10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q 

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2018

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from          to         

Commission File Number        1-37836-1     

INTERNATIONAL SEAWAYS, INC.

(Exact name of registrant as specified in its charter)

MARSHALL ISLANDS	98-0467117
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

600 Third Avenue, 39th Floor, New York, New York	10016
(Address of principal executive offices)	(Zip Code)

(212) 578-1600

Registrant's telephone number, including area code

Former name, former address and former fiscal year, if changed since last report

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.                    YES x NO ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 

YES x NO ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “accelerated filer”, “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨	Accelerated filer x	Emerging growth company x
Non-accelerated filer ¨	Smaller reporting company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ¨ NO x

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES x NO ¨

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practical date. The number of shares outstanding of the issuer’s common stock as of May 4, 2018: common stock, no par value 29,135,725 shares.

INTERNATIONAL SEAWAYS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

DOLLARS IN THOUSANDS

(UNAUDITED)

	March 31,			December 31,
	2018			2017
ASSETS
Current Assets:
Cash and cash equivalents	$	53,472		$	60,027
Voyage receivables, including unbilled of $49,578 and $54,701		50,696			58,187
Other receivables		2,621			4,411
Inventories		3,977			3,270
Prepaid expenses and other current assets		9,781			5,897
Total Current Assets		120,547			131,792
Restricted cash		37,714			10,579
Vessels and other property, less accumulated depreciation of $309,859 and $307,010		1,019,049			1,104,727
Vessel held for sale, net		17,940			5,108
Deferred drydock expenditures, net		26,014			30,528
Total Vessels, Deferred Drydock and Other Property		1,063,003			1,140,363
Investments in and advances to affiliated companies		384,024			378,894
Other assets		7,184			2,856
Total Assets	$	1,612,472		$	1,664,484
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable, accrued expenses and other current liabilities	$	24,707		$	22,805
Payable to OSG		34			367
Current installments of long-term debt		20,625			24,063
Total Current Liabilities		45,366			47,235
Long-term debt		500,643			528,874
Other liabilities		2,821			2,721
Total Liabilities		548,830			578,830
Commitments and contingencies
Equity:
Capital - 100,000,000 no par value shares authorized; 29,123,331 and 29,089,865 shares issued and outstanding		1,306,869			1,306,606
Accumulated deficit		(209,861	)		(180,545	)
		1,097,008			1,126,061
Accumulated other comprehensive loss		(33,366	)		(40,407	)
Total Equity		1,063,642			1,085,654
Total Liabilities and Equity	$	1,612,472		$	1,664,484

See notes to condensed consolidated financial statements

2

INTERNATIONAL SEAWAYS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

(UNAUDITED)

	Three Months Ended
	March 31,
	2018			2017
Shipping Revenues:
Pool revenues, including $12,769 and $5,714 from companies accounted for by the equity method	$	35,514		$	49,773
Time and bareboat charter revenues		7,913			17,350
Voyage charter revenues		8,551			21,627
		51,978			88,750
Operating Expenses:
Voyage expenses		3,177			4,618
Vessel expenses		36,658			33,728
Charter hire expenses		8,623			11,351
Depreciation and amortization		17,624			18,616
General and administrative		6,029			6,274
Separation and transition costs		-			735
Loss on disposal of vessels and other property		6,573			-
Total operating expenses		78,684			75,322
(Loss)/income from vessel operations		(26,706	)		13,428
Equity in income of affiliated companies		8,340			13,606
Operating (loss)/income		(18,366	)		27,034
Other income		679			204
(Loss)/income before interest expense and income taxes		(17,687	)		27,238
Interest expense		(11,621	)		(9,167	)
(Loss)/income before income taxes		(29,308	)		18,071
Income tax provision		(8	)		(4	)
Net (loss)/income	$	(29,316	)	$	18,067
Weighted Average Number of Common Shares Outstanding:
Basic		29,106,180			29,180,255
Diluted		29,106,180			29,195,544
Per Share Amounts:
Basic and diluted net (loss)/income per share	$	(1.01	)	$	0.62

See notes to condensed consolidated financial statements

3

INTERNATIONAL SEAWAYS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)/INCOME

DOLLARS IN THOUSANDS

(UNAUDITED)

	Three Months Ended
	March 31,
	2018			2017
Net (Loss)/Income	$	(29,316	)	$	18,067
Other Comprehensive Income, net of tax:
Net change in unrealized losses on cash flow hedges		7,470			3,318
Defined benefit pension and other postretirement benefit plans:
Net change in unrecognized prior service costs		(41	)		(18	)
Net change in unrecognized actuarial losses		(388	)		(179	)
Other Comprehensive Income, net of tax		7,041			3,121
Comprehensive (Loss)/Income	$	(22,275	)	$	21,188

See notes to condensed consolidated financial statements

4

INTERNATIONAL SEAWAYS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

DOLLARS IN THOUSANDS

(UNAUDITED)

	Three Months Ended
	March 31,
	2018			2017
Cash Flows from Operating Activities:
Net (loss)/income	$	(29,316	)	$	18,067
Items included in net (loss)/income not affecting cash flows:
Depreciation and amortization		17,624			18,616
Amortization of debt discount and other deferred financing costs		1,250			1,979
Stock compensation, non-cash		629			740
Undistributed earnings of affiliated companies		(8,425	)		(13,436	)
Other – net		-			131
Items included in net (loss)/income related to investing and financing activities:
Loss on disposal of vessels and other property		6,573			-
Cash distributions from affiliated companies		6,212			-
Payments for drydocking		(1,249	)		(7,026	)
Insurance claims proceeds related to vessel operations		1,061			5
Changes in operating assets and liabilities:
Decrease/(increase) in receivables		7,489			(457	)
Decrease in payable to OSG		(333	)		(628	)
Decrease in deferred revenue		(918	)		(1,892	)
Net change in inventories, prepaid expenses and other current assets and accounts payable, accrued expense, and other current and long-term liabilities		(5,051	)		(4,826	)
Net cash (used in)/provided by operating activities		(4,454	)		11,273
Cash Flows from Investing Activities:
Expenditures for vessels and vessel improvements		(1,911	)		(397	)
Proceeds from disposal of vessels and other property		57,430			-
Expenditures for other property		(126	)		(26	)
Investments in and advances to affiliated companies, net		869			(74	)
Repayments of advances from joint venture investees		2,488			-
Net cash provided by/(used in) investing activities		58,750			(497	)
Cash Flows from Financing Activities:
Payments on debt		(33,438	)		(1,546	)
Cash paid to tax authority upon vesting of stock-based compensation		(278	)		(164	)
Net cash used in financing activities		(33,716	)		(1,710	)
Net increase in cash, cash equivalents and restricted cash		20,580			9,066
Cash, cash equivalents and restricted cash at beginning of year		70,606			92,001
Cash, cash equivalents and restricted cash at end of period	$	91,186		$	101,067

See notes to condensed consolidated financial statements

5

INTERNATIONAL SEAWAYS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

DOLLARS IN THOUSANDS

(UNAUDITED)

							Accumulated
							Other
				Accumulated			Comprehensive
	Capital			Deficit			Loss			Total
Balance at January 1, 2018	$	1,306,606		$	(180,545	)	$	(40,407	)	$	1,085,654
Net loss		-			(29,316	)		-			(29,316	)
Other comprehensive income		-			-			7,041			7,041
Forfeitures of vested restricted stock awards		(366	)		-			-			(366	)
Compensation relating to restricted stock awards		192			-			-			192
Compensation relating to restricted stock units awards		254			-			-			254
Compensation relating to stock option awards		183			-			-			183
Balance at March 31, 2018	$	1,306,869		$	(209,861	)	$	(33,366	)	$	1,063,642
Balance at January 1, 2017	$	1,306,236		$	(74,457	)	$	(52,267	)	$	1,179,512
Net income		-			18,067			-			18,067
Other comprehensive income		-			-			3,121			3,121
Forfeitures of vested restricted stock awards		(227	)		-			-			(227	)
Compensation relating to restricted stock awards		226			-			-			226
Compensation relating to restricted stock units awards		339			-			-			339
Compensation relating to stock option awards		175			-			-			175
Balance at March 31, 2017	$	1,306,749		$	(56,390	)	$	(49,146	)	$	1,201,213

See notes to condensed consolidated financial statements

6

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1 — Basis of Presentation:

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of International Seaways, Inc. (“INSW”), a Marshall Islands corporation, and its wholly owned subsidiaries. The Company owns and operates a fleet of 53 oceangoing vessels, including eight vessels that have been chartered-in under operating leases and six vessels in which the Company has interests through its joint ventures, engaged primarily in the transportation of crude oil and refined petroleum products in the International Flag trade through its wholly owned subsidiaries. Subsequent to March 31, 2018, the Company delivered a 2000-built VLCC and a 2004-built MR to buyers and entered into an agreement to sell a 2001-built Aframax, which is expected to be delivered to buyers during the second quarter of 2018, (see Note 5, “Vessels”). Also, in conjunction with the signing of a stock purchase agreement (the “SPA”) to acquire the holding companies for six VLCCs from Euronav and subject to certain financing and other conditions, the Company expects to take delivery of the six VLCCs and to deliver a 2003-built ULCC to Euronav during the second quarter of 2018, (see Note 17, “Subsequent Events”). Unless the context indicates otherwise, references to “INSW”, the “Company”, “we”, “us” or “our”, refer to International Seaways, Inc. and its subsidiaries.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and notes required by generally accepted accounting principles in the United States. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the results have been included. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018.

The condensed consolidated balance sheet as of December 31, 2017 has been derived from the audited financial statements at that date but does not include all of the information and notes required by generally accepted accounting principles in the United States for complete financial statements. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.

All intercompany balances and transactions within INSW have been eliminated. Investments in 50% or less owned affiliated companies, in which INSW exercises significant influence, are accounted for by the equity method.

Certain prior year amounts have been reclassified to conform to the current year presentation as described in Note 2, “Significant Accounting Policies.”

Dollar amounts, except per share amounts are in thousands.

Note 2 — Significant Accounting Policies:

Cash, cash equivalents and Restricted cash — Interest-bearing deposits that are highly liquid investments and have a maturity of three months or less when purchased are included in cash and cash equivalents. Restricted cash of $37,714 and $10,579 as of March 31, 2018 and December 31, 2017, respectively, represents legally restricted cash relating to the 2017 Debt Facilities. Such restricted cash reserves are included in the non-current assets section of the consolidated balance sheet. The 2017 Debt Facilities stipulate that net cash proceeds of any INSW asset sale or casualty event exceeding $5,000, are restricted and required to be reinvested in fixed or capital assets within twelve months of such sale or casualty event or used to repay the principal balance outstanding on the 2017 Debt Facilities.

Concentration of Credit Risk — Financial instruments that potentially subject the Company to concentrations of credit risk are voyage receivables due from charterers and pools in which the Company participates. During the three months periods ended March 31, 2018 and 2017, the Company did not have any individual customers who accounted for 10% or more of its revenues apart from the pools in which it participates. The pools in which the Company participates accounted in aggregate for 96% and 89% of consolidated voyage receivables at March 31, 2018 and December 31, 2017, respectively.

7

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Deferred finance charges — Finance charges, excluding original issue discount, incurred in the arrangement and / or amendments resulting in the modification of debt are deferred and amortized to interest expense on either an effective interest method or straight-line basis over the life of the related debt. Unamortized deferred finance charges of $518 relating to the 2017 Revolver Facility are included in other assets in the condensed consolidated balance sheet as of March 31, 2018. Unamortized deferred financing charges of $21,858 relating to the 2017 Term Loan Facility and $23,626 relating to the 2017 Term Loan Facility and the 2017 Revolver Facility are included in long-term debt in the condensed consolidated balance sheets as of March 31, 2018 and December 31, 2017, respectively. Interest expense relating to the amortization of deferred financing charges amounted to $656 and $1,936 for the three months ended March 31, 2018 and 2017, respectively.

Revenue and expense recognition — On January 1, 2018, the Company adopted the provisions of ASC 606, Revenue from Contracts with Customers (ASC 606). The guidance provides a unified model to determine how revenue is recognized. In doing so, the Company makes judgments including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each performance obligation. Revenues are recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company’s contract revenues consist of revenues from time charters, bareboat charters, voyage charters and pool revenues.

Revenues from time charters are accounted for as fixed rate operating leases with an embedded technical management service component and are recognized ratably over the rental periods of such charters. Bareboat charters are accounted for as operating leases and the associated revenue is recognized ratably over the rental periods of such charters.

