot market outside of their ordinary course operations in the Panamax International pool. Such transitional voyages are excluded from the table above.
In arriving at the minimum future charter revenues, an estimated time off-hire to perform periodic maintenance on each vessel has been deducted, although there is no assurance that such estimate will be reflective of the actual off-hire in the future.
In arriving at the minimum future charter revenues, an estimated time off-hire to perform periodic maintenance on each vessel has been deducted, although there is no assurance that such estimate will be reflective of the actual off-hire in the future. ​ 52 International Seaways, Inc.
Internal Revenue Code of 1986, as amended, or the “Code,” for the tax year ended December 31, 2023.
Internal Revenue Code of 1986, as amended, or the “Code,” for the tax year ended December 31, 2024.
We operate our vessels in the International Flag market. Our business includes two reportable segments: Crude Tankers and Product Carriers. For the years ended December 31, 2023 and 2022 we derived 51% and 62%, respectively, of our TCE revenues from our Product Carriers segment.
We operate our vessels in the International Flag market. Our business includes two reportable segments: Crude Tankers and Product Carriers. For the years ended December 31, 2024 and 2023 we derived 53% and 51%, respectively, of our TCE revenues from our Product Carriers segment.
See Item 1A, Risk Factors – Terrorist attacks and international hostilities and instability can affect the tanker industry, which could adversely affect INSW’s business . ​ ​ OPERATIONS AND OIL TANKER MARKETS ​ The International Energy Agency (“IEA”) estimates global oil consumption for the fourth quarter of 2023 at 102.0 million barrels per day (“b/d”), up 1.8% from the same quarter in 2022.
See Item 1A, Risk Factors – Terrorist attacks and international hostilities and instability can affect the tanker industry, which could adversely affect INSW’s business . ​ ​ OPERATIONS AND OIL TANKER MARKETS ​ The International Energy Agency (“IEA”) estimates global oil consumption for the fourth quarter of 2024 at 104.0 million barrels per day (“b/d”), up 1.5% from the same quarter in 2023.
(3) During portions of 2023 and 2022, certain of the Company’s MRs were employed on transitional voyages in the spot market outside of their ordinary course operations in commercial pools.
(3) During 2024 and 2023, certain of the Company’s MRs were employed on transitional voyages in the spot market outside of their ordinary course operations in commercial pools.
During 2023, the average price differential between very low sulfur fuel and high sulfur fuel in Singapore and Fujairah, the most common bunkering locations for VLCCs, was approximately $158 per ton.
During 2024, the average price differential between very low sulfur fuel and high sulfur fuel in Singapore and Fujairah, the most common bunkering locations for VLCCs, was approximately $130 per ton.
We derived approximately 91% and 96% of our total TCE revenues in the spot market for the years ended December 31, 2023 and 2022, respectively.
We derived approximately 86% and 91% of our total TCE revenues in the spot market for the years ended December 31, 2024 and 2023, respectively.
Revenues from our Crude Tankers segment constituted the balance of our TCE revenues during these periods. ​ As of December 31, 2023, the Company’s operating fleet consisted of 73 wholly-owned or lease financed and time chartered-in vessels aggregating 8.8 million deadweight tons (“dwt”).
Revenues from our Crude Tankers segment constituted the balance of our TCE revenues during these periods. ​ As of December 31, 2024, the Company’s operating fleet consisted of 78 wholly-owned or lease financed and time chartered-in vessels aggregating 9.1 million deadweight tons (“dwt”).
(3) Amounts shown include contractual interest obligations on $311.9 million of outstanding floating rate debt estimated based on the applicable margin for the Ocean Yield Lease Financing of 4.05% plus 0.26% of credit adjustment spread and the fixed rate stated in the interest rate swaps (assigned for accounting purposes) of 2.84% on $224.3 million of notional principal amount outstanding and the effective three-month SOFR rate as of December 31, 2023 of 5.39% for the remaining outstanding principal under the Ocean Yield Lease Financing.
(3) Amounts shown include contractual interest obligations on $282.6 million of outstanding floating rate debt estimated based on the applicable margin for the Ocean Yield Lease Financing of 4.05% plus 0.26% of credit adjustment spread and the fixed rate stated in the interest rate swaps (assigned for accounting purposes) of 2.84% on $83.6 million of notional principal amount outstanding and the effective three-month SOFR rate as of December 31, 2024 of 4.55% for the remaining outstanding principal under the Ocean Yield Lease Financing.
See Note 10, “Debt,” to the accompanying consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for further information on the Company’s debt facilities . 57 International Seaways, Inc. Table of Contents Income Tax Provision ​ We qualified for an exemption pursuant to Section 883, or the “Section 883 exemption,” of the U.S.
See Note 9, “Debt,” to the accompanying consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for further information on the Company’s debt facilities . ​ Income Tax Benefit/(Provision) ​ We qualified for an exemption pursuant to Section 883, or the “Section 883 exemption,” of the U.S.
(f) The Company’s Crude Tankers Lightering business spot chartered-in vessels under operating leases during 2023 and 2022 for full service lightering jobs. ​ The following table provides a breakdown of TCE rates achieved for the years ended December 31, 2023 and 2022 between spot and fixed earnings and the related revenue days.
(f) Represents vessels spot chartered-in by the Company’s Crude Tankers Lightering business for full service lightering jobs. ​ The following table provides a breakdown of TCE rates achieved for the years ended December 31, 2024 and 2023 between spot and fixed earnings and the related revenue days.
Assuming a VLCC bunker consumption rate of 50 metric tons per day, this translated to approximately $7,900 per day per vessel in lower bunker consumption costs on our VLCCs during 2023.
Assuming a VLCC bunker consumption rate of 50 metric tons per day, this translated to approximately $6,500 per day per vessel in lower bunker consumption costs on our VLCCs during 2024.
The Company manages this exposure to market risk through its regular operating and financing activities and, when 64 International Seaways, Inc. Table of Contents deemed appropriate, through the use of derivative financial instruments.
The Company manages this exposure to market risk through its regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments.
Oil production in the U.S. in the fourth quarter of 2023 increased by 2.5% to 13.3 million b/d compared to the third quarter of 2023 and by 7.0% from the fourth quarter of 2022. ​ U.S. refinery throughput decreased by 1.3 million b/d to 15.8 million b/d in the fourth quarter of 2023 compared with the third quarter of 2023.
Oil production in the U.S. of 13.5 million b/d in the fourth quarter of 2024 increased by 2.0% from the third quarter of 2024 and by 2.3% from the fourth quarter of 2023. ​ U.S. refinery throughput decreased by 0.4 million b/d to 16.5 million b/d in the fourth quarter of 2024 compared with the third quarter of 2024.
The future minimum revenues, before reduction for brokerage commissions, expected to be received on non-cancelable time charters for three VLCCs, two Suezmaxes, one Aframax, and six MRs as of December 31, 2023 are as follows: ​ ​ ​ ​ ​ (Dollars in millions) ​ Amount (1) 2024 ​ $ 115.1 2025 ​ ​ 82.4 2026 ​ ​ 47.9 2027 ​ ​ 33.9 2028 ​ ​ 34.0 Thereafter ​ ​ 41.0 Future minimum revenues ​ $ 354.3 (1) Future minimum contracted revenues do not include the Company’s share of time charters entered into by the pools in which it participates or profit-sharing above the base rate on the newbuild dual-fuel LNG VLCCs.