Voyage charters contain a lease component if the contract (i) specifies a specific vessel asset; and (ii) has terms that allow the charterer to exercise substantive decision-making rights, which have an economic value to the charterer and therefore allow the charterer to direct how and for what purpose the vessel is used. Voyage charter revenues and expenses are recognized ratably over the estimated length of each voyage. For a voyage charter which contains a lease component, revenue and expenses are recognized based on a lease commencement-to-discharge basis and the lease commencement date is the latter of discharge of the previous cargo or voyage charter contract signing. For voyage charters that do not have a lease component, revenue and expenses are recognized based on a load-to-discharge basis. Accordingly, voyage expenses incurred during a vessel’s positioning voyage to a load port in order to serve a customer under a voyage charter not containing a lease are considered costs to fulfill a contract and are deferred and recognized ratably over the load-to-discharge portion of the contract.

Under voyage charters, expenses such as fuel, port charges, canal tolls, cargo handling operations and brokerage commissions are paid by the Company whereas, under time and bareboat charters, such voyage costs are paid by the Company’s customers.

For the Company’s vessels operating in pools, revenues and voyage expenses are pooled and allocated to each pool’s participants on a time charter equivalent (“TCE”) basis in accordance with an agreed-upon formula. Accordingly, the Company accounts for its agreements with commercial pools as variable rate operating leases with an embedded technical management service component. For the pools in which the Company participates, management monitors, among other things, the relative proportion of the Company’s vessels operating in each of the pools to the total number of vessels in each of the respective pools, and assesses whether or not the Company’s participation interest in each of the pools is sufficiently significant so as to determine that the Company has effective control of the pool.

In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

8

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

As the Company’s performance obligations are services which are received and consumed by its customers as it performs such services, revenues are recognized over time proportionate to the days elapsed since the service commencement compared to the total days anticipated to complete the service. The minimum duration of services is less than one year for each of the Company’s current contracts.

Demurrage earned during a voyage charter represents variable consideration. The Company estimates demurrage at contract inception using either the expected value or most likely amount approaches. Such estimate is reviewed and updated over the term of the voyage charter contract.

The Company has elected the practical expedient to expense costs to obtain a contract with a customer (e.g. broker commissions) as incurred rather than defer and amortize such costs as the amortization period would be expected to be one year or less.

See Note 14, “Revenue,” for additional disclosures on revenue recognition and the impact of adopting ASC 606 on January 1, 2018.

Recently Adopted Accounting Standards — In January 2017, the FASB issued ASU 2017-01, Business Combinations (ASC 805), which revises the definition of a business and puts in place a new framework to assist entities in evaluating whether an acquired set of assets and activities should be accounted for as an acquisition of a business or as a group of assets. Under the current business combinations guidance, there are three elements of a business: inputs, processes, and outputs. ​The new framework adds an initial screen to determine if substantially all of the fair value of the gross assets acquired is concentrated in a single asset or group of similar assets. If that screen is met, the set is not a business. The new framework also specifies the minimum required inputs and processes necessary to be a business. It removes the need to consider a market participant’s ability to replace missing elements when all of the inputs or processes that the seller used in operating a business were not obtained. What qualifies as an input and process remains substantially the same as in the prior guidance. While processes would typically be documented, the guidance clarifies that the intellectual capacity of an organized workforce could also qualify as a process. Administrative systems (e.g., billing, payroll) are typically not considered processes that significantly contribute to the creation of outputs. The new guidance narrows the definition of “outputs” to be consistent with how they are described in ASC 606. As a result, fewer sets will be considered to have outputs. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. Upon adoption of this standard, the Company concluded that the planned acquisition of six VLCC tankers (see Note 17, “Subsequent Events”) should be accounted for as an acquisition of a group of assets as substantially all of the fair value of the gross assets to be acquired will be concentrated in vessel assets.

In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (ASC 718), which provides guidance in regards to a change to the terms or conditions of a share-based payment award. An entity is required to account for the effects of a modification unless all the following are met: (1) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; (3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The guidance is to be applied prospectively to an award modified on or after the adoption date. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. The adoption of this accounting policy had no impact on the Company’s consolidated financial statements since there were no stock award modifications during the three months ended March 31, 2018.

In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASC 715), which requires that an employer classify and report the service cost component in the same line item or items in the statement of operations as other compensation costs arising from services rendered by the pertinent employees during the period and disclose by line item in the statement of operations the amount of net benefit cost that is included in the statement of operations. The other components of net benefit cost would be presented in the statement of operations separately from the service cost component and outside the subtotal of income from operations. The standard is effective for interim and annual periods beginning after December 31, 2017. The standard requires application using a retrospective transition method and allows a practical expedient that permits an employer to use the amounts disclosed in its pension and other postretirement benefit plan note for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. The adoption of this accounting standard resulted in the reclassification of $118 of net actuarial gains and $202 of benefit obligation interest costs from the general and administrative expense line to the other income and interest expense lines, respectively, on the condensed consolidated statements of operations for the three months ended March 31, 2017. Net periodic pension costs comprised of $171 of net actuarial gains and $196 of benefit obligation interest costs, are included in the other income and interest expense lines, respectively, on the condensed consolidated statements of operations for the three months ended March 31, 2018.

9

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (ASC 230): Restricted Cash, which requires that amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. The adoption of this accounting standard resulted in the inclusion of restricted cash of $10,579 at December 31, 2017 in the beginning-of-period amounts shown on the statement of cash flows for the three months ended March 31, 2018.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (ASC 230), which amends the guidance in ASC 230 on the classification of certain cash receipts and payments in the statement of cash flows. The primary purpose of the ASU is to reduce the diversity in practice that has resulted from the lack of consistent principles on this topic with respect to (1) debt prepayment or debt extinguishment costs; (2) settlement of zero-coupon debt; (3) contingent consideration payments made after a business combination; (4) proceeds from the settlement of insurance claims; (5) proceeds from the settlement of corporate-owned life insurance policies; (6) distributions received from equity method investees; (7) beneficial interests in securitization transactions; and (8) separately identifiable cash flows and application of the predominance principle. The standard is effective for interim and annual periods beginning after December 31, 2017. The guidance requires application using a retrospective transition method. We adopted the standard for classification of distributions received from equity method investees using the cumulative equity earnings approach, which required the retrospective reclassification of distributions received from certain affiliated companies accounted for by the equity method, from investing activities to operating activities. As a result, $2,488 of the total distributions of $8,700 received from certain affiliated companies accounted for by the equity method during the three months ended March 31, 2018 is presented as a cash inflow from investing activities while the balance of $6,212 is presented as a cash inflow from operating activities. There were no comparable cash distributions from equity method investees during the three months ended March 31, 2017. In addition, the adoption of this accounting standard resulted in the separate line presentation of $1,061 and $5 of insurance proceeds received for various claims arising from the normal operations of our vessel fleet, in the operating activities section of the condensed consolidated statement of cash flows for the three months ended March 31, 2018 and 2017, respectively.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), a standard that supersedes virtually all of the existing revenue recognition guidance in U.S. GAAP. The standard establishes a five-step model that applies to revenue earned from a contract with a customer. The standard’s requirements also apply to the sale of some non-financial assets that are not part of an entity’s ordinary activities (e.g., sales of property or plant and equipment). Extensive disclosures are required, including disaggregation of total revenue, information about performance obligations, changes in contract asset and liability account balances between periods and key judgments and estimates. The FASB has issued several amendments to the standard, including clarification of the accounting for licenses of intellectual property and identifying performance obligations. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The new standard is effective for us beginning January 1, 2018 and we adopted the standard using the cumulative catch-up transition method. See Note 14, “Revenue,” for further information.

Recently Issued Accounting Standards — In September 2017, the FASB issued ASU 2017-13, Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments, which allows certain public business entities (“PBEs”) that otherwise would not meet the definition of a public business entity except for a requirement to include its financial statements or financial information in another entity’s filings with the SEC, to elect to use non-PBE transition dates for the sole purpose of adopting ASU No. 2016-02, Leases (ASC 842), and ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606). Accordingly, all financial statements or financial information of the Company’s FSO and LNG joint ventures that may be included in the Company’s filings with the SEC pursuant to SEC Regulation S-X Rule 4-08(g), Summarized Financial Information of Subsidiaries Not Consolidated and 50 Percent or Less Owned Persons, and/or SEC Regulation S-X Rule 3-09, Separate Financial Statements of Subsidiaries Not Consolidated and 50 Percent or Less Owned Persons, will likely not reflect the adoptions of ASC 606 and ASC 842 until January 1, 2019 and January 1, 2020, respectively.

10

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842), which requires lessees to recognize most leases on the balance sheet. This is expected to increase both reported assets and liabilities. The standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2018, although early adoption is permitted. Lessees and lessors will be required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. The requirements of this standard include a significant increase in required disclosures. Management is analyzing the impact of the adoption of this guidance on the Company’s consolidated financial statements, including assessing changes that might be necessary to information technology systems, processes and internal controls to capture new data and address changes in financial reporting. Management expects that the Company will recognize increases in reported amounts for property, plant and equipment and related lease liabilities upon adoption of the new standard.

Note 3 — Earnings per Common Share:

Basic earnings per common share is computed by dividing earnings, after the deduction of dividends and undistributed earnings allocated to participating securities, by the weighted average number of common shares outstanding during the period.

The computation of diluted earnings per share assumes the issuance of common stock for all potentially dilutive stock options and restricted stock units not classified as participating securities. Participating securities are defined by ASC 260, Earnings Per Share, as unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents and are included in the computation of earnings per share pursuant to the two-class method.

There were 38,938 and 32,067 weighted average shares of unvested restricted common stock considered to be participating securities for the three months ended March 31, 2018 and 2017, respectively. Such participating securities are allocated a portion of income, but not losses under the two-class method. As of March 31, 2018, there were 83,908 shares of restricted stock units and 275,830 stock options outstanding and considered to be potentially dilutive securities.

The components of the calculation of basic earnings per share and diluted earnings per share are as follows:

	Three Months Ended
	March 31,
	2018			2017
Net (loss)/income	$	(29,316	)	$	18,067
Weighted average common shares outstanding:
Basic		29,106,180			29,180,255
Diluted		29,106,180			29,195,544

Reconciliations of the numerator of the basic and diluted earnings per share computations are as follows:

	Three Months Ended
	March 31,
	2018			2017
Net (loss)/income allocated to:
Common Stockholders	$	(29,316	)	$	18,047
Participating securities		-			20
	$	(29,316	)	$	18,067

11

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

For the three months ended March 31, 2018 and 2017 earnings per share calculations, there were 0 and 15,289 dilutive equity awards outstanding, respectively. Awards of 379,902 and 198,730 for the three months ended March 31, 2018 and 2017, respectively, were not included in the computation of diluted earnings per share because inclusion of these awards would be anti-dilutive.

Note 4 — Business and Segment Reporting:

The Company has two reportable segments: Crude Tankers and Product Carriers. The joint ventures with two floating storage and offloading service vessels are included in the Crude Tankers Segment. The joint venture with four LNG Carriers is included in Other. Adjusted (loss)/income from vessel operations for segment purposes is defined as (loss)/income from vessel operations before general and administrative expenses, separation and transition costs and loss on disposal of vessels and other property. The accounting policies followed by the reportable segments are the same as those followed in the preparation of the Company’s condensed consolidated financial statements.

Information about the Company’s reportable segments as of and for the three months ended March 31, 2018 and 2017 follows:

	Crude			Product
	Tankers			Carriers			Other		Totals
Three months ended March 31, 2018:
Shipping revenues	$	32,365		$	19,613		$	-	$	51,978
Time charter equivalent revenues		29,220			19,581			-		48,801
Depreciation and amortization		12,873			4,718			33		17,624
Loss/(gain) on disposal of vessels and other property		9,988			(3,415	)		-		6,573
Adjusted (loss)/income from vessel operations		(12,024	)		(2,411	)		331		(14,104	)
Equity in income of affiliated companies		5,575			-			2,765		8,340
Investments in and advances to affiliated companies at March 31, 2018		257,782			14,620			111,622		384,024
Adjusted total assets at March 31, 2018		1,041,597			363,175			111,248		1,516,020
Expenditures for vessels and vessel improvements		1,564			347			-		1,911
Payments for drydockings		1,249			-			-		1,249
Three months ended March 31, 2017:
Shipping revenues	$	59,892		$	28,858		$	-	$	88,750
Time charter equivalent revenues		56,045			28,087			-		84,132
Depreciation and amortization		13,047			5,536			33		18,616
Adjusted income from vessel operations		18,359			2,033			45		20,437
Equity in income of affiliated companies		9,915			-			3,691		13,606
Investments in and advances to affiliated companies at March 31, 2017		277,867			14,808			83,562		376,237
Adjusted total assets at March 31, 2017		1,075,115			419,757			83,188		1,578,060
Expenditures for vessels and vessel improvements		110			287			-		397
Payments for drydockings		5,297			1,729			-		7,026

12

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Reconciliations of time charter equivalent (“TCE”) revenues of the segments to shipping revenues as reported in the condensed statements of operations follow:

	Three Months Ended
	March 31,
	2018		2017
Time charter equivalent revenues	$	48,801	$	84,132
Add: Voyage expenses		3,177		4,618
Shipping revenues	$	51,978	$	88,750

Consistent with general practice in the shipping industry, the Company uses time charter equivalent revenues, which represents shipping revenues less voyage expenses, as a measure to compare revenue generated from a voyage charter to revenue generated from a time charter. Time charter equivalent revenues, a non-GAAP measure, provides additional meaningful information in conjunction with shipping revenues, the most directly comparable GAAP measure, because it assists Company management in making decisions regarding the deployment and use of its vessels and in evaluating their financial performance.