The future minimum revenues, before reduction for brokerage commissions, expected to be received on non-cancelable time charters for three VLCCs, one Suezmax, one Aframax, one LR2 and eight MRs as of December 31, 2024 are as follows: ​ ​ ​ ​ ​ (Dollars in millions) ​ Amount (1) 2025 ​ $ 115.6 2026 ​ ​ 79.6 2027 ​ ​ 39.4 2028 ​ ​ 34.0 2029 ​ ​ 34.0 Thereafter ​ ​ 7.1 Future minimum revenues ​ $ 309.6 (1) Future minimum contracted revenues do not include the Company’s share of time charters entered into by the pools in which it participates or profit-sharing above the base rate on the newbuild dual-fuel LNG VLCCs.
In addition to our operating fleet of 73 vessels, four LR1 newbuilds are scheduled for delivery to the Company between the second half of 2025 and first quarter of 2026, bringing the total operating and newbuild fleet to 77 vessels.
In addition to our operating fleet of 78 vessels, six LR1 newbuilds are scheduled for delivery to the Company between the second half of 2025 and third quarter of 2026, bringing the total operating and newbuild fleet to 84 vessels.
Table of Contents United Kingdom, and the European Union's ban on Russian crude oil and petroleum products which took effect in December 2022 and February 2023, respectively. ​ Russia’s invasion of Ukraine also led to a disruption in supply chains for crude oil and refined petroleum products, changing volumes and trade routes, thus increasing ton-mile demand for the seaborne transportation of both crude oil and refined petroleum products, which resulted in a prolonged spike in freight rates.
Some of these sanctions and executive orders target the Russian oil sector, including a prohibition on the import of oil from Russia to the United States or the United Kingdom, and the European Union's ban on Russian crude oil and petroleum products which took effect in December 2022 and February 2023, respectively. ​ Russia’s invasion of Ukraine also led to a disruption in supply chains for crude oil and refined petroleum products, changing volumes and trade routes, thus increasing ton-mile demand for the seaborne transportation of both crude oil and refined petroleum products, which resulted in a prolonged spike in freight rates.
Specifically, in estimating future charter rates, management takes into consideration rates currently in effect for existing time charters and estimated daily time charter equivalent rates for each vessel class for the unfixed days over the estimated remaining lives of each of the vessels.
These assumptions are based on historical trends as well as future expectations. Specifically, in estimating future charter rates, management takes into consideration rates currently in effect for existing time charters and estimated daily time charter equivalent rates for each vessel class for the unfixed days over the estimated remaining lives of each of the vessels.
In addition, our ability to successfully operate our business to meet near-term and long-term debt repayment obligations is dependent on maintaining sufficient liquidity. ​ Liquidity ​ As of December 31, 2023, we had total liquidity on a consolidated basis of $601.2 million comprised of $126.8 million of cash, $60.0 million of short-term investments and $414.4 million of undrawn revolver capacity. ​ Working capital at December 31, 2023 and 2022 was $269.5 million and $385.2 million, respectively.
In addition, our ability to successfully operate our business to meet near-term and long-term debt repayment obligations is dependent on maintaining sufficient liquidity. ​ Liquidity ​ As of December 31, 2024, we had total liquidity on a consolidated basis of $632.2 million comprised of $157.5 million of cash and $474.7 million of undrawn revolver capacity. ​ Working capital at December 31, 2024 and 2023 was $245.4 million and $269.5 million, respectively.
During 2023 and 2022, the Company increased its reserve for uncertain tax liabilities for various jurisdictions by $3.6 million and $0.2 million, respectively. ​ See Note 12, “Taxes,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data,” for further details on the income tax provision line. ​ EBITDA and Adjusted EBITDA ​ EBITDA represents net income/(loss) before interest expense, income taxes and depreciation and amortization expense.
During 2024 the Company decreased its reserve for uncertain tax liabilities for various jurisdictions by $1.1 million compared to a $3.6 million increase in such reserves during 2023. ​ See Note 11, “Taxes,” to the Company’s consolidated financial statements set forth in Item 8, “Financial Statements and Supplementary Data,” for further details on the income tax benefit/(provision) line. ​ EBITDA and Adjusted EBITDA ​ EBITDA represents net income before interest expense, income taxes and depreciation and amortization expense.
Both dividends will be paid on March 28, 2024 to stockholders of record as of March 14, 2024. ​ During 2023, the Company repurchased and retired 366,483 shares of its common stock in open-market purchases, at an average price of $38.03 per share, for a total cost of $13.9 million.
Both dividends will be paid on March 28, 2025 to stockholders of record as of March 14, 2025. ​ During 2024, the Company repurchased and retired 501,646 shares of its common stock in open-market purchases, at an average price of $49.81 per share, for a total cost of $25.0 million.
(4) Amounts shown include contractual implicit interest obligations of the lease financing under the bareboat charters. (5) As of December 31, 2023, the Company had charter-in commitments for one vessel on a lease that is accounted for as an operating lease.
(4) Amounts shown include contractual implicit interest obligations of the lease financing under the bareboat charters. (5) As of December 31, 2024, the Company had charter-in commitments for two vessels on leases that are accounted for as operating leases.
In August 2023, the Company’s Board of Directors authorized an increase in the share repurchase program to $50.0 million from $26.1 million.
In November 2024, the Company’s Board of Directors authorized an increase in the share repurchase program to $50.0 million from $25.0 million.
Such transitional voyages are excluded from the table above. ​ During 2023, TCE revenues for the Product Carriers segment increased by $11.4 million, or 2%, to $543.3 million from $531.9 million in 2022.
Such transitional voyages are excluded from the table above. ​ During 2024, TCE revenues for the Product Carriers segment decreased by $47.3 million, or 9%, to $496.0 million from $543.3 million in 2023.
Interest on the $160 Million Revolving Credit Facility is calculated based upon Term SOFR plus the Applicable Margin (each as defined in the credit agreement).
The $500 Million Revolving Credit Facility bears an interest rate based on term SOFR plus the Applicable Margin (each as defined in the credit agreement).
Crude Tankers ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands, except daily rate amounts) ​ 2023 ​ 2022 TCE revenues ​ $ 512,220 ​ $ 321,857 Vessel expenses ​ ​ (115,710) ​ ​ (98,844) Charter hire expenses ​ ​ (11,870) ​ ​ (15,380) Depreciation and amortization ​ ​ (76,877) ​ ​ (62,596) Adjusted income from vessel operations (a) ​ $ 307,764 ​ $ 145,037 Average daily TCE rate ​ $ 49,619 ​ $ 34,724 Average number of owned vessels (b) ​ ​ 20.0 ​ ​ 18.5 Average number of vessels chartered-in under leases ​ ​ 9.2 ​ ​ 9.0 Number of revenue days (c) ​ ​ 10,323 ​ ​ 9,269 Number of ship-operating days (d) ​ ​ ​ ​ ​ ​ Owned vessels ​ ​ 7,300 ​ ​ 6,770 Vessels bareboat chartered-in under leases (e) ​ ​ 3,337 ​ ​ 3,285 Vessels spot chartered-in under leases (f) ​ ​ 19 ​ ​ 14 (a) Adjusted income from vessel operations by segment is before general and administrative expenses, third-party debt modification fees and gain on disposal of vessels and other property, net of impairments.
Crude Tankers ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands, except daily rate amounts) ​ 2024 ​ 2023 TCE revenues ​ $ 437,095 ​ $ 512,220 Vessel expenses ​ ​ (130,107) ​ ​ (115,708) Charter hire expenses ​ ​ (14,322) ​ ​ (11,870) Depreciation and amortization ​ ​ (80,988) ​ ​ (76,877) Adjusted income from vessel operations (a) ​ $ 211,678 ​ $ 307,764 Average daily TCE rate ​ $ 41,345 ​ $ 49,619 Average number of owned vessels (b) ​ ​ 21.0 ​ ​ 20.0 Average number of vessels chartered-in under leases ​ ​ 9.1 ​ ​ 9.2 Number of revenue days (c) ​ ​ 10,572 ​ ​ 10,323 Number of ship-operating days (d) ​ ​ ​ ​ ​ ​ Owned vessels ​ ​ 7,686 ​ ​ 7,300 Vessels bareboat chartered-in under leases (e) ​ ​ 3,294 ​ ​ 3,337 Vessels spot chartered-in under leases (f) ​ ​ 49 ​ ​ 19 (a) Adjusted income from vessel operations by segment is before general and administrative expenses, other operating expenses, third-party debt modification fees and gain on disposal of vessels and other property, net of impairments.
Table of Contents Product Carriers ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands, except daily rate amounts) ​ 2023 ​ 2022 TCE revenues ​ $ 543,299 ​ $ 531,853 Vessel expenses ​ ​ (143,831) ​ ​ (141,830) Charter hire expenses ​ ​ (27,533) ​ ​ (16,752) Depreciation and amortization ​ ​ (52,160) ​ ​ (47,706) Adjusted income from vessel operations ​ $ 319,775 ​ $ 325,565 Average daily TCE rate ​ $ 33,518 ​ $ 30,221 Average number of owned vessels ​ ​ 39.4 ​ ​ 43.7 Average number of vessels chartered-in under leases ​ ​ 6.9 ​ ​ 6.9 Number of revenue days ​ ​ 16,209 ​ ​ 17,599 Number of ship-operating days ​ ​ ​ ​ ​ ​ Owned vessels ​ ​ 14,384 ​ ​ 15,951 Vessels bareboat chartered-in under leases (a) ​ ​ 1,644 ​ ​ 1,467 Vessels time chartered-in under leases ​ ​ 876 ​ ​ 1,035 ​ (a) Represents an LR2 and MRs that secured lease financing arrangements during the periods presented. ​ The following table provides a breakdown of TCE rates achieved for the years ended December 31, 2023 and 2022 between spot and fixed earnings and the related revenue days.
Table of Contents Product Carriers ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands, except daily rate amounts) ​ 2024 ​ 2023 TCE revenues ​ $ 496,008 ​ $ 543,299 Vessel expenses ​ ​ (145,554) ​ ​ (143,831) Charter hire expenses ​ ​ (15,517) ​ ​ (27,534) Depreciation and amortization ​ ​ (68,452) ​ ​ (52,160) Adjusted income from vessel operations ​ $ 266,485 ​ $ 319,775 Average daily TCE rate ​ $ 31,846 ​ $ 33,518 Average number of owned vessels ​ ​ 40.2 ​ ​ 39.4 Average number of vessels chartered-in under leases ​ ​ 5.2 ​ ​ 6.9 Number of revenue days ​ ​ 15,575 ​ ​ 16,209 Number of ship-operating days ​ ​ ​ ​ ​ ​ Owned vessels ​ ​ 14,714 ​ ​ 14,384 Vessels bareboat chartered-in under leases (a) ​ ​ 1,464 ​ ​ 1,644 Vessels time chartered-in under leases ​ ​ 457 ​ ​ 876 ​ (a) Represents MRs that secured lease financing arrangements during 2024 and an LR2 and MRs that secured lease financing arrangements during 2023. ​ The following table provides a breakdown of TCE rates achieved for the years ended December 31, 2024 and 2023 between spot and fixed earnings and the related revenue days.
Current liabilities include current installments of long-term debt and finance lease liabilities of $127.4 million and $204.7 million at December 31, 2023 and 2022, respectively. ​ The Company’s total cash decreased by $116.9 million during the year ended December 31, 2023.
Current liabilities include current installments of long-term debt of $50.1 million and $127.4 million at December 31, 2024 and 2023, respectively. ​ The Company’s total cash increased by $30.7 million during the year ended December 31, 2024.
The estimate for global oil consumption for 2024 is 103.0 million b/d, an increase of 1.3% over the 2023 estimate of 101.7 million b/d.
The estimate for global oil consumption for 2025 is 104.0 million b/d, an increase of 1.1% over the 2024 estimate of 102.9 million b/d.
Delivery of the vessels is expected to be completed by the end of the second quarter of 2024. ​ Outlook ​ Our strong balance sheet, as evidenced by a substantial level of liquidity, 30 unencumbered vessels, and diversified financing sources with debt maturities spread out between 2026 and 2031, positions us to support our operations over the next twelve months as we continue to advance our vessel employment strategy, which seeks to achieve an optimal mix of spot (voyage charter) and long-term (time charter) charters.
The Company’s debt service commitments and aggregate purchase commitments for vessel construction and betterments as of December 31, 2024, are presented in the Aggregate Contractual Obligations Table below. ​ Outlook ​ Our strong balance sheet, as evidenced by a substantial level of liquidity, 35 unencumbered vessels (excluding the six LR1s under construction) as of December 31, 2024, and diversified financing sources with debt maturities spread out between 2030 and 2031, positions us to support our operations over the next twelve months as we continue to advance our vessel employment strategy, which seeks to achieve an optimal mix of spot (voyage charter) and long-term (time charter) charters.
The VLCC orderbook remained flat, while the Suezmax and Aframax orderbooks increased by 1.4 million dwt and 1.2 million dwt respectively. The product carrier orderbook increased by 0.8 million dwt, with increases in the LR1 and MR sectors of 0.6 million dwt and 0.2 million dwt respectively.
The product carrier orderbook increased by 1.2 million dwt, with increases in the LR1 and MR sectors of 0.5 million dwt and 0.7 million dwt respectively.
The product carrier fleet increased by 0.4 million dwt, with MRs growing 0.4 million dwt. Year-over-year, the size of the tanker fleet increased by 13.1 million dwt with the VLCCs, Suezmaxes, Aframaxes, and MRs 52 International Seaways, Inc. Table of Contents increasing by 6.1 million dwt, 0.9 million dwt, 4.0 million dwt, and 2.2 million dwt, respectively.
Year-over-year, the size of the tanker fleet increased by 5.5 million dwt with the VLCCs decreasing by 0.6 million dwt and Suezmaxes, Aframaxes, and MRs increasing by 1.1 million dwt, 2.5 million dwt, and 2.5 million dwt, respectively.
The information is based, in part, on information provided by the commercial pools in which the segment’s vessels participate and excludes commercial pool fees/commissions averaging approximately $973 and $787 per 54 International Seaways, Inc.
The information is based, in part, on information provided by the commercial pools in which the segment’s vessels participate and excludes commercial pool fees/commissions averaging approximately $982 and $973 per day in 2024 and 2023, respectively, as well as activity in the Crude Tankers Lightering business and revenue and revenue days for 55 International Seaways, Inc.
Table of Contents In developing estimates of future cash flows, the Company must make assumptions about future performance, with significant assumptions being related to charter rates, operating expenses, utilization, drydocking and capital expenditure requirements, residual value and the estimated remaining useful lives of the vessels. These assumptions are based on historical trends as well as future expectations.
This assessment is made at the individual vessel level as separately identifiable cash flow information for each vessel is available. ​ In developing estimates of future cash flows, the Company must make assumptions about future performance, with significant assumptions being related to charter rates, operating expenses, utilization, drydocking and capital expenditure requirements, residual value and the estimated remaining useful lives of the vessels.