Reconciliations of adjusted (loss)/income from vessel operations of the segments to (loss)/income before income taxes, as reported in the condensed consolidated statements of operations follow:

	Three Months Ended
	March 31,
	2018			2017
Total adjusted (loss)/income from vessel operations of all segments	$	(14,104	)	$	20,437
General and administrative expenses		(6,029	)		(6,274	)
Separation and transition costs		-			(735	)
Loss on disposal of vessels and other property		(6,573	)		-
Consolidated (loss)/income from vessel operations		(26,706	)		13,428
Equity in income of affiliated companies		8,340			13,606
Other income		679			204
Interest expense		(11,621	)		(9,167	)
(Loss)/income before income taxes	$	(29,308	)	$	18,071

Reconciliations of total assets of the segments to amounts included in the condensed consolidated balance sheets follow:

As of March 31,	2018		2017
Total assets of all segments	$	1,516,020	$	1,578,060
Corporate unrestricted cash and cash equivalents		53,472		101,067
Restricted cash		37,714		-
Other unallocated amounts		5,266		4,202
Consolidated total assets	$	1,612,472	$	1,683,329

Note 5 — Vessels:

Vessel Impairments

The Company gave consideration as to whether events or changes in circumstances had occurred since December 31, 2017 that could indicate that the carrying amounts of the vessels in the Company’s fleet may not be recoverable as of March 31, 2018. Factors considered included declines in valuations during 2018 for vessels of certain sizes and ages, any negative changes in forecasted near term charter rates, and an increase in the likelihood that the Company will sell certain of its vessels before the end of their estimated useful lives in conjunction with the Company’s fleet renewal program. The Company concluded that as of March 31, 2018, there were no such factors that rose to the level of impairment trigger events requiring further considerations. We will continue to monitor these negative developments and if such declines continue for a protracted period of time or worsen, we will re-evaluate whether these changes in industry conditions constitute impairment triggers.

13

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Vessel Acquisitions and Deliveries

In April 2018, the Company entered into an SPA to acquire the holding companies for six VLCCs including one 2015-built and five 2016-built, for a price of $434,000. The Company’s obligation to consummate the transaction is subject to a number of conditions which are described in further detail in Note 17, “Subsequent Events.”

Vessel Sales

During the first quarter of 2018, the Company recognized a net aggregate loss on disposal of vessels of $6,571 relating to (i) the sale of a 2002-built MR which was held-for-sale as of December 31, 2017; (ii) the sale of a 2004-built MR; and (iii) the sale and leaseback of two 2009-built Aframaxes.

In March 2018, the Company entered into a memorandum of agreement for the sale of a 2000-built VLCC, which was delivered to its buyer during the second quarter of 2018. The 2000-built VLCC has been classified as vessel held-for-sale as of the end of January 2018. In April 2018, the Company entered into memoranda of agreements for the sales of a 2001-built Aframax and a 2004-built MR. Also, in conjunction with and subject to the closing of the SPA, the Company agreed to sell its 2003-built ULCC. The 2004-built MR was delivered to its buyers in April and the other vessels are expected to be delivered to their buyers during the second quarter of 2018. The Company expects to recognize a net aggregate gain on such sales.

Note 6 — Equity Method Investments:

Investments in affiliated companies include joint ventures accounted for using the equity method. As of March 31, 2018, the Company had an approximate 50% interest in three joint ventures. One joint venture operates four LNG carriers (the “LNG Joint Venture”). The other two joint ventures - TI Africa Limited (“TI Africa”) and TI Asia Limited (“TI Asia”) - converted two ULCCs to Floating Storage and Offloading Service vessels (collectively the “FSO Joint Venture”).

The FSO Joint Venture had no outstanding debt as of March 31, 2018 and December 31, 2017 however on March 29, 2018, it executed an agreement on a $220,000 secured credit facility (the “FSO Loan Agreement”). The FSO Loan Agreement is among TI Africa and TI Asia, as joint and several borrowers, ABN AMRO Bank N.V. and ING Belgium SA/NV, as Lenders, Mandated Lead Arrangers and Swap Banks, and ING Bank N.V., as Agent and as Security Trustee. The FSO Loan Agreement provides for (i) a term loan of $110,000 (the “FSO Term Loan”), which is repayable in scheduled quarterly installments over the course of the two service contracts for the FSO Asia and FSO Africa with North Oil Company, maturing in July 2022 and September 2022, respectively, and (ii) a revolving credit facility of $110,000 (the “FSO Revolver”), which revolving credit commitment reduces quarterly over the course of the foregoing two service contracts.

On April 26, 2018, the FSO Joint Venture drew down and distributed the entire $110,000 of proceeds of the FSO Term Loan to INSW, which has guaranteed the FSO Term Loan and which expects to use the proceeds for general corporate purposes, including to fund partially the agreement to purchase six VLCCs from Euronav (See Note 17, “Subsequent Events”). The FSO Joint Venture also borrowed the entire $110,000 available under the FSO Revolver and distributed the proceeds to Euronav on April 26, 2018, which has guaranteed the FSO Revolver. The FSO Term Loan and the FSO Revolver are secured by, among other things, a first preferred vessel mortgage on the FSO Africa and FSO Asia, an assignment of the service contracts for the FSO Africa and FSO Asia and the aforementioned guarantees of the FSO Term Loan by INSW and the guarantee of the FSO Revolver by Euronav. The FSO Loan Agreement has a financial covenant that the Debt Service Cover Ratio (as defined in the agreement) shall be equal or greater than 1.10 to 1.00.

Interest payable on the FSO Term Loan and on the FSO Revolver is three month, six month or twelve month LIBOR, as selected by the FSO Joint Venture, plus 2.00%. On April 30, 2018, the FSO Joint Venture entered into swap transactions which fixed the interest rate on the FSO Term Loan at a blended rate of approximately 4.863% per annum, effective as of June 30, 2018. The FSO Joint Venture has agreed to pay a commitment fee (“FSO Commitment Fee”) of 0.7% on any undrawn amount under the FSO Revolver. INSW has agreed to pay Euronav an amount equal to the first 0.3% of the 0.7% FSO Commitment Fee and, to the extent the FSO Revolver is fully drawn, to pay Euronav an amount equal to the first 0.3% of the amount of loan interest payable under the FSO Revolver.

14

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Investments in and advances to affiliated companies as reflected in the accompanying condensed consolidated balance sheet as of March 31, 2018 consisted of: FSO Joint Venture of $248,335, LNG Joint Venture of $111,622 and Other of $24,067 (which primarily relates to working capital deposits that the Company maintains for commercial pools in which it participates).

A condensed summary of the results of operations of the joint ventures follows:

	Three Months Ended
	March 31,
	2018			2017
Shipping revenues	$	52,787		$	60,969
Ship operating expenses		(28,292	)		(26,195	)
Income from vessel operations		24,495			34,774
Other income		312			1,517
Interest expense		(8,380	)		(9,960	)
Income tax provision		(996	)		-
Net income	$	15,431		$	26,331

See Note 11, “Related Parties,” for additional disclosures on guarantees INSW has issued in favor of its joint venture partners, lenders and/or customers.

Note 7 — Variable Interest Entities (“VIEs”):

As of March 31, 2018, the Company participates in seven commercial pools and three joint ventures. One of the pools and the two FSO joint ventures were determined to be VIEs. The Company is not considered a primary beneficiary of either the pool or the joint ventures.

The following table presents the carrying amounts of assets and liabilities in the condensed consolidated balance sheet related to the VIEs as of March 31, 2018:

	Condensed Consolidated Balance Sheet
Investments in Affiliated Companies	$	252,282

In accordance with accounting guidance, the Company evaluated its maximum exposure to loss related to these VIEs by assuming a complete loss of the Company’s investment in these VIEs. The table below compares the Company’s liability in the condensed consolidated balance sheet to the maximum exposure to loss at March 31, 2018:

	Condensed Consolidated Balance Sheet		Maximum Exposure to Loss
Other Liabilities	$	-	$	252,282

In addition, as of March 31, 2018, the Company had approximately $14,349 of trade receivables from the pool that was determined to be a VIE. These trade receivables, which are included in voyage receivables in the accompanying condensed consolidated balance sheet, have been excluded from the above tables and the calculation of INSW’s maximum exposure to loss. The Company does not record the maximum exposure to loss as a liability because it does not believe that such a loss is probable of occurring as of March 31, 2018.

15

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 8 — Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures:

The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

Cash and cash equivalents— The carrying amounts reported in the condensed consolidated balance sheet for interest-bearing deposits approximate their fair value.

Debt— The fair value of debt is estimated based on quoted market prices.

Interest rate swaps and caps— The fair values of interest rate swaps and caps are the estimated amounts that the Company would receive or pay to terminate the swaps or caps at the reporting date, which include adjustments for the counterparty’s or the Company’s credit risk, as appropriate, after taking into consideration any underlying collateral securing the swap or cap agreements.

ASC 820, Fair Value Measurements and Disclosures, relating to fair value measurements defines fair value and established a framework for measuring fair value. The ASC 820 fair value hierarchy distinguishes between market participant assumptions developed based on market data obtained from sources independent of the reporting entity and the reporting entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, essentially an exit price. In addition, the fair value of assets and liabilities should include consideration of non-performance risk, which for the liabilities described below includes the Company's own credit risk.

The levels of the fair value hierarchy established by ASC 820 are as follows:

Level 1- Quoted prices in active markets for identical assets or liabilities

Level 2- Quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3- Inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The estimated fair values of the Company’s financial instruments, other than derivatives that are not measured at fair value on a recurring basis, categorized based upon the fair value hierarchy, are as follows:

	Fair Value			Level 1		Level 2
March 31, 2018:
Cash and cash equivalents (1)	$	91,186		$	91,186	$	-
2017 Term Loan Facility		(539,730	)		-		(539,730	)
December 31, 2017:
Cash and cash equivalents (1)	$	70,606		$	70,606	$	-
2017 Term Loan Facility		(550,689	)		-		(550,689	)
2017 Revolver Facility		(30,227	)		-		(30,227	)

⁽¹⁾ Includes non-current restricted cash of $37,714 and $10,579 at March 31, 2018 and December 31, 2017, respectively.

16

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Derivatives

The Company manages its exposure to interest rate volatility risk by using derivative instruments.

Interest Rate Risk

The Company uses interest rate caps and swaps for the management of interest rate risk exposure. INSW is party to an interest rate cap agreement (“Interest Rate Cap”) with a major financial institution covering a notional amount of $300,000 to limit the floating interest rate exposure associated with the 2017 Term Loan. The Interest Rate Cap agreement is designated and qualified as a cash flow hedge and contains no leverage features. The Interest Rate Cap has a cap rate of 2.5% through the termination date of December 31, 2020.

Tabular disclosure of derivatives location

For interest rate caps, fair values are derived using valuation models that utilize the income valuation approach. These valuation models take into account contract terms such as maturity, as well as other inputs such as interest rate yield curves and creditworthiness of the counterparty. Derivatives are recorded on a net basis by counterparty when a legal right of offset exists. The following table presents information with respect to the fair values of derivatives reflected in the March 31, 2018 and December 31, 2017 balance sheets on a gross basis by transaction:

	Asset Derivatives			Liability Derivatives
	Balance Sheet			Balance Sheet
	Location	Amount		Location	Amount
March 31, 2018:
Derivatives designated as hedging instruments:
Interest rate caps:
Current portion	Prepaid expenses and other current assets	$	93	Accounts payable, accrued expenses and other current liabilities	$	-
Long-term portion	Other assets		1,820	Other liabilities		-
Total derivatives designated as hedging instruments		$	1,913		$	-
December 31, 2017:
Derivatives designated as hedging instruments:
Interest rate caps:
Current portion	Prepaid expenses and other current assets	$	16	Accounts payable, accrued expenses and other current liabilities	$	-
Long-term portion	Other assets		886	Other liabilities		-
Total derivatives designated as hedging instruments		$	902		$	-

The following tables present information with respect to gains and losses on derivative positions reflected in the condensed consolidated statements of operations or in the condensed consolidated statements of other comprehensive (loss)/income. 