Table of Contents ​ The following table reconciles net income/(loss), as reflected in the consolidated statements of operations set forth in Item 8, “Financial Statements and Supplementary Data,” to EBITDA and Adjusted EBITDA: ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands) ​ 2023 ​ 2022 Net income ​ $ 556,446 ​ $ 387,891 Income tax provision ​ ​ 3,878 ​ ​ 88 Interest expense ​ ​ 65,759 ​ ​ 57,721 Depreciation and amortization ​ ​ 129,038 ​ ​ 110,388 EBITDA ​ ​ 755,121 ​ ​ 556,088 Amortization of time charter contracts acquired ​ ​ — ​ ​ 842 Third-party debt modification fees ​ ​ 568 ​ ​ 1,158 Loss on sale of investments in affiliated companies ​ ​ — ​ ​ 9,513 Gain on disposal of vessels and assets, net of impairments ​ ​ (35,934) ​ ​ (19,647) Gain on sale of interest in DASM ​ ​ — ​ ​ (135) Write-off of deferred financing costs ​ ​ 2,686 ​ ​ 1,266 Loss on extinguishment of debt ​ ​ 1,323 ​ ​ — Adjusted EBITDA ​ $ 723,764 ​ $ 549,085 ​ ​ 59 International Seaways, Inc.
Table of Contents ​ The following table reconciles net income, as reflected in the consolidated statements of operations set forth in Item 8, “Financial Statements and Supplementary Data,” to EBITDA and Adjusted EBITDA: ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands) ​ 2024 ​ 2023 Net income ​ $ 416,724 ​ $ 556,446 Income tax (benefit)/provision ​ ​ (1,084) ​ ​ 3,878 Interest expense ​ ​ 49,703 ​ ​ 65,759 Depreciation and amortization ​ ​ 149,440 ​ ​ 129,038 EBITDA ​ ​ 614,783 ​ ​ 755,121 Third-party debt modification fees ​ ​ 168 ​ ​ 568 Gain on disposal of vessels and assets, net of impairments ​ ​ (32,657) ​ ​ (35,934) Provision for settlement of multi-employer pension plan obligations ​ ​ 1,019 ​ ​ — Write-off of deferred financing costs ​ ​ — ​ ​ 2,686 Loss on extinguishment of debt ​ ​ — ​ ​ 1,323 Adjusted EBITDA ​ $ 583,313 ​ $ 723,764 ​ ​ 60 International Seaways, Inc.
The Company would not record a loss for any of the vessels for which the fair market value is below its carrying value unless and until the Company either determines to sell the vessel for a loss or determines that the vessel is impaired as discussed below in “Critical Accounting Policies — Vessel Impairment.” The Company believes that the future undiscounted cash flows expected to be earned over the estimated remaining useful lives for those vessels that have experienced declines in market values below their carrying values would exceed such vessels’ carrying values. ​ Footnotes to the following table exclude those vessels with an estimated market value in excess of their carrying value. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands) ​ ​ Average Vessel Age (weighted by dwt) ​ ​ Number of Vessels ​ ​ Carrying Value Crude Tankers ​ ​ ​ ​ ​ ​ ​ ​ ​ VLCC ​ ​ 7.8 ​ ​ 13 ​ $ 895,979 Suezmax ​ ​ 9.8 ​ ​ 13 ​ ​ 390,075 Aframax ​ ​ 11.8 ​ ​ 4 ​ ​ 96,099 Total Crude Tankers (1) ​ ​ 8.7 ​ ​ 30 ​ $ 1,382,153 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Product Carriers ​ ​ ​ ​ ​ ​ ​ ​ ​ LR2 ​ ​ 9.4 ​ ​ 1 ​ $ 49,431 LR1 ​ ​ 14.6 ​ ​ 6 ​ ​ 89,944 MR ​ ​ 14.3 ​ ​ 35 ​ ​ 389,262 Total Product Carriers ​ ​ 14.1 ​ ​ 42 ​ $ 528,637 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet total ​ ​ 10.1 ​ ​ 72 ​ $ 1,910,790 (1) As of December 31, 2023, the Crude Tankers segment includes a vessel with a carrying value of $65.7 million, which the Company believes exceeds its aggregate market value of approximately $62.9 million by $2.8 million. ​ Off-Balance Sheet Arrangements ​ Pursuant to an agreement between INSW and the trustees of the OSG Ship Management (UK) Ltd.
The Company would not record a loss for any of the vessels for which the fair market value is below its carrying value unless and until the Company either determines to sell the vessel for a loss or determines that the vessel is impaired as discussed below in “Critical Accounting Policies — Vessel Impairment.” The Company believes that the future undiscounted cash flows expected to be earned over the estimated remaining useful lives for those vessels that have experienced declines in market values below their carrying values would exceed such vessels’ carrying values. ​ Footnotes to the following table exclude those vessels with an estimated market value in excess of their carrying value. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in thousands) ​ ​ Average Vessel Age (weighted by dwt) ​ ​ Number of Vessels ​ ​ Carrying Value Crude Tankers ​ ​ ​ ​ ​ ​ ​ ​ ​ VLCC ​ ​ 8.8 ​ ​ 13 ​ $ 846,115 Suezmax ​ ​ 10.8 ​ ​ 13 ​ ​ 371,516 Aframax ​ ​ 12.8 ​ ​ 4 ​ ​ 90,777 Total Crude Tankers ​ ​ 9.7 ​ ​ 30 ​ $ 1,308,408 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Product Carriers ​ ​ ​ ​ ​ ​ ​ ​ ​ LR2 ​ ​ 10.4 ​ ​ 1 ​ $ 46,848 LR1 ​ ​ 15.6 ​ ​ 6 ​ ​ 85,067 MR ​ ​ 14.2 ​ ​ 39 ​ ​ 605,660 Total Product Carriers (1) ​ ​ 14.3 ​ ​ 46 ​ $ 737,575 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet total ​ ​ 11.0 ​ ​ 76 ​ $ 2,045,983 64 International Seaways, Inc.
Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Spot Earnings for the Quarter Ended Product Carriers ​ December 31, 2022 ​ March 31, 2023 ​ June 30, 2023 ​ September 30, 2023 ​ December 31, 2023 LR2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ — ​ $ — ​ $ 25,594 ​ $ 32,603 ​ $ 43,666 Revenue days ​ ​ — ​ ​ — ​ ​ 41 ​ ​ 92 ​ ​ 92 LR1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 63,950 ​ $ 70,838 ​ $ 63,608 ​ $ 56,295 ​ $ 46,199 Revenue days ​ ​ 818 ​ ​ 800 ​ ​ 780 ​ ​ 685 ​ ​ 561 MR ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 39,678 ​ $ 31,468 ​ $ 28,331 ​ $ 26,563 ​ $ 31,493 Revenue days ​ ​ 3,350 ​ ​ 3,087 ​ ​ 2,954 ​ ​ 2,836 ​ ​ 2,738 ​ See Note 5, “Business and Segment Reporting,” to the Company’s consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information on the Company’s segments, including equity in income of affiliated companies and reconciliations of (i) time charter equivalent revenues to shipping revenues and (ii) adjusted income/(loss) from vessel operations for the segments to income/(loss) before income taxes, as reported in the consolidated statements of operations.
Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Spot Earnings for the Quarter Ended Product Carriers ​ December 31, 2023 ​ March 31, 2024 ​ June 30, 2024 ​ September 30, 2024 ​ December 31, 2024 LR2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 43,666 ​ $ 51,027 ​ $ 55,485 ​ $ — ​ $ — Revenue days ​ ​ 92 ​ ​ 91 ​ ​ 58 ​ ​ — ​ ​ — LR1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 46,199 ​ $ 66,310 ​ $ 53,066 ​ $ 46,899 ​ $ 37,103 Revenue days ​ ​ 561 ​ ​ 571 ​ ​ 506 ​ ​ 594 ​ ​ 715 MR ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 31,493 ​ $ 37,969 ​ $ 35,007 ​ $ 29,006 ​ $ 21,488 Revenue days ​ ​ 2,738 ​ ​ 2,546 ​ ​ 2,597 ​ ​ 2,685 ​ ​ 2,520 ​ See Note 4, “Business and Segment Reporting,” to the Company’s consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information on the Company’s segments, including reconciliations of (i) time charter equivalent revenues to shipping revenues and (ii) adjusted income from vessel operations for the segments to income before income taxes, as reported in the consolidated statements of operations.
De preciation and amortization increased by $14.3 million to $76.9 million in 2023 from $62.6 million in 2022 principally as a result of (i) $7.6 million relating to the commencement of depreciation on the Company’s three dual-fuel LNG VLCC newbuilds, (ii) the impact of drydockings and ballast water treatment system and scrubber installations during 2022 and 2023, and (iii) $2.7 million of incremental depreciation relating to the two previously bareboat chartered-in Aframaxes purchased by the Company as noted above. ​ Excluding depreciation and amortization and general and administrative expenses, operating income for the Crude Tankers Lightering business was $23.3 million for 2023 compared to $16.7 million for 2022.
De preciation and amortization increased by $4.1 million to $81.0 million in 2024 from $76.9 million in 2023 principally as a result of $3.0 million relating to the commencement of depreciation on the Company’s three dual-fuel LNG VLCC newbuilds. ​ Excluding depreciation and amortization and general and administrative expenses, operating income for the Crude Tankers Lightering business was $24.4 million for 2024 compared to $23.3 million for 2023.
In addition to installing scrubbers on certain of the larger vessels in the Company’s fleet, significant consideration continues to be given to other ways of managing the risk of volatility in the price spread between high-sulfur fuel and low-sulfur fuel as well as the risk of limited supply of compliant fuel or HFO along the routes that the Company’s vessels typically travel. ​ Interest Rate Sensitivity ​ The following table presents information about the Company’s financial instruments that are sensitive to changes in interest rates.
In addition to installing scrubbers on certain of the larger vessels in the Company’s fleet, significant consideration continues to be given to other ways of managing the risk of volatility in the price spread between high-sulfur fuel and low-sulfur fuel as well as the risk of limited supply of compliant fuel or HFO along the routes that the Company’s vessels typically travel. ​ Interest Rate Sensitivity ​ As of December 31, 2024, the Company had lease financings and revolving credit facilities under which borrowings bear interest at a rate based on SOFR, plus the applicable margin, as stated in the respective financing arrangements.
U.S. crude oil imports in the fourth quarter of 2023 decreased by 0.1 million b/d to 6.1 million b/d compared with the fourth quarter of 2022, with imports from OPEC countries remaining flat and imports from non-OPEC countries decreasing by 0.1 million b/d. ​ China’s crude oil imports in 2023 set a new record of 11.3 million b/d; the previous record year was 2020 with 10.8 million b/d.
U.S. crude oil imports in the fourth quarter of 2024 increased by 0.2 million b/d to 6.4 million b/d compared with the fourth quarter of 2023, with imports from OPEC countries increasing by 0.1 million b/d and imports from non-OPEC countries increasing by 0.1 million b/d. ​ China’s crude oil imports for 2024 decreased 1.9%, or 0.2 million b/d, to 11.0 million b/d, compared with 2023.
Non-OPEC production increased by 2.3 million b/d to 70.0 million b/d in the fourth quarter of 2023 compared with the fourth quarter of 2022.
OPEC crude oil production averaged 26.7 million b/d in the fourth quarter of 2024, unchanged from the third quarter of 2024, and an increase of 0.2 million b/d from the fourth quarter of 2023. Non-OPEC production increased by 0.1 million b/d to 70.6 million b/d in the fourth quarter of 2024 compared with the fourth quarter of 2023.
These factors will influence owners’ decisions to accelerate the disposal of older vessels, especially those with upcoming special surveys. ​ Although management believes that the assumptions used to determine the steel recycling value for its vessels are reasonable and appropriate, such assumptions are highly subjective, in part, because of the cyclicality of the nature of future demand for recycled steel. ​ Vessel Impairment ​ The carrying values of the Company’s vessels may not represent their fair market value or the amount that could be obtained by selling the vessel at any point in time since the market prices of second-hand vessels tend to fluctuate with changes in charter rates and the cost of newbuildings.
These factors will influence owners’ decisions to accelerate the disposal of older vessels, especially those with upcoming special surveys. ​ Although management believes that the assumptions used to determine the steel recycling value for its vessels are reasonable and appropriate, such assumptions are highly subjective, in part, because of the cyclicality of the nature of future demand for recycled steel. ​ 66 International Seaways, Inc.
OECD demand in 2024 is estimated to decrease by 0.2% to 45.6 million b/d, while non-OECD demand is estimated to increase by 2.5% to 57.4 million b/d. ​ Global oil production in the fourth quarter of 2023 was 102.2 million b/d, the same level as the fourth quarter of 2022.
OECD demand in 2025 is estimated to remain unchanged at 45.7 million b/d, while non-OECD demand is estimated to increase by 1.9% to 58.3 million b/d. ​ Global oil production in the fourth quarter of 2024 was 102.9 million b/d, an increase of 0.1 million b/d from the fourth quarter of 2023.
Although lightering activity levels decreased year-over-year, with 438 service support only lighterings and two full-service lighterings being performed during 2023 compared to the 472 service support only lighterings and one full-service lightering that were performed during 2022, operating income increased year-over-year due to the higher average rates earned per lightering operation in 2023 compared with the average rates earned in 2022. ​ ​ 55 International Seaways, Inc.
The increase reflects increased activity levels year-over-year, with 459 service support only lighterings and six full-service lighterings being performed during 2024 compared to the 438 service support only lighterings and two full-service lightering that were performed during 2023. ​ ​ 56 International Seaways, Inc.
Treasury securities or other obligations issued or guaranteed by the U.S. government or its agencies, floating rate and variable demand notes of U.S. and foreign corporations, commercial paper rated in the highest category by Moody’s Investor Services and Standard & Poor’s, certificates of deposit and time deposits, asset-backed securities, and repurchase agreements. ​ As of December 31, 2023, we had total debt outstanding (net of original issue discount and deferred financing costs) of $722.7 million and a net debt to total capitalization of 23.8%, which compares with 33.3% at December 31, 2022. ​ Sources, Uses and Management of Capital ​ During 2022, as the tanker cycle recovered from the historical lows of 2021, we increased our overall liquidity with vessel sales, a refinancing that increased the capacity of our revolving credit and cash from operations.