The effect of cash flow hedging relationships recognized in other comprehensive income excluding amounts reclassified from accumulated other comprehensive loss (effective portion), including hedges of equity method investees, for the three months ended March 31, 2018 and 2017 follows:

17

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

	Three Months Ended
	March 31,
	2018		2017
Interest rate swaps	$	3,854	$	(270	)
Interest rate cap		1,012		-
Total	$	4,866	$	(270	)

The effect of cash flow hedging relationships on the unaudited condensed consolidated statement of operations is presented excluding hedges of equity method investees. The effect of INSW’s cash flow hedging relationships on the unaudited condensed consolidated statement of operations for the three months ended March 31, 2018 and 2017 follows:

	Statement of Operations
	Effective Portion of Gain/(Loss)
	Reclassified from
	Accumulated Other
For the three months ended	Comprehensive Loss				Ineffective Portion
		Amount of				Amount of
	Location	Gain/(Loss)			Location	Gain/(Loss)
March 31, 2018:
Interest rate cap	Interest expense	$	-		Interest expense	$	-
Total		$	-			$	-
March 31, 2017:
Interest rate cap	Interest expense	$	(131	)	Interest expense	$	-
Total		$	(131	)		$	-

See Note 13, “Accumulated Other Comprehensive Loss,” for disclosures relating to the impact of derivative instruments on accumulated other comprehensive loss.

Fair Value Hierarchy

The following table presents the fair values, which are pre-tax, for assets and liabilities measured on a recurring basis (excluding investments in affiliated companies):

	Fair Value		Level 1		Level 2
Assets/(Liabilities) at March 31, 2018:
Derivative Assets (interest rate cap)	$	1,913	$	-	$	1,913	(1)
Assets/(Liabilities) at December 31, 2017
Derivative Assets (interest rate cap)	$	902	$	-	$	902	(1)

⁽¹⁾ For interest rate caps, fair values are derived using valuation models that utilize the income valuation approach. These valuation models take into account contract terms such as maturity, as well as other inputs such as interest rate yield curves and creditworthiness of the counterparty and the Company.

18

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 9 — Debt:

Debt consists of the following:

	March 31,			December 31,
	2018			2017
2017 Term Loan, due 2022, net of unamortized discount and deferred costs of $21,857 and $23,074	$	521,268		$	523,489
2017 Revolver Facility, net of unamortized deferred finance costs of $552		-			29,448
		521,268			552,937
Less current portion		(20,625	)		(24,063	)
Long-term portion	$	500,643		$	528,874

Capitalized terms used hereafter have the meaning given in these condensed consolidated financial statements or in the respective transaction documents referred to below, including subsequent amendments thereto.

2017 Debt Facilities

The 2017 Debt Facilities include a revolving credit facility of $50,000 (the “2017 Revolver Facility”) and (ii) a term loan of $550,000 (the “2017 Term Loan Facility” and together with the 2017 Revolver Facility, the “2017 Debt Facilities”). The 2017 Debt Facilities are secured by a first lien on substantially all of the assets of the Administrative Borrower and certain of its subsidiaries.

The 2017 Term Loan Facility matures on June 22, 2022, and the 2017 Revolver Facility matures on December 22, 2021. The maturity dates for the 2017 Debt Facilities are subject to acceleration upon the occurrence of certain events (as described in the credit agreement).

On March 21, 2018, the $30,000 outstanding balance under the 2017 Revolver Facility was repaid in full using proceeds from the sale of vessels sold during December 2017 and the first quarter of 2018.

The 2017 Term Loan Facility amortizes in quarterly installments equal to 0.625% of the original principal amount of the loan for the first four quarterly installments and equal to 1.25% of the original principal amount of the loan for all quarterly installments thereafter. The 2017 Term Loan Facility is subject to additional mandatory annual prepayments in an aggregate principal amount of 50% of Excess Cash Flow, as defined in the credit agreement.

Management estimated that it will have no Excess Cash Flow under the 2017 Term Loan Facility for the year ended December 31, 2018 based on the actual results of the three months ended March 31, 2018 and the projection for the remainder of 2018. Accordingly, there is currently no mandatory prepayment expected during the first quarter of 2019.

As set forth in the 2017 Debt Facilities credit agreement, the 2017 Debt Facilities contain certain restrictions relating to new borrowings and INSW’s ability to receive cash dividends, loans or advances from ISOC and its subsidiaries that are Restricted Subsidiaries. As of March 31, 2018, permitted cash dividends that can be distributed to INSW by ISOC under the 2017 Term Loan Facility was $15,000.

The 2017 Debt Facilities have covenants to maintain the aggregate Fair Market Value (as defined in the credit agreement) of the Collateral Vessels at greater than or equal to $300,000 at the end of each fiscal quarter and to ensure that at any time, the outstanding principal amounts of the 2017 Debt Facilities and certain other secured indebtedness permitted under credit agreement minus the amount of unrestricted cash and cash equivalents does not exceed 65% of the aggregate Fair Market Value of the Collateral Vessels plus the Fair Market Value of certain joint venture equity interests. The Company had substantial headroom under this covenant as of March 31, 2018, with an estimated ratio of 45%.

Interest Expense

Total interest expense, including amortization of issuance and deferred financing costs (for additional information related to deferred financing costs see Note 2, “Significant Accounting Policies”), commitment, administrative and other fees for the 2017 Debt Facilities and the INSW Facilities (which were terminated in accordance with their terms on June 22, 2017) for the three months ended March 31, 2018 and 2017 was $11,361 and $8,735, respectively. Interest paid for the 2017 Debt Facilities and INSW Facilities for the three months ended March 31, 2018 and 2017 was $9,958 and $6,699, respectively.

19

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 10 — Taxes:

The Company derives substantially all of its gross income from the use and operation of vessels in international commerce. The Company’s entities that own and operate vessels are primarily domiciled in the Marshall Islands, which do not impose income tax on shipping operations. The Company also has or had subsidiaries in various jurisdictions that perform administrative, commercial or technical management functions. These subsidiaries are subject to income tax based on the services performed in countries in which their offices are located; current and deferred income taxes are recorded accordingly.

A substantial portion of income earned by the Company is not subject to income tax. With respect to subsidiaries not subject to income tax in their respective countries of incorporation, no deferred taxes are provided for the temporary differences in the bases of the underlying assets and liabilities for tax and accounting purposes.

As of March 31, 2018, the Company believes it will qualify for an exemption from U.S. federal income taxes under Section 883 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”) and U.S. Treasury Department regulations for 2018, so long as less than 50 percent of the total value of the Company’s stock is held by one or more shareholders who own 5% or more of the Company’s stock for more than half of the days of 2018.

The Marshall Islands impose tonnage taxes, which are assessed on the tonnage of certain of the Company’s vessels. These tonnage taxes are included in vessel expenses in the accompanying condensed consolidated statements of operations.

As of March 31, 2018, and December 31, 2017, the Company has recognized a reserve for uncertain tax positions of $150 and $153, respectively, and accrued interest of $56 and $51, respectively, in noncurrent other liabilities in the accompanying condensed consolidated balance sheets.

Note 11 — Related Parties:

Transition Services Agreement and Other Spin-off Related Activity

During the three months ended March 31, 2017, INSW earned fees totaling $55 for services provided to it former parent, Overseas Shipholding Group, Inc. (“OSG”) and incurred fees totaling $529 for services received from OSG including INSW’s share of the compensation costs of former OSG corporate employees providing services to one or both companies during the defined transitional period, which ended on June 30, 2017.

Payable to OSG aggregating $34 as of March 31, 2018 was related to a guarantee provided by OSG as described below. Payables to OSG aggregating $367 as of December 31, 2017 were primarily in relation to the spin-related agreements (Transition Services, Separation and Distribution and Employee Matters Agreements) between INSW and OSG and were paid in full during the first quarter of 2018.

Guarantees

The FSO Joint Venture is a party to a number of contracts: (a) the FSO Joint Venture is an obligor pursuant to a guarantee facility agreement dated as of July 14, 2017, by and among, the FSO Joint Venture, ING Belgium NV/SA, as issuing bank, and Euronav and INSW, as guarantors (the ‘‘Guarantee Facility’’); (b) the FSO Joint Venture is party to two service contracts with NOC (the ‘‘NOC Service Contracts’’) and (c) the FSO Joint Venture is a borrower under a $220,000 secured credit facility by and among TI Africa and TI Asia, as joint and several borrowers, ABN AMRO Bank N.V. and ING Belgium SA/NV, as Lenders, Mandated Lead Arrangers and Swap Banks, and ING Bank N.V., as Agent and as Security Trustee.

20

INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

INSW severally guarantees the obligations of the FSO Joint Venture pursuant to the Guarantee Facility and severally guaranteed the obligations of the FSO Joint Venture to Maersk Oil Qatar AS (“MOQ”) under the MOQ service contracts, which contracts were novated to NOC in July 2017 (the ‘‘MOQ Guarantee’’) and severally guarantees the obligations of the FSO Joint Venture under the NOC Service Contracts. In addition, INSW continues the MOQ Guarantee for the period ended on the novation date of the service contracts for MOQ, which period will end when the Qatari authorities determine that the FSO Joint Venture has paid all Qatari taxes owed by the FSO Joint Venture under such service contracts for tax periods through the novation date.

The FSO Joint Venture drew down on a $220,000 credit facility in April 2018 (See Note 6, “Equity Method Investments”). The Company provided a guarantee for the $110,000 FSO Term Loan portion of the facility, which amortizes over the remaining terms of the NOC Service Contracts, which expire in July 2022 and September 2022. INSW’s guarantee of the FSO Term Loan has financial covenants that provide (i) INSW’s Liquid Assets shall not be less than the higher of $50 million and 5% of Total Indebtedness of INSW, (ii) INSW shall have Cash of at least $30 million and (iii) INSW is in compliance with the Loan to Value Test (as such capitalized terms are defined in the Company guarantee or in the case of the Loan to Value Test, as defined in the credit agreement underlying the Company’s 2017 Debt Facilities (see Note 10, “Debt”).

INSW maintains a guarantee in favor of Qatar Liquefied Gas Company Limited (2) (‘‘LNG Charterer’’) relating to certain LNG Tanker Time Charter Party Agreements with the LNG Charterer and each of Overseas LNG H1 Corporation, Overseas LNG H2 Corporation, Overseas LNG S1 Corporation and Overseas LNG S2 Corporation (such agreements, the ‘‘LNG Charter Party Agreements,’’ and such guarantee, the ‘‘LNG Performance Guarantee’’). INSW will pay QGTC an annual fee of $100 until such time that QGTC ceases to provide a guarantee in favor of the LNG charterer relating to performance under the LNG Charter Party Agreements.

OSG continues to provide a guarantee in favor of the LNG Charterer relating to the LNG Charter Party Agreements (such guarantees, the ‘‘OSG LNG Performance Guarantee’’). INSW will indemnify OSG for liabilities arising from the OSG LNG Performance Guarantee pursuant to the terms of the Separation and Distribution Agreement. In connection with the OSG LNG Performance Guarantee, INSW pays a $135 fee per year to OSG, which will increase to $145 per year in 2019 and will be terminated if OSG ceases to provide the OSG LNG Performance Guarantee.

Note 12 — Capital Stock and Stock Compensation:

The Company accounts for stock-based compensation expense in accordance with the fair value method required by ASC 718, Compensation – Stock Compensation. Such fair value method requires share-based payment transactions to be measured according to the fair value of the equity instruments issued.

Information regarding share-based compensation awards granted by INSW during 2018 follows:

Management Compensation - Restricted Stock Units and Stock Options

There were no stock-based compensation awards granted during the three months ended March 31, 2018.

Share Repurchases

In connection with the settlement of vested restricted stock units, the Company repurchased 15,746 and 12,205 shares of common stock during the three months ended March 31, 2018 and 2017, respectively, at an average cost of $17.66 and $18.58, respectively, per share (based on the market prices on the dates of vesting) from certain members of management to cover withholding taxes.

On May 2, 2017, the Company’s Board of Directors approved a resolution authorizing the Company to implement a stock repurchase program. Under the program, the Company may opportunistically repurchase up to $30,000 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 determines is in the best interests of the Company. Shares owned by employees, directors and other affiliates of the Company will not be eligible for repurchase under this program without further authorization from the Board. No shares were repurchased during the three months ended March 31, 2018.