Treasury securities or other obligations issued or guaranteed by the U.S. government or its agencies, floating rate and variable demand notes of U.S. and foreign corporations, commercial paper rated in the highest category by Moody’s Investor Services and Standard & Poor’s, certificates of deposit and time deposits, asset-backed securities, and repurchase agreements. ​ As of December 31, 2024, we had total debt outstanding (net of original issue discount and deferred financing costs) of $688.4 million and a net debt to total capitalization of 22.2%, which compares with 23.8% at December 31, 2023. ​ Sources, Uses and Management of Capital ​ During 2024, we have (i) used incremental liquidity generated from operations and the proceeds from disposal of older tonnage at strong prices to invest in renewing and growing the fleet, (ii) enhanced our balance sheet and liquidity position, and (iii) continued to make substantial returns to shareholders. ​ In addition to future operating cash flows, our other future sources of funds are proceeds from issuances of equity securities, additional borrowings as permitted under our loan agreements and proceeds from the opportunistic sales of our vessels.
Our current uses of funds are to fund working capital requirements, maintain the quality of our vessels, purchase vessels, pay newbuilding construction costs, comply with international shipping standards and environmental laws and regulations, repay or repurchase our outstanding loan facilities, pay a regular quarterly cash dividend, and from time-to-time, repurchase shares of our common stock and pay supplemental cash dividends. ​ The following is a summary of the significant capital allocation initiatives we executed during 2023 and the sources of capital we have at our disposal for future use as well as our current commitments for future uses of capital : ​ During 2023, the Company’s Board of Directors declared and paid regular quarterly and supplemental cash dividends totaling $308.2 million or $6.29 per share as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Declaration Date Record Date Payment Date ​ ​ Regular Quarterly Dividend per Share ​ ​ Supplemental Dividend per Share ​ ​ Total Dividends Paid (Dollars in Millions) February 27, 2023 March 14, 2023 March 28, 2023 ​ $ 0.12 ​ $ 1.88 ​ $ 98.3 May 4, 2023 June 14, 2023 June 28, 2023 ​ $ 0.12 ​ $ 1.50 ​ $ 79.3 August 8, 2023 September 13, 2023 September 27, 2023 ​ $ 0.12 ​ $ 1.30 ​ $ 69.4 November 6, 2023 December 13, 2023 December 27, 2023 ​ $ 0.12 ​ $ 1.13 ​ $ 61.2 ​ Also on February 28, 2024, the Company’s Board of Directors declared a regular quarterly cash dividend of $0.12 per share of common stock and a supplemental dividend of $1.20 per share of common stock.
Table of Contents ​ The following is a summary of the significant capital allocation initiatives we executed during 2024 and the sources of capital we have at our disposal for future use as well as our current commitments for future uses of capital : ​ During 2024, the Company’s Board of Directors declared and paid regular quarterly and supplemental cash dividends totaling $284.4 million or $5.77 per share as follows: ​ ​ ​ ​ ​ ​ ​ Declaration Date Record Date Payment Date Regular Quarterly Dividend per Share Supplemental Dividend per Share Total Dividends Paid February 28, 2024 March 14, 2024 March 28, 2024 $0.12 $1.20 $64.7 million May 7, 2024 June 12, 2024 June 26, 2024 $0.12 $1.63 $86.9 million August 6, 2024 September 11, 2024 September 25, 2024 $0.12 $1.38 $73.8 million November 6, 2024 December 13, 2024 December 27, 2024 $0.12 $1.08 $59.0 million ​ Also on February 26, 2025, the Company’s Board of Directors declared a regular quarterly cash dividend of $0.12 per share of common stock and a supplemental dividend of $0.58 per share of common stock.
Such increase resulted principally from a year-over-year increase in TCE revenues and larger gains on the sale of vessels recognized in the current year, partially offset by increased depreciation and amortization, vessel expenses, and charter hire expenses in the current year. ​ The increase in TCE revenues in 2023 of $201.8 million, or 24%, to $1,055.5 million from $853.7 million in 2022 primarily reflects (i) a net aggregate $191.9 million rates-based increase resulting from higher average daily rates earned across all of INSW’s fleet sectors, with the exception of the MRs, and (ii) a $10.5 million increase attributable to the Company’s Lightering business. ​ The following tables provide a quarterly trend analysis of spot TCE rates earned between the fourth quarter of 2022 and 2023 by our Crude Tankers and Product Carriers fleet.
Such decrease resulted principally from a year-over-year decrease in TCE revenues and increased depreciation and amortization and vessel expenses in the current year. ​ The decrease in TCE revenues in 2024 of $122.4 million, or 12%, to $933.1 million from $1,055.5 million in 2023 primarily reflects (i) a net aggregate rates-based decrease of $103.6 million resulting from lower average daily rates in the Crude tanker and LR1 fleets, partially offset by strengthened rates in the LR2 and MR sectors, and (ii) a $31.6 million days-based decline in the LR1 fleet due to a smaller time chartered-in portfolio and 133 more off-hire days during the current year, partially offset by (iii) a $10.7 million days-based increase in the VLCC fleet resulting from the delivery of three dual-fuel VLCC newbuilds between March 2023 and May 2023, and (iv) a $5.7 million increase attributable to the Company’s Lightering business. ​ The following tables provide a quarterly trend analysis of spot TCE rates earned between the fourth quarter of 2023 and 2024 by our Crude Tankers and Product Carriers fleet.
The Company’s debt service commitments and aggregate purchase commitments for vessel construction and betterments as of December 31, 2023, are presented in the Aggregate Contractual Obligations Table below. ​ During the first quarter of 2024, we continued to execute on our fleet optimization program by entering into agreements for the en bloc purchase of four 2015-built and two 2014-built MR Product Carriers for an aggregate purchase price of $232 million.
The expiry date of the stock repurchase program is on December 31, 2025. ​ In continuation of our strategic fleet optimization program during 2024, we: ​ ● Entered into agreements for the en bloc purchase of four 2015-built and two 2014-built MR Product Carriers for an aggregate purchase price of 232 million.
Eighty-five percent of the purchase price consideration will be paid for with cash from available liquidity and the balance of 15% with the issuance of INSW common stock.
Eighty-five percent of the purchase price consideration was funded from available liquidity and the balance of 15% with the issuance of common stock. All of the six vessels were delivered during the second quarter of 2024.
Such interest income in 2023 was partially offset by a $1.3 million loss on extinguishment of debt and a $2.7 million write-off of unamortized deferred financing costs. Similar unamortized deferred financing costs write-offs during 2022 amounted to $1.3 million.
The interest income in 2023 was partially offset by a $1.3 million loss on extinguishment of debt and a $2.7 million write-off of unamortized deferred financing costs. See Note 9, “Debt,” to the accompanying consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for further information .
Table of Contents purposes 100% of the $750 Million Facility Term Loan outstanding principal balance of $113.6 million as of December 31, 2023, and $224.3 million of the notional principal amount outstanding under the Ocean Yield Lease Financing that effectively converts the Company’s interest rate exposure from a three-month SOFR floating rate to a fixed rate of 2.84% through the maturity date of February 22, 2027. ​ ​ CRITICAL ACCOUNTING ESTIMATES AND POLICIES ​ The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require the Company to make estimates in the application of its accounting policies based on the best assumptions, judgments, and opinions of management.
The Company has entered into interest rate swaps agreements with major financial institutions covering for accounting purposes 100% of the $500 Million Revolving Credit Facility outstanding balance of $144.6 million as of December 31, 2024, and $83.6 million of the notional principal amount outstanding under the Ocean Yield Lease Financing that effectively converts the Company’s interest rate exposure from a three-month SOFR floating rate to a fixed rate of 2.84% through the maturity date of February 22, 2027. ​ The following table presents information about the Company’s financial instruments that are sensitive to changes in interest rates.