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INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 13 — Accumulated Other Comprehensive Loss:

The components of accumulated other comprehensive loss, net of related taxes, in the condensed consolidated balance sheets follow:

	March 31,			December 31,
	2018			2017
Unrealized losses on derivative instruments	$	(21,519	)	$	(28,989	)
Items not yet recognized as a component of net periodic benefit cost (pension plans)		(11,847	)		(11,418	)
	$	(33,366	)	$	(40,407	)

The changes in the balances of each component of accumulated other comprehensive loss, net of related taxes, during the three months ended March 31, 2018 and 2017 follow: 

	Unrealized losses on cash flow hedges			Items not yet recognized as a component of net periodic benefit cost (pension plans)			Total
Balance as of December 31, 2017	$	(28,989	)	$	(11,418	)	$	(40,407	)
Current period change, excluding amounts reclassified from accumulated other comprehensive loss		4,866			(429	)		4,437
Amounts reclassified from accumulated other comprehensive loss		2,604			-			2,604
Total change in accumulated other comprehensive loss		7,470			(429	)		7,041
Balance as of March 31, 2018	$	(21,519	)	$	(11,847	)	$	(33,366	)
Balance as of December 31, 2016	$	(40,317	)	$	(11,950	)	$	(52,267	)
Current period change, excluding amounts reclassified from accumulated other comprehensive loss		(270	)		(197	)		(467	)
Amounts reclassified from accumulated other comprehensive loss		3,588			-			3,588
Total change in accumulated other comprehensive loss		3,318			(197	)		3,121
Balance as of March 31, 2017	$	(36,999	)	$	(12,147	)	$	(49,146	)

Amounts reclassified out of each component of accumulated other comprehensive loss follow:

	Three Months Ended
	March 31,
Accumulated Other Comprehensive Loss Component	2018			2017			Statement of Operations Line Item
Unrealized losses on cash flow hedges:
Interest rate swaps entered into by the Company's equity method joint venture investees	$	(2,604	)	$	(3,457	)	Equity in income of affiliated companies
Interest rate caps entered into by the Company's subsidiaries		-			(131	)	Interest expense
	$	(2,604	)	$	(3,588	)	Total before and net of tax

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INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

See Note 8, “Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures,” for additional disclosures relating to derivative instruments.

Note 14 — Revenue:

On January 1, 2018, the Company adopted ASC 606 using the modified retrospective method applied to those contracts which were in progress as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 605.

Upon adoption of ASC 606, the timing and recognition of earnings from the pool arrangements and time charter/bareboat charter-out contracts to which the Company is party did not change significantly from previous practice. Depending on whether or not the underlying voyage charter has been determined to be a service only contract or a lease contract with a service component, there may be a change in the timing of revenue recognition under voyage charter contracts. Such change in timing of revenue recognition may have a material impact on the Company’s consolidated financial statements, depending on the number of voyage charters that are in progress at a reporting period end. As of December 31, 2017, only one of the Company’s vessels was operating on a voyage charter. A review of the terms of the voyage charter agreement resulted in the determination that it was a short-term lease contract because the charterer had substantive decision-making rights with respect to the load and discharge ports. We concluded there was no material cumulative catch up adjustment for this contract as the adoption of ASC 606 did not materially change the timing or the amount of the non-lease component of the revenue recognized ratably between contract signing date in November 2017 and the discharge of cargo in January 2018. As a result, there was no cumulative catch up adjustment recognized on January 1, 2018.

The adoption of ASC 606 had no impact to revenues for the three months ended March 31, 2018 as there was no voyage charter in progress as of March 31, 2018.

Revenue Recognition

In accordance with ASC 606, revenue is recognized when a customer obtains control of or consumes promised services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. See Note 2, “Significant Accounting Policies,” for additional detail on the Company’s accounting policies regarding revenue recognition and costs to obtain or fulfill a contract.

Disaggregation of Revenue

For purposes of determining the standalone selling price of the vessel lease and technical management service components of the Company’s contracts with customers, the Company concluded that the residual approach would be the most appropriate method to use given that vessel lease rates are highly variable depending on shipping market conditions, the duration of such charters, and the age of the vessel. The Company believes that the standalone transaction price attributable to the technical management service component is more readily determinable than the price of the lease component and, accordingly, the service component is estimated using observable data (such as fees charged by third-party technical managers) and the residual transaction price is attributed to the vessel lease.

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INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following table presents the Company’s revenue disaggregated by revenue source for the three months ended March 31, 2018.

	Crude		Product
	Tankers		Carriers		Other		Totals
Three months ended March 31, 2018:
Pool revenues
Vessel lease component	$	3,874	$	4,988	$	-	$	8,862
Technical management services component		12,526		14,126		-		26,652
Time and bareboat charter revenues
Vessel lease component		2,276		495		-		2,771
Technical management services component		5,142		-		-		5,142
Voyage charter revenues
Vessel lease component		2,680		4		-		2,684
Technical management services component		768		-		-		768
Lightering services component		5,099		-		-		5,099
Total shipping revenues	$	32,365	$	19,613	$	-	$	51,978

Contract Balances

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers, and significant changes in contract assets and liabilities balances.

	Voyage receivables - Billed receivables		Contract assets (Unbilled voyage receivables)		Contract liabilities (Deferred revenues and off hires)
Opening balance as of January 1, 2018	$	3,486	$	54,701	$	(1,775	)
Closing balance as of March 31, 2018		1,118		49,578		(999	)
Revenue recognized in the period from:
Amounts included in contract liability at the beginning  of the period	$	-	$	-	$	918

We receive payments from customers based on a distribution schedule, as established in our contracts. Contract assets relate to our conditional right to consideration for our completed performance under contracts and are recognized when the right to consideration becomes unconditional. Contract liabilities include payments received in advance of performance under contracts and are recognized when performance under the respective contract has been completed. Deferred revenues allocated to unsatisfied performance obligations will be recognized over time as the services are performed, which is expected to take place in 2018.

Performance obligations

All of the Company's performance obligations, and associated revenue, are generally transferred to customers over time. The expected duration of services is less than one year.

Revenues from performance obligations satisfied in previous periods aggregating $290 was recognized during the three months ended March 31, 2018 and related to: (i) pool adjustments; (ii) change in estimate of performance obligations related to voyage charters; and (iii) off hire adjustments related to time and bareboat charters.

Costs to Obtain or Fulfill a Contract

As of March 31, 2018, there were no unamortized deferred costs of obtaining or fulfilling a contract.

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INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 15 — Leases:

1. Charters-in:

As of March 31, 2018, INSW had commitments to charter in six MR and two Aframax vessels. All of the charters-in, of which four are bareboat charters with expiry dates ranging from May 2018 to March 2024 and four are time charters with expiry dates ranging from June 2018 to July 2018, are accounted for as operating leases. In April 2018, the Company executed addendums to the aforementioned time charters-in, extending their expiry to dates ranging from January 2019 to July 2019. Lease expense relating to charters-in is included in charter hire expenses in the condensed consolidated statements of operations. The future minimum commitments and related number of operating days under these operating leases are as follows:

Bareboat Charters-in:            

At March 31, 2018	Amount		Operating Days
2018	$	5,443		658
2019		6,278		730
2020		6,295		732
2021		6,278		730
2022		6,278		730
Thereafter		6,828		794
Net minimum lease payments	$	37,400		4,374

Time Charters-in:

At March 31, 2018	Amount		Operating Days
2018	$	7,941		1,011
Net minimum lease payments	$	7,941		1,011

The future minimum commitments for time charters-in exclude amounts with respect to vessels chartered-in where the duration of the charter was one year or less at inception but include amounts with respect to workboats employed in the Crude Tankers Lightering business which are cancellable upon 180 days’ notice. Time charters-in commitments have been reduced to reflect estimated days that the vessels will not be available for employment due to drydock because INSW does not pay charter hire when time chartered-in vessels are not available for its use. Certain of the charters in the above tables provide INSW with renewal and purchase options.

2. Charters-out:

At March 31, 2018, the future minimum revenues, before reduction for brokerage commissions, expected to be received on non-cancelable bareboat and time charters and the related revenue days (revenue days represent calendar days, less days that vessels are not available for employment due to repairs, drydock or lay-up) are as follows:

Time Charters-out:

At March 31, 2018	Amount		Revenue Days
2018	$	7,383		691
Future minimum revenues	$	7,383		691

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INTERNATIONAL SEAWAYS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Future minimum revenues do not include (1) the Company’s share of time charters entered into by the pools in which it participates, and (2) the Company’s share of time charters entered into by the joint ventures, which the Company accounts for under the equity method. Revenues from a time charter are not generally received when a vessel is off-hire, including time required for normal periodic maintenance of the vessel. 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.

Note 16 — Contingencies:

INSW’s policy for recording legal costs related to contingencies is to expense such legal costs as incurred. 

Multi-Employer Plans

The Merchant Navy Officers Pension Fund (“MNOPF”) is a multi-employer defined benefit pension plan covering British crew members that served as officers on board INSW’s vessels (as well as vessels of other owners). The trustees of the plan have indicated that, under the terms of the High Court ruling in 2005, which established the liability of past employers to fund the deficit on the Post 1978 section of MNOPF, calls for further contributions may be required if additional actuarial deficits arise or if other employers liable for contributions are not able to pay their share in the future. As the amount of any such assessment cannot currently be reasonably estimated, no reserves have been recorded for this contingency in INSW’s condensed consolidated financial statements as of March 31, 2018. The next deficit valuation is due March 31, 2019.

The Merchant Navy Ratings Pension Fund (“MNRPF”) is a multi-employer defined benefit pension plan covering British crew members that served as ratings (seamen) on board INSW’s vessels (as well as vessels of other owners) more than 20 years ago. Participating employers include current employers, historic employers that have made voluntary contributions, and historic employers such as INSW that have made no deficit contributions. Calls for contributions may be required if additional actuarial deficits arise or if other employers liable for contributions are unable to pay their share in the future. Based on the latest estimated deficit valuation using a measurement date of March 31, 2017, which was distributed to employers in February 2018, INSW recorded a reserve of £241 ($337) for a potential assessment by the trustees of the MNRPF as of March 31, 2018. The Company expects to make a deficit payment in the second half of 2018.

Galveston Accident

In late September 2017, an industrial accident at a leased facility in Galveston resulted in fatalities to two temporary employees. In accordance with law, an investigation of the accident is currently underway by the Occupational Safety and Health Administration and local law enforcement. In addition, lawsuits relating to the accident, each of which claims damages in excess of $25,000 were filed in state court in Texas (Harris County District Court) and identified a subsidiary of the Company as one of several defendants. The lawsuits have been settled as to most of the original defendants, with the exception of the subsidiary, and the remaining disputes were removed to federal court in Texas (Southern District) in January 2018. The subsidiary has filed its answer to those complaints, generally denying the allegations and stating certain affirmative defenses, and has separately filed a motion for declaratory judgment in federal court in Texas (Southern District) seeking judgment that it does not owe contractual indemnification obligations to certain of the other original defendants. The Company intends to vigorously defend these suits. Estimating an amount or range of possible losses resulting from litigation proceedings is inherently difficult and requires an extensive degree of judgment, particularly where the matters involve indeterminate claims for monetary damages and are in the stages of the proceedings where key factual and legal issues have not been resolved. Accordingly, the Company is currently unable to predict the ultimate timing or outcome of, or to reasonably estimate the possible loss or a range of possible loss resulting from, these matters.

Legal Proceedings Arising in the Ordinary Course of Business

The Company is a party, as plaintiff or defendant, to various suits in the ordinary course of business for monetary relief arising principally from personal injuries, wrongful death, collision or other casualty and to claims arising under charter parties and other contract disputes. A substantial majority of such personal injury, wrongful death, collision or other casualty claims against the Company are covered by insurance (subject to deductibles not material in amount). Each of the claims involves an amount which, in the opinion of management, should not be material to the Company’s financial position, results of operations and cash flows.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 17 — Subsequent Events:

On April 18, 2018, Seaways Holding Corporation (the “Purchaser”), a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of INSW (and together with Purchaser, “INSW”), entered into the SPA with Euronav NV (“Euronav”), a limited liability company incorporated under the laws of Belgium, and Euronav MI Inc. (“Seller”), a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of Euronav, pursuant to which Purchaser has agreed to purchase from Seller, on the terms and subject to the conditions in the SPA including those set out below, the outstanding shares of Gener8 Maritime Subsidiary VII, Inc., a corporation incorporated under the laws of the Marshalls Islands (“HoldCo”) and the sole member of six limited liability companies that in the aggregate hold title to six VLCC vessels (the “Vessels”) (such transaction, the “Transaction”) in connection with a transaction to be entered into between Euronav, Seller and Gener8 Maritime, Inc., a corporation incorporated under the laws of the Marshall Islands (“GNRT”). The Company has unconditionally and irrevocably agreed to guarantee the performance and payment of the obligations of Purchaser under the SPA.

The purchase price for the Transaction is $434,000, inclusive of any assumed debt. INSW will fund the Transaction with a combination of available liquidity, the assumption of all or part of the debt secured by the Vessels and/or new third-party financing.

Euronav’s obligation to consummate the Transaction is subject to consummation of the transaction contemplated by the merger agreement between Euronav and GNRT (the “GNRT Agreement”).

INSW’s obligation to consummate the Transaction is also subject to certain specified closing conditions including, but not limited to:

· consummation of Euronav’s announced acquisition of GNRT on terms that do not materially impede, interfere with, prevent, delay or limit the economic benefit to INSW of the Transaction;

· amendment of INSW’s existing term loan credit facility as required to consummate the Transaction, on terms and conditions reasonably acceptable to INSW;

· accuracy in all material respects of the representations and warranties, and compliance in all material respects with the covenants and agreements, made by Seller and Euronav in the SPA;

· receipt of any required regulatory approvals and third-party consents and approvals; and

· other customary closing conditions.

Each party to the SPA has agreed to use its reasonable best efforts to satisfy the foregoing conditions. The SPA also contains specified representations, warranties, and indemnification provisions of the parties customary for transactions of this type.

Subject to the satisfaction or waiver of the foregoing conditions and the other terms and conditions contained in the SPA, the Transaction is expected to close in the second quarter of 2018.

The SPA contains certain termination rights for the parties thereto in specified circumstances, including: (a) termination of the GNRT Agreement in accordance with its terms; (b) by either party for certain breaches of the SPA that are not cured; (c) by either party if the Transaction would violate any non-appealable final order, decree or judgment of any governmental authority permanently enjoining the Transaction; or (d) by either party if the Transaction is not consummated on or before June 30, 2018, provided that at such time the party seeking to terminate is not then in material breach of its obligations under the SPA. The SPA can also be terminated by mutual agreement of the parties. The SPA obligates Euronav to pay INSW a break-up fee equal to $5,000 if the SPA is terminated in certain circumstances, but only in situations where either the GNRT Agreement has been terminated, provided Euronav has received a break-up fee under the GNRT Agreement or Euronav’s acquisition of GNRT has been consummated but the Transaction has not.

If INSW is unable to receive necessary consents from its lenders with respect to the Transaction, INSW has agreed, if Euronav so elects, to purchase the Vessels and their respective special purpose vehicles for the same purchase price (and may or may not assume the debt related to the Vessels), following which Euronav is expected to repurchase two of the 2016-built Vessels from INSW for aggregate consideration of $143,000. Any such repurchase may also involve prepayment of all or part of the outstanding debt obligations associated with the Vessels and would be subject to certain other conditions, including definitive documentation. 

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INTERNATIONAL SEAWAYS, INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward looking statements. Such forward-looking statements represent the Company’s reasonable expectation with respect to future events or circumstances based on various factors and are subject to various risks and uncertainties and assumptions relating to the Company’s operations, financial results, financial condition, business, prospects, growth strategy and liquidity. Accordingly, there are or will be important factors, many of which are beyond the control of the Company, that could cause the Company’s actual results to differ materially from those indicated in these statements. Undue reliance should not be placed on any forward-looking statements and consideration should be given to the following factors when reviewing any such statement. Such factors include, but are not limited to:

• the highly cyclical nature of INSW’s industry;

• fluctuations in the market value of vessels;

• declines in charter rates, including spot charter rates or other market deterioration;

• an increase in the supply of vessels without a commensurate increase in demand;

• the impact of adverse weather and natural disasters;

• the adequacy of INSW’s insurance to cover its losses, including in connection with maritime accidents or spill events;

• constraints on capital availability;

• changing economic, political and governmental conditions in the United States and/or abroad and general conditions in the oil and natural gas industry;

• changes in fuel prices;

• acts of piracy on ocean-going vessels;

• terrorist attacks and international hostilities and instability;

• the impact of public health threats and outbreaks of other highly communicable diseases;

• the effect of the Company’s indebtedness on its ability to finance operations, pursue desirable business operations and successfully run its business in the future;

• the Company’s ability to generate sufficient cash to service its indebtedness and to comply with debt covenants;

• the Company’s ability to make additional capital expenditures to expand the number of vessels in its fleet, and to maintain all of its vessels and to comply with existing and new regulatory standards;

• the availability and cost of third party service providers for technical and commercial management of the Company’s fleet;

• fluctuations in the contributions of the Company’s joint ventures to its profits and losses;

• the Company’s ability to renew its time charters when they expire or to enter into new time charters;

• termination or change in the nature of the Company’s relationship with any of the commercial pools in which it participates and the ability of such commercial pools to pursue a profitable chartering strategy;

• competition within the Company’s industry and INSW’s ability to compete effectively for charters with companies with greater resources;

• the loss of a large customer or significant business relationship;

• the Company’s ability to realize benefits from its past acquisitions or acquisitions or other strategic transactions it may make in the future;

• the Company’s ability to complete the previously announced transaction to acquire six VLCCs from Euronav;

• increasing operating costs and capital expenses as the Company’s vessels age, including increases due to limited shipbuilder warranties or the consolidation of suppliers;

• the Company’s ability to replace its operating leases on favorable terms, or at all;

• changes in credit risk with respect to the Company’s counterparties on contracts;

• the failure of contract counterparties to meet their obligations;

• the Company’s ability to attract, retain and motivate key employees;

• work stoppages or other labor disruptions by employees of INSW or other companies in related industries;

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INTERNATIONAL SEAWAYS, INC.

• unexpected drydock costs;

• the potential for technological innovation to reduce the value of the Company’s vessels and charter income derived therefrom;

• the impact of an interruption in or failure of the Company’s information technology and communication systems upon the Company’s ability to operate;

• seasonal variations in INSW’s revenues;

• government requisition of the Company’s vessels during a period of war or emergency;

• the Company’s compliance with complex laws, regulations and in particular, environmental laws and regulations, including those relating to the emission of greenhouse gases and ballast water treatment;

• any non-compliance with the U.S. Foreign Corrupt Practices Act of 1977 or other applicable regulations relating to bribery or corruption;

• the impact of litigation, government inquiries and investigations;

• governmental claims against the Company;

• the arrest of INSW’s vessels by maritime claimants;

• changes in laws, treaties or regulations; and

• the impact that Brexit might have on global trading parties;

The Company assumes no obligation to update or revise any forward-looking statements. Forward-looking statements in this Quarterly Report on Form 10-Q and written and oral forward-looking statements attributable to the Company or its representatives after the date of this Quarterly Report on Form 10-Q are qualified in their entirety by the cautionary statement contained in this paragraph and in other reports hereafter filed by the Company with the Securities and Exchange Commission.

General:

We are a provider of ocean transportation services for crude oil and refined petroleum products. We operate our vessels in the International Flag market. Our business includes two reportable segments: Crude Tankers and Product Carriers. For the three months ended March 31, 2018 and 2017, we derived 60% and 67%, respectively, of our TCE revenues from our Crude Tankers segment. Revenues from our Product Carriers segment constituted the balance of our TCE revenues for both periods.

As of March 31, 2018, we owned or operated an International Flag fleet of 53 vessels aggregating 6.9 million deadweight tons (“dwt”) and 864,800 cubic meters (“cbm”), including eight vessels that have been chartered-in under operating leases. Our fleet includes ULCC, VLCC, Suezmax, Aframax and Panamax crude tankers and LR1, LR2 and MR product carriers. Through joint ventures, we have ownership interests in two FSO service vessels and four LNG Carriers (together the “JV Vessels”). In addition, subsequent to March 31, 2018, the Company delivered a 2000-built VLCC and a 2004-built MR to buyers and entered into an agreement to sell a 2001-built Aframax, which is expected to be delivered to buyers during the second quarter of 2018. Also, in conjunction with the signing of a stock purchase agreement to acquire the holding companies for six VLCCs from Euronav and subject to certain financing and other conditions, we expect to take delivery of the six VLCCs and to deliver a 2003-built ULCC to Euronav during the second quarter of 2018. See Note 17, “Subsequent Events,” to the accompanying condensed consolidated financial statements.

The Company’s revenues are highly sensitive to patterns of supply and demand for vessels of the size and design configurations owned and operated by the Company and the trades in which those vessels operate. Rates for the transportation of crude oil and refined petroleum products from which the Company earns a substantial majority of its revenues are determined by market forces such as the supply and demand for oil, the distance that cargoes must be transported, and the number of vessels expected to be available at the time such cargoes need to be transported. The demand for oil shipments is significantly affected by the state of the global economy, levels of U.S. domestic and international oil production and OPEC exports. The number of vessels is affected by newbuilding deliveries and by the removal of existing vessels from service, principally through storage, scrappings or conversions. The Company’s revenues are also affected by the mix of charters between spot (voyage charter) and long-term (time or bareboat charter). Because shipping revenues and voyage expenses are significantly affected by the mix between voyage charters and time charters, the Company manages its vessels based on TCE revenues. Management makes economic decisions based on anticipated TCE rates and evaluates financial performance based on TCE rates achieved. Other than the JV Vessels, the Company’s revenues are derived predominantly from spot market voyage charters and those vessels are predominantly employed in the spot market via market-leading commercial pools. We derived 84% and 80%, respectively, of our total TCE revenues in the spot market for the three months ended March 31, 2018 and 2017, respectively.

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INTERNATIONAL SEAWAYS, INC.

The following is a discussion and analysis of our financial condition as of March 31, 2018 and results of operations for the three months periods ended March 31, 2018 and 2017. You should consider the foregoing when reviewing the condensed consolidated financial statements and this discussion and analysis. You should read this section together with the condensed consolidated financial statements, including the notes thereto. This Quarterly Report on Form 10-Q includes industry data and forecasts that we have prepared based, in part, on information obtained from industry publications and surveys. Third-party industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. In addition, certain statements regarding our market position in this report are based on information derived from internal market studies and research reports. Unless we state otherwise, statements about the Company’s relative competitive position in this report are based on our management's beliefs, internal studies and management's knowledge of industry trends.

All dollar amounts are in thousands, except daily dollar amounts and per share amounts.

Operations and Oil Tanker Markets:

The International Energy Agency (“IEA”) estimates global oil consumption for the first quarter of 2018 at 98.0 million barrels per day (“b/d”) an increase of 1.5 million b/d, or 1.6%, over the same quarter in 2017. The estimate for global oil consumption for all of 2018 is 99.3 million b/d, an increase of 1.5% over 2017. OECD demand in 2018 is estimated to increase by 0.6% to 47.7 million b/d, while non-OECD demand is estimated to increase by 2.4% to 51.6 million b/d.

Global oil production in the first quarter of 2018 reached 98.0 million b/d, an increase of 1.6% from the first quarter of 2017. OPEC crude oil production averaged 32.1 million b/d in the first quarter of 2018, a decrease of 0.3 million b/d from the fourth quarter of 2017, and an increase of 0.1 million b/d from the first quarter of 2017. Non-OPEC production increased by 1.3 million b/d to 59.0 million b/d in the first quarter of 2018 compared with the first quarter of 2017. Oil production in the U.S. increased by 0.3 million b/d from 9.7 million b/d in the fourth quarter of 2017 to 10.0 million b/d in the first quarter of 2018, which was 1.2 million b/d higher than in the first quarter of 2017.

U.S. refinery throughput increased by about 0.4 million b/d to 16.9 million b/d in the first quarter of 2018 compared with the comparable quarter in 2017. U.S. crude oil imports decreased by about 0.4 million b/d in the first quarter of 2018 compared with the comparable quarter of 2017, with imports from OPEC countries decreasing by 0.9 million b/d, a 24.7% decrease from the comparable quarter in 2017.

Chinese imports of crude oil continued increasing, with January 2018 showing the highest import levels ever at 9.6 million b/d and March the second highest import levels at 9.2 million b/d.

During the first quarter of 2018, the International Flag tanker fleet of vessels over 10,000 deadweight tons (“dwt”) decreased by 0.8 million dwt as the crude fleet decreased by 1.4 million dwt, led by a decline in the VLCC fleet of 3.2 million dwt while the Suezmax and Aframax fleets increased by 1.6 million dwt and 02. Million dwt, respectively. The large decline in the VLCC fleet was attributable to 17 vessels recycled during the quarter. The product carrier fleet expanded by 0.6 million dwt. Year over year, the size of the tanker fleet increased by 14.6 million dwt with the largest increases in the Suezmax, VLCC, MR and Aframax sectors.

During the first quarter of 2018, the International Flag crude tanker orderbook decreased by 1.7 million dwt overall. Suezmaxes and Aframaxes had declines of 2.2 million dwt and 1.3 million dwt, respectively; however, the VLCC orderbook increased by 1.9 million dwt during the quarter. The product carrier orderbook decreased by 1.1 million dwt.