Year-over-year, the total tanker orderbook increased by 17.8 million dwt, with VLCC decreasing by 1.1 million dwt and increases in Suezmaxes, Aframaxes, Panamaxes and LR1s of 7.2 million dwt, 5.7 million dwt, 2.2 million dwt and 3.7 million dwt, respectively. ​ Crude tanker rates recovered during the fourth quarter of 2023 from the relatively lower rates in the third quarter of 2023, remaining significantly over 10-year average rates and cash breakeven levels, reflecting the continuing impact of the disruptions in trade flows on tanker demand.
Year-over-year, the total tanker orderbook increased by 45.2 million dwt, with increases in VLCC, Suezmaxes, Aframaxes, Panamaxes and LR1s of 18.8 million dwt, 5.5 million dwt, 8.3 million dwt, 2.6 million dwt and 10.0 million dwt, respectively. ​ Tanker rates in general held steady in the fourth quarter compared with the third quarter.
Such increase resulted from increased drydock amortization, and the purchase of the LR1 described above, partially offset by the MR and Handysize sales described above. ​ General and Administrative Expenses ​ During 2023, general and administrative expenses increased by $1.1 million to $47.5 million from $46.4 million in 2022.
Such increase resulted from increased drydock amortization and the MR purchases and sales referenced above, as the acquired vessels have higher cost bases than the older vessels that were sold. ​ General and Administrative Expenses ​ During 2024, general and administrative expenses increased by $5.1 million to $52.6 million from $47.5 million in 2023.
See the “Operations and Oil Tanker Markets” discussion above for a description of the market factors that impacted the quarterly trend of spot rates during 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Spot Earnings for the Quarter Ended Crude Tankers ​ December 31, 2022 ​ March 31, 2023 ​ June 30, 2023 ​ September 30, 2023 ​ December 31, 2023 VLCC: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 64,596 ​ $ 46,371 ​ $ 52,307 ​ $ 40,961 ​ $ 42,991 Revenue days ​ ​ 799 ​ ​ 780 ​ ​ 781 ​ ​ 870 ​ ​ 837 Suezmax: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 59,064 ​ $ 58,191 ​ $ 61,267 ​ $ 38,708 ​ $ 47,318 Revenue days ​ ​ 1,029 ​ ​ 996 ​ ​ 988 ​ ​ 1,012 ​ ​ 1,006 Aframax: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 62,030 ​ $ 50,756 ​ $ 53,482 ​ $ 34,046 ​ $ 43,952 Revenue days ​ ​ 284 ​ ​ 330 ​ ​ 364 ​ ​ 232 ​ ​ 256 ​ ​ 53 International Seaways, Inc.
See the “Operations and Oil Tanker Markets” discussion above for a description of the market factors that impacted the quarterly trend of spot rates during 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Spot Earnings for the Quarter Ended Crude Tankers ​ December 31, 2023 ​ March 31, 2024 ​ June 30, 2024 ​ September 30, 2024 ​ December 31, 2024 VLCC: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 42,991 ​ $ 44,736 ​ $ 46,350 ​ $ 29,711 ​ $ 35,572 Revenue days ​ ​ 837 ​ ​ 863 ​ ​ 828 ​ ​ 881 ​ ​ 823 Suezmax: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 47,318 ​ $ 44,666 ​ $ 45,045 ​ $ 38,044 ​ $ 29,700 Revenue days ​ ​ 1,006 ​ ​ 998 ​ ​ 1,001 ​ ​ 1,014 ​ ​ 1,023 Aframax: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 43,952 ​ $ 40,913 ​ $ 31,450 ​ $ 25,119 ​ $ 31,212 Revenue days ​ ​ 256 ​ ​ 222 ​ ​ 190 ​ ​ 186 ​ ​ 276 ​ ​ 54 International Seaways, Inc.
Such increase principally resulted from (i) an aggregate rates-based increase in the Suezmax, VLCC and Aframax fleets of $146.1 million due to significantly higher average daily blended rates in these sectors, (ii) a $21.5 million days-based increase in the VLCC fleet, which primarily reflected the delivery of three dual-fuel LNG VLCC newbuilds between March 2023 and May 2023, (iii) an aggregate $14.6 million days-based increase in the Suezmax and Aframax fleets, which reflected 462 fewer primarily drydock related off-hire days in 2023 and (iv) a $10.5 million increase in the Crude Tankers Lightering business.
Such decrease principally resulted from (i) an aggregate rates-based decrease in the VLCC, Suezmax and Aframax fleets of $90.5 million due to lower average daily blended rates in these sectors and (ii) a $3.7 million days-based decrease in the Aframax fleet, which reflected 87 more off-hire days in the current year.
The LR1/Panamax fleet remained unchanged. ​ The tanker orderbook remains at historic lows across all tanker sectors and the average age of the global fleet is approximately 13 years. During the fourth quarter of 2023, the tanker orderbook increased by 3.4 million dwt overall compared with the third quarter of 2023. The crude tanker orderbook increased by 2.6 million dwt.
The LR1/Panamax fleet remained unchanged. ​ During the fourth quarter of 2024, the tanker orderbook increased by 2.9 million dwt overall compared with the third quarter of 2024. The crude tanker orderbook increased by 1.7 million dwt. The VLCC orderbook increased by 1.8 million dwt and the Suezmax orderbook decreased by 0.2 million dwt.
Table of Contents day in 2023 and 2022, respectively, as well as activity in the Crude Tankers Lightering business and revenue and revenue days for which recoveries were recorded by the Company under its loss of hire insurance policies. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 ​ ​ Spot Earnings ​ Fixed Earnings ​ Spot Earnings ​ Fixed Earnings VLCC: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 45,483 ​ $ 40,098 ​ $ 29,361 ​ $ 44,043 Revenue days ​ ​ 3,269 ​ ​ 979 ​ ​ 3,220 ​ ​ 310 Suezmax: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 51,293 ​ $ 31,065 ​ $ 32,579 ​ $ 28,287 Revenue days ​ ​ 4,002 ​ ​ 680 ​ ​ 3,901 ​ ​ 365 Aframax (1) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 46,841 ​ $ 38,566 ​ $ 36,488 ​ $ — Revenue days ​ ​ 1,182 ​ ​ 164 ​ ​ 1,283 ​ ​ — Panamax (2) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ — ​ $ — ​ $ 19,851 ​ $ — Revenue days ​ ​ — ​ ​ — ​ ​ 70 ​ ​ — (1) During the first quarter of 2023, one of the Company’s Aframaxes was employed on a transitional voyage in the spot market outside of its ordinary course operations in a commercial pool.
The fixed earnings rates in the table are net of broker/address commissions. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 ​ ​ Spot Earnings ​ Fixed Earnings ​ Spot Earnings ​ Fixed Earnings VLCC: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 39,011 ​ $ 35,758 ​ $ 45,483 ​ $ 40,098 Revenue days ​ ​ 3,395 ​ ​ 1,098 ​ ​ 3,269 ​ ​ 979 Suezmax: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 39,303 ​ $ 30,971 ​ $ 51,293 ​ $ 31,065 Revenue days ​ ​ 4,036 ​ ​ 702 ​ ​ 4,002 ​ ​ 680 Aframax (1) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 32,433 ​ $ 38,518 ​ $ 46,841 ​ $ 38,566 Revenue days ​ ​ 873 ​ ​ 365 ​ ​ 1,182 ​ ​ 164 (1) During 2024, one of the Company’s Aframaxes was employed on a transitional voyage in the spot market outside of its ordinary course operations in the Aframax International Pool.