From the end of the first quarter of 2017 through the end of the first quarter of 2018, the total tanker orderbook declined by 0.8 million dwt. The VLCC order book increased by 6.1 million dwt to the highest level since the third quarter of 2016, while all other segments declined due to a combination of vessel deliveries combined with relatively fewer new orders placed during the period.

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INTERNATIONAL SEAWAYS, INC.

VLCC freight rates were poor during the quarter, generally below $10,000 per day throughout the quarter. Other crude segments were similarly weak during the quarter.This was primarily attributable to increased newbuilding deliveries creating an oversupply situation coupled with reduced OPEC exports. MR product tankers fared somewhat better, averaging over $10,000 per day during the quarter. Since OPEC has announced their intention to continue to restrict production, and 2018 will see continued newbuilding deliveries, albeit at a lower rate than during 2017, 2018 will likely continue to see a weakened rate environment. Higher oil prices stemming from reduced OPEC production and strong demand have also reduced inventories to near 5-year averages. The high current oil prices are also responsible for higher bunker prices, which has a negative effect on earnings, and for a market in backwardation, which eliminates storage opportunities for older tonnage in particular.

Update on Critical Accounting 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. 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 as of and for the year ended December 31, 2017 included in the Company’s Annual Report on Form 10-K. See Note 2, “Significant Accounting Policies,” to the accompanying condensed consolidated financial statements for any changes or updates to the Company’s critical accounting policies for the current period.

Results from Vessel Operations:

During the first quarter of 2018, results from vessel operations decreased by $40,134 to a loss of $26,706 from income of $13,428 in the first quarter of 2017. This decrease primarily resulted from reduced TCE revenues and a net loss on vessel disposals during the period of $6,573.

TCE revenues decreased in the current quarter by $35,331, or 42%, to $48,801 from $84,132 in the first quarter of 2017. Approximately $32,685 of this decrease was due to a decline in average daily rates across INSW’s fleet sectors.

See Note 4, “Business and Segment Reporting,” to the accompanying condensed consolidated financial statements 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 condensed consolidated statements of operations.

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INTERNATIONAL SEAWAYS, INC.

Crude Tankers	Three Months Ended
	March 31,
	2018			2017
TCE revenues	$	29,220		$	56,045
Vessel expenses		(25,616	)		(20,496	)
Charter hire expenses		(2,755	)		(4,143	)
Depreciation and amortization		(12,873	)		(13,047	)
Adjusted (loss)/income from vessel operations (a)	$	(12,024	)	$	18,359
Average daily TCE rate	$	12,958		$	27,312
Average number of owned vessels (b)		26.7			24.0
Average number of vessels chartered-in under operating leases		0.4			0.5
Number of revenue days: (c)		2,255			2,052
Number of ship-operating days: (d)
Owned vessels		2,402			2,160
Vessels bareboat chartered-in under operating leases		28			-
Vessels spot chartered-in under operating leases (e)		8			48

^(a) Adjusted (loss)/income from vessel operations by segment is before general and administrative expenses, separation and transition costs and loss on disposal of vessels.

^(b) The average is calculated to reflect the addition and disposal of vessels during the period.

^(c) Revenue days represent ship-operating days less days that vessels were not available for employment due to repairs, drydock or lay-up. Revenue days are weighted to reflect the Company’s interest in chartered-in vessels.

^(d) Ship-operating days represent calendar days.

^(e) Vessels spot chartered-in under operating leases are related to the Company’s Crude Tankers Lightering business.

The following table provides a breakdown of TCE rates achieved for the three months ended March 31 2018 and 2017, between spot and fixed earnings and the related revenue days. The information in this table is based, in part, on information provided by the commercial pools in which the segment’s vessels participate, and excludes revenue and revenue days for which recoveries were recorded by the Company under its loss of hire insurance policies. 

	2018				2017
	Spot		Fixed		Spot		Fixed
	Earnings		Earnings		Earnings		Earnings
Three Months Ended March 31,
ULCC:
Average rate	$	-	$	-	$	-	$	42,595
Revenue days		90		-		-		90
VLCC:
Average rate	$	12,926	$	13,085	$	38,794	$	42,141
Revenue days		617		89		564		88
Suezmax:
Average rate	$	14,927	$	-	$	-	$	-
Revenue days		180		-		-		-
Aframax:
Average rate	$	9,955	$	-	$	15,735	$	-
Revenue days		554		-		585		-
Panamax:
Average rate	$	12,691	$	11,562	$	14,431	$	21,450
Revenue days		180		537		494		184

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INTERNATIONAL SEAWAYS, INC.

During the first quarter of 2018, TCE revenues for the Crude Tankers segment decreased by $26,825, or 48%, to $29,220 from $56,045 in the first quarter of 2017. Approximately $28,000 of such decrease resulted primarily from the impact of significantly lower average blended rates earned in all of the Crude Tanker fleet sectors, particularly in the VLCC fleet sector, which accounted for $18,144 of the overall decrease. Approximately $5,900 of this reduction in TCE revenues represents the impact of the Company’s only ULCC being idle for the entirety of the current quarter and the aforementioned 2000-built VLCC being held-for-sale as of the end of January 2018. There was a larger disparity in the spot market rates earned by the Company’s modern and non-modern VLCCs in the current period versus in the first quarter of 2017. VLCCs aged 15 years or less earned an average daily rate of $17,210 per day as compared to the overall VLCC rate of $12,926 in the current period, while in the prior year’s period the VLCCs under 15 years of age earned an average daily rate of $40,214 per day as compared to the overall VLCC rate of $38,794 per day. The decline in TCE revenues also reflects a $3,494 decrease in revenue in the Crude Tankers Lightering business during the current quarter. Serving to partially offset the declines in revenue was a 234-day increase in VLCC and Suezmax revenue days; such increases had the effect of increasing revenue during the current quarter by a total of $4,569 and reflected the acquisitions of two 2017-built Suezmaxes, each of which delivered to the Company in July 2017, and one 2010-built VLCC which delivered to the Company in November 2017.

Vessel expenses increased by $5,120 to $25,616 in the current quarter from $20,496 in the first quarter of 2017. Approximately $2,382 of the increase was attributable to the Suezmax and VLCC acquisitions discussed above. The balance of the increase was primarily related to an increase in hull and machinery damage repairs, routine repairs, and crew costs and the timing of the delivery of stores. Charter hire expenses decreased by $1,388 to $2,755 in the first quarter of 2018 from $4,143 in the first quarter of 2017 as a result of a decrease in chartered-in Aframaxes employed in the Crude Tankers Lightering business during the current quarter compared with the first quarter of 2017. The decline was partially offset by the Company executing sale and lease back transactions for two 2009-built Aframaxes in March 2018. The associated bareboat charters are for periods ranging from 70 to 73 months and contain purchase options executable by the Company, commencing at the end of the third year. Depreciation and amortization decreased by $174 to $12,873 in the first quarter of 2018 from $13,047 in the first quarter of 2017, principally due to the impact of reductions in vessel bases that resulted from impairment charges on thirteen vessels recorded in the third and fourth quarters of 2017. Such declines were offset to a large degree by the deliveries of the two Suezmaxes and one VLCC noted above and increased drydock amortization.

Excluding depreciation and amortization, and general and administrative expenses, operating income for the Crude Tankers Lightering business was $120 for the first quarter of 2018 and $1,990 for the first quarter of 2017. The decrease in the current quarter’s operating income as compared to prior year’s period reflects fewer service-only and full service lighterings performed in the current period.

Product Carriers	Three Months Ended
	March 31,
	2018			2017
TCE revenues	$	19,581		$	28,087
Vessel expenses		(11,406	)		(13,310	)
Charter hire expenses		(5,868	)		(7,208	)
Depreciation and amortization		(4,718	)		(5,536	)
Adjusted (loss)/income from vessel operations	$	(2,411	)	$	2,033
Average daily TCE rate	$	10,771		$	13,088
Average number of owned vessels		14.6			18.0
Average number of vessels chartered-in under operating leases		6.0			6.7
Number of revenue days		1,818			2,146
Number of ship-operating days:
Owned vessels		1,311			1,620
Vessels bareboat chartered-in under operating leases		180			270
Vessels time chartered-in under operating leases		360			332

The following table provides a breakdown of TCE rates achieved for the three months ended March 31, 2018 and 2017, between spot and fixed earnings and the related revenue days. The information is based, in part, on information provided by the commercial pools in which the segment’s vessels participate and excludes revenue and revenue days for which recoveries were recorded by the Company under its loss of hire insurance policies.

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INTERNATIONAL SEAWAYS, INC.

	2018				2017
	Spot		Fixed		Spot		Fixed
	Earnings		Earnings		Earnings		Earnings
Three Months Ended March 31,
LR2:
Average rate	$	13,911	$	-	$	17,735	$	-
Revenue days		90		-		90		-
LR1:
Average rate	$	11,639	$	-	$	17,396	$	19,034
Revenue days		354		-		90		267
MR:
Average rate	$	11,235	$	5,294	$	12,586	$	5,488
Revenue days		1,285		90		1,608		91

During the first quarter of 2018 TCE revenues for the Product Carriers segment decreased by $8,506, or 30%, to $19,581 from $28,087 in the first quarter of 2017. Declining average daily blended rates earned in all Product Carrier fleet sectors accounted for $4,634 of the overall decrease. A 324-day decrease in MR revenue days in the current period, arising primarily as a result of the sales of four MRs between August 2017 and February 2018 and the redelivery of one MR to its owners in December 2017 at the expiry of its bareboat charter, partially offset by a 95-day reduction in MR drydocking days in the current period, also resulted in a $3,809 decline in TCE revenue.

Vessel expenses decreased by $1,904 to $11,406 in the current quarter from $13,310 in the first quarter of 2017. The decrease was primarily driven by a 399-day decrease in owned and bareboat chartered-in days, which resulted from the vessel sales and redelivery described above. Charter hire expenses decreased by $1,340 to $5,868 in the first quarter of 2018 from $7,208 in the first quarter of 2017. The decrease was due to the redelivery discussed above along with decreases in the daily charter rates for the Company’s time chartered-in MR fleet, which were effective beginning in the third quarter of 2017. Depreciation and amortization decreased by $818 to $4,718 in the first quarter of 2018 from $5,536 in the first quarter of 2017. The decrease reflected the vessel sales noted above and reductions in vessel bases that resulted from impairment charges on two vessels recorded in the third quarter of 2017.

General and Administrative Expenses:

During the first quarter of 2018, general and administrative expenses decreased by $245 to $6,029 from $6,274 in the first quarter of 2017. This decrease reflects a decline of approximately $536 in accounting and consulting expenses, partially offset by an increase in compensation and benefits related costs.

Equity in Income of Affiliated Companies:

During the first quarter of 2018, equity in income of affiliated companies decreased by $5,266 to $8,340 from $13,606 in the first quarter of 2017. This decrease was principally attributable to decreases in earnings from the two FSO joint ventures and the LNG joint venture of $4,429 and $925, respectively. Revenue generated by the FSO joint ventures during the first quarter of 2018 was lower than revenue generated during the first quarter of 2017, as charter rates in the five-year service contracts that commenced in the third quarter of 2017 are lower than the charter rates included in the service contracts under which the FSO joint ventures operated during the first quarter of 2017. The relatively lower earnings from the LNG joint venture during the first quarter of 2018 was primarily due to reimbursements received from the joint venture’s charterer that were recognized during the three months ended March 31, 2017 for drydock expenditures incurred in years prior to 2017 and higher vessel operating expenses in the first quarter of 2018 compared with the prior year’s first quarter. These negative impacts more than offset the impact of a reduction in interest expense resulting from a decrease in outstanding debt principal amounts in the current period for the FSO and LNG joint ventures. Interest expense for the two FSO joint ventures is expected to increase beginning in the second quarter of 2018 as a result of drawdowns on debt facilities aggregating $220,000 during April 2018. Refer to Note 6, “Equity Method Investments,” to the accompanying condensed consolidated financial statements for additional information on the debt facilities entered into by the FSO joint ventures.

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INTERNATIONAL SEAWAYS, INC.

Interest Expense:

Interest expense was $11,621 for the three months ended March 31, 2018, compared with $9,167 for the three months ended March 31, 2017. Interest expense for the three months ended March 31, 2018 is higher than interest expense for the three months ended March 31, 2017 primarily due to the higher average interest rates and average outstanding principal balances under the 2017 Debt Facilities, which replaced the INSW Facilities in June 2017. Such increase was partially offset by a $729 reduction in amortization of deferred finance costs. Refer to Note 9, “Debt,” in the accompanying condensed consolidated financial statements for additional information.