The information is based, in part, on information provided by the commercial pools in which the segment’s vessels participate and excludes commercial pool fees/commissions averaging approximately $797 and $665 per day in 2023 and 2022, respectively, as well as revenue and revenue days for which recoveries were recorded by the Company under its loss of hire insurance policies. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 ​ ​ Spot Earnings ​ Fixed Earnings ​ Spot Earnings ​ Fixed Earnings LR2 (1) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 35,842 ​ $ 18,588 ​ $ — ​ $ 17,613 Revenue days ​ ​ 225 ​ ​ 140 ​ ​ — ​ ​ 362 LR1 (2) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 60,428 ​ $ — ​ $ 38,706 ​ $ — Revenue days ​ ​ 2,826 ​ ​ — ​ ​ 3,113 ​ ​ — MR (3) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 29,479 ​ $ 21,040 ​ $ 30,345 ​ $ 20,927 Revenue days ​ ​ 11,615 ​ ​ 1,210 ​ ​ 13,262 ​ ​ 140 Handy: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ — ​ $ — ​ $ 13,861 ​ $ — Revenue days ​ ​ — ​ ​ — ​ ​ 469 ​ ​ — (1) During 2023, the Company’s LR2 was employed on a transitional voyage in the spot market subsequent to the May 2023 expiry of its time charter and prior to joining the Hafnia LR2 Pool in July 2023.
The fixed earnings rates in the table are net of broker/address commissions. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 ​ ​ Spot Earnings ​ Fixed Earnings ​ Spot Earnings ​ Fixed Earnings LR2 (1) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 53,159 ​ $ 39,500 ​ $ 35,842 ​ $ 18,588 Revenue days ​ ​ 149 ​ ​ 161 ​ ​ 225 ​ ​ 140 LR1 (2) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 49,915 ​ $ — ​ $ 60,428 ​ $ — Revenue days ​ ​ 2,386 ​ ​ — ​ ​ 2,826 ​ ​ — MR (3) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average rate ​ $ 30,887 ​ $ 21,809 ​ $ 29,479 ​ $ 21,040 Revenue days ​ ​ 10,348 ​ ​ 2,391 ​ ​ 11,615 ​ ​ 1,210 (1) During 2023, the Company’s LR2 was employed on a transitional voyage in the spot market subsequent to the May 2023 expiry of its time charter and prior to joining the Hafnia LR2 Pool in July 2023.
The impact of the increase in rates was partially offset by the year-over-year decrease in time chartered-in days referenced above. Depreciation and amortization increased by $4.5 million to $52.2 million in the current year from $47.7 million in the prior year.
Depreciation and amortization increased by $16.3 million to $68.5 million in the current year from $52.2 million in the prior year.
For debt obligations, the table presents the principal cash flows and related weighted average interest rates by expected maturity dates of the Company’s debt obligations. ​ Principal (Notional) Amount (dollars in millions) by Expected Maturity and Average Interest (Swap) Rate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Beyond ​ ​ ​ Fair Value at (Dollars in millions) ​ 2024 ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ 2028 ​ Total ​ Dec. 31, 2023 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Debt ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed rate debt ​ $ 20.0 ​ $ 20.9 ​ $ 21.9 ​ $ 22.8 ​ $ 23.9 ​ $ 178.2 ​ $ 287.6 ​ $ 262.3 Average interest rate ​ ​ 4.59% ​ ​ 4.57% ​ ​ 4.54% ​ ​ 4.51% ​ ​ 4.47% ​ ​ 5.33% ​ ​ ​ ​ ​ ​ Variable rate debt (1) ​ $ 107.4 ​ $ 68.8 ​ $ 45.9 ​ $ 29.2 ​ $ 29.3 ​ $ 165.8 ​ $ 446.3 ​ $ 446.3 Average interest rate (1) ​ ​ 7.54% ​ ​ 7.78% ​ ​ 7.79% ​ ​ 9.55% ​ ​ 9.70% ​ ​ 9.70% ​ ​ ​ ​ ​ ​ (1) Rates are discussed in the aggregate contractual obligations section above . ​ As of December 31, 2023, the Company had variable rate secured term loans or lease financings, and revolving credit facilities under which borrowings bear interest at a rate based on SOFR, plus the applicable margin, as stated in the respective financing arrangements.
Table of Contents ​ Principal (Notional) Amount (dollars in millions) by Expected Maturity and Average Interest (Swap) Rate ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Beyond ​ ​ ​ Fair Value at (Dollars in millions) ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ 2029 ​ 2029 ​ Total ​ Dec. 31, 2024 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Debt ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed rate debt ​ $ 20.9 ​ $ 21.9 ​ $ 22.8 ​ $ 23.9 ​ $ 24.9 ​ $ 153.3 ​ $ 267.6 ​ $ 233.0 Average interest rate ​ ​ 4.57% ​ ​ 4.54% ​ ​ 4.51% ​ ​ 4.47% ​ ​ 4.42% ​ ​ 5.07% ​ ​ ​ ​ ​ ​ Variable rate debt (1) ​ $ 29.2 ​ $ 29.2 ​ $ 29.2 ​ $ 29.3 ​ $ 29.2 ​ $ 281.1 ​ $ 427.2 ​ $ 427.2 Average interest rate (1) ​ ​ 7.33% ​ ​ 7.66% ​ ​ 7.84% ​ ​ 7.74% ​ ​ 7.61% ​ ​ 8.99% ​ ​ ​ ​ ​ ​ (1) Rates are discussed in the aggregate contractual obligations section above . ​ ​ ​ CRITICAL ACCOUNTING ESTIMATES AND POLICIES ​ The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States, which require the Company to make estimates in the application of its accounting policies based on the best assumptions, judgments, and opinions of management.
See Note 10, “Debt,” to the accompanying consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for further information .
See Note 19, “Contingencies”, to the accompanying consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information relating to the commercial dispute referenced above. ​ Other Operating Expenses ​ See Note 17, “Other Operating Expenses,” to the accompanying consolidated financial statements as set forth in Item 8, “Financial Statements and Supplementary Data,” for additional information on these expenses. ​ Other Income ​ Other income was $10.1 million for the year ended December 31, 2024 compared with $10.7 million for the year ended December 31, 2023.
Such increase was principally driven by the VLCC newbuild deliveries described above, along with increased costs of spares, stores and lubricating oils. Charter hire expenses decreased by $3.5 million to $11.9 million in 2023 from $15.4 million in 2022.
The VLCC newbuild deliveries described above resulted in $3.2 million of incremental vessel expense in the current year. The remainder of the increase primarily reflects increased costs for repairs and renewals, off-hire fuel, transportation and crew. Charter hire expenses increased by $2.5 million to $14.3 million in 2024 from $11.9 million in 2023.
(2) Amounts shown include contractual interest obligations of outstanding floating rate debt estimated based on the applicable margin, plus credit adjustment spread of 0.26% and plus the effective three-month SOFR rate as of December 31, 2023 of 5.37% for the ING Credit Facility.
(2) Amounts shown include unused revolver capacity commitment fees and contractual interest obligations, if any, of floating rate debt estimated based on the applicable margin for the $160 Million Revolving Credit Facility of 1.975%.
The current period other income includes $13.9 million of interest income resulting from a significant increase in the average balance of invested cash and the interest rates earned on such investments during 2023 compared to interest income of only $3.7 million earned during 2022.
The current year includes $9.9 million of interest income compared to interest income of $13.9 million earned during 2023.The year-over-year decrease reflects the impact of a lower average balance of invested cash during 2024, attributable to the significant deleveraging initiatives completed during 2023, as well as a decrease in interest rates in anticipation of the Federal Reserve’s move to cut rates in the second half of 2024.

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