Taxes:

As of March 31, 2018, the Company believes it will qualify for an exemption from U.S. federal income taxes under Section 883 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”) and U.S. Treasury Department regulations for the 2018 calendar year, so long as less than 50 percent of the total value of the Company’s stock is held by one or more shareholders who own 5% or more of the Company’s stock for more than half of the days of 2018. There can be no assurance at this time that INSW will continue to qualify for the Section 883 exemption during and beyond calendar year 2018. Should the Company not qualify for the exemption in the future, INSW will be subject to U.S. federal taxation of 4% of its U.S. source shipping income on a gross basis without the benefit of deductions. Shipping income that is attributable to transportation that begins or ends, but that does not both begin and end, in the U.S. will be considered to be 50% derived from sources within the United States. Shipping income attributable to transportation that both begins and ends in the U.S. will be considered to be 100% derived from sources within the United States, but INSW does not engage in transportation that gives rise to such income.

EBITDA and Adjusted EBITDA:

EBITDA represents net (loss)/income before interest expense, income taxes and depreciation and amortization expense. Adjusted EBITDA consists of EBITDA adjusted for the impact of certain items that we do not consider indicative of our ongoing operating performance. EBITDA and Adjusted EBITDA are presented to provide investors with meaningful additional information that management uses to monitor ongoing operating results and evaluate trends over comparative periods. EBITDA and Adjusted EBITDA do not represent, and should not be considered a substitute for, net income or cash flows from operations determined in accordance with GAAP. EBITDA and Adjusted EBITDA have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analysis of our results reported under GAAP. 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.

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INTERNATIONAL SEAWAYS, INC.

The following table reconciles net (loss)/income, as reflected in the condensed consolidated statements of operations, to EBITDA and Adjusted EBITDA:

	Three Months Ended
	March 31,
	2018			2017
Net (loss)/income	$	(29,316	)	$	18,067
Income tax provision		8			4
Interest expense		11,621			9,167
Depreciation and amortization		17,624			18,616
EBITDA		(63	)		45,854
Separation and transition costs		-			735
Loss on disposal of vessels and other property		6,573			-
Adjusted EBITDA	$	6,510		$	46,589

Liquidity and Sources of Capital:

Our business is capital intensive. Our ability to successfully implement our strategy is dependent on the continued availability of capital on attractive terms. 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

Working capital at March 31, 2018 was approximately $75,000 compared with $85,000 at December 31, 2017. Current assets are highly liquid, consisting principally of cash, interest-bearing deposits and receivables. Our cash and cash equivalents balances generally exceed Federal Deposit Insurance Corporation insured limits. We place our cash and cash equivalents in what we believe to be credit-worthy financial institutions. In addition, certain of our money market accounts invest in U.S. 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.

The Company’s total cash increased by approximately $20,600 during the three months ended March 31, 2018. This increase reflects net proceeds from the sale of vessels of $57,430 and net distributions received from affiliated companies of $3,357. Such cash inflows were partially offset by $3,438 in scheduled quarterly amortization of the 2017 Term Loan in the first quarter of 2018, $30,000 in repayment of the 2017 Revolver Facility, $1,911 in cash used for vessel acquisitions and betterments, and cash used in operating activities of $4,454.

As of March 31, 2018, we had total liquidity on a consolidated basis of $141,186 comprised of $91,186 of cash (including $37,714 of restricted cash) and $50,000 of undrawn revolver capacity.

Restricted cash of $37,714 as of March 31, 2018 represents legally restricted cash relating to the 2017 Debt Facilities. The 2017 Debt Facilities stipulate that if annual aggregate cash proceeds of INSW asset sales exceed $5,000, cash proceeds from each such sale are required to be reinvested in vessels within twelve months of such sale or be used to prepay the principal balance outstanding of the INSW Facilities. Restricted cash increased to $65,000 in April 2018 following the sale of a 2000-built VLCC and a 2004-built MR.

As of March 31, 2018, we had total debt outstanding (net of original issue discount and deferred financing costs) of $521,268 and a total debt to total capitalization of 32.9%, which compares with 33.7% at December 31, 2017.

Sources, Uses and Management of Capital

Net cash used in operating activities in the three months ended March 31, 2018 was $4,454. In addition to future operating cash flows, our other current 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.

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INTERNATIONAL SEAWAYS, INC.

Our current uses of funds are to fund working capital requirements, maintain the quality of our vessels, purchase vessels, comply with international shipping standards and environmental laws and regulations, repurchase our outstanding shares and repay or repurchase our outstanding loan facilities. Fifty percent of Excess Cash Flow (as defined in the 2017 Debt Facilities credit agreement) must be used to prepay the outstanding principal balance of 2017 Term Loan Facility. To the extent permitted under the terms of the 2017 Debt Facilities we may also use cash generated by operations to finance capital expenditures to modernize and grow our fleet.

As set forth in the 2017 Debt Facilities credit agreement, the 2017 Debt Facilities contain certain restrictions relating to new borrowings and INSW’s ability to receive cash dividends, loans or advances from ISOC and its subsidiaries that are Restricted Subsidiaries. As of March 31, 2018, the permitted cash dividends that can be distributed to INSW by ISOC under the 2017 Term Loan Facility was $15,000.

As discussed in Note 17, “Subsequent Events,” to the accompanying condensed consolidated financial statements, on April 18, 2018, the Company, entered into a stock purchase and sale agreement with Euronav for the purchase of the holding companies for six VLCCs from Euronav for an aggregate price of $434,000, inclusive of any assumed debt, in connection with the closing of Euronav’s announced acquisition of Gener8 Maritime, Inc. The transaction is subject to a number of closing conditions, including (i) consummation of Euronav’s acquisition of GNRT, (ii) amendment of the Company’s existing credit facility as required to consummate the transaction, (iii) accuracy in all material respects of the representations and warranties, and compliance in all material respects with the covenants and agreements, and (iv) receipt of all required third-party consents, third-party approvals and regulatory approvals. The transaction is expected to close in the second quarter of 2018. The agreement contains termination rights for either party in specified circumstances and obligates Euronav to pay the Company a break-up fee equal to $5,000 if the agreement is terminated in certain circumstances.

The Company intends to fund the transaction through a combination of available liquidity, the assumption of all or part of the debt (that is currently secured by the vessels) with an expected outstanding balance of $311,000, maturing between 2027 and 2028 and carrying a fixed annual interest rate of LIBOR plus 2.0%, and/or other incremental third-party financing as permitted under the Company’s existing term loan.

The Company has taken or is in the process of taking the following actions to consummate the transaction by the end of the second quarter of 2018. The Company intends to use the proceeds from the following transactions for general corporate purposes, including the funding of the acquisition of the six VLCCs:

· On March 1, 2018, the Company executed memorandums of agreement of sale and bareboat charter party agreements in conjunction with the sale and leaseback of two 2009-built Aframaxes. The transactions, which yielded net proceeds of approximately $39,287, were consummated by the end of March 2018. The bareboat charter-in terms range from 70 to 73 months with purchase options beginning after the third year of each lease.

· On March 29, 2018, the Company’s FSO Joint Venture entered into a $220,000 Senior Secured Credit Facility. Such agreement is made up of a term loan of $110,000 and a revolving credit facility of $110,000 available to the FSO Joint Venture. The FSO Joint Venture drew down the facility in full on April 26, 2018 and distributed $110,000 of the loan proceeds to the Company.

· On April 17, 2018, the Company filed a Registration Statement on Form S-3 (“Shelf Registration”) with the Securities and Exchange Commission (“SEC”). Following the effective date of the Shelf Registration, the Company may from time to time offer preferred stock or debt securities at an aggregate offering price not to exceed $100,000.

· The Company entered into a memorandum of agreement to sell its currently idle 2003-build ULCC to Euronav for $32,500. Such sale is subject to the consummation of the overall stock purchase agreement.

· The Company is in talks with the consortium of lenders under the 2017 Debt Facilities for the amendment of the underlying facility agreements. The amendments being sought would, among other things, allow the Company to assume the debt currently securing the six VLCCs and use proceeds from the transactions described above, as well as from the recent dispositions of certain of the Company’s vessels (including the 2003-built ULCC referenced above), to fund the acquisition of the equity interests in the holding companies of the six VLCCs. If we are successful in obtaining the amendments, we expect to pay amendment fees and we may be required to pay higher interest rates on the 2017 Debt Facilities.

· The Company may also enter into new third-party debt as permitted under the 2017 Debt Facilities.

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INTERNATIONAL SEAWAYS, INC.

If the Company is unable to receive the necessary consents from the lenders of its 2017 Debt Facilities with respect to the transaction, the Company has agreed, if Euronav so elects, to purchase the holding companies for the six vessels for the same $434,000 purchase price and may or may not assume the debt secured by the vessels. Euronav would then be expected to repurchase two of the 2016-built vessels from the Company for aggregate consideration of $143,000. Such repurchase may also involve prepayment of all or part of the outstanding debt obligations associated with the vessels and would be subject to certain other conditions.

Outlook

We believe our strong balance sheet continues to give us flexibility to actively pursue fleet renewal or potential strategic opportunities that may arise within the diverse sectors in which we operate and at the same time positions us to generate sufficient cash to support our operations over the next twelve months. We or our subsidiaries may in the future complete transactions consistent with achieving the objectives of our business plan.

Off-Balance Sheet Arrangements

As of March 31, 2018, the LNG Joint Venture had total bank debt outstanding of $586,401 that was nonrecourse to the Company. The FSO Joint Venture had no outstanding debt as of March 31, 2018, however, as discussed below, the joint venture closed and drew down on a $220,000 credit facility in April 2018.

The FSO Joint Venture is a party to a number of contracts: (a) the FSO Joint Venture is an obligor pursuant to a guarantee facility agreement dated as of July 14, 2017, by and among, the FSO Joint Venture, ING Belgium NV/SA, as issuing bank, and Euronav and INSW, as guarantors (the ‘‘Guarantee Facility’’); (b) the FSO Joint Venture is party to two service contracts with NOC (the ‘‘NOC Service Contracts’’); and (c) the FSO Joint Venture is a borrower under a $220,000 secured credit facility by and among TI Africa and TI Asia, as joint and several borrowers, ABN AMRO Bank N.V. and ING Belgium SA/NV, as Lenders, Mandated Lead Arrangers and Swap Banks, and ING Bank N.V., as Agent and as Security Trustee.

INSW severally guarantees the obligations of the FSO Joint Venture pursuant to the Guarantee Facility and severally guarantees the obligations of the FSO Joint Venture to Maersk Oil Qatar AS (“MOQ”) under the MOQ service contracts, which contracts were novated to NOC in July 2017 (the ‘‘MOQ Guarantee’’) for the period beginning on the novation date and severally guarantees the obligations of the FSO Joint Venture under the NOC Service Contracts. In addition, INSW continues the MOQ Guarantee to MOQ for the period ended on the novation date of the service contracts for MOQ, which guarantee for such period will end when Qatari authorities determine that the FSO Joint Venture has paid all Qatari taxes owed by the FSO Joint Venture under such service contracts through the novation date.

The FSO Joint Venture drew down on a $220,000 secured credit facility on April 26, 2018 (See Note 6, “Equity Method Investments” to the accompanying condensed consolidated financial statements). The Company provided a guarantee for the $110,000 FSO Term Loan portion of the facility, which has an interest rate of LIBOR plus two percent and amortizes over the remaining terms of the NOC Service Contracts, which expire in July 2022 and September 2022. INSW’s guarantee of the FSO Term Loan has financial covenants that provide (i) INSW’s Liquid Assets shall not be less than the higher of $50 million and 5% of Total Indebtedness of INSW, (ii) INSW shall have Cash of at least $30 million and (iii) INSW is in compliance with the Loan to Value Test (as such capitalized terms are defined in the Company guarantee or in the case of the Loan to Value Test, as defined in the credit agreement underlying the Company’s 2017 Debt Facilities (see Note 10, “Debt,” to the accompanying condensed consolidated financial statements). On April 30, 2018, the FSO Joint Venture entered into floating-to-fixed interest rate swap agreements with the aforementioned Swap Banks, which cover notional amounts aggregating approximately $110,000 and pay fixed rates of approximately 4.863% and receive a floating rate based on LIBOR. These agreements have a forward starting date of June 30, 2018, and maturity dates ranging from July to September 2022.

INSW maintains a guarantee in favor of Qatar Liquefied Gas Company Limited (2) (‘‘LNG Charterer’’) relating to certain LNG Tanker Time Charter Party Agreements with the LNG Charterer and each of Overseas LNG H1 Corporation, Overseas LNG H2 Corporation, Overseas LNG S1 Corporation and Overseas LNG S2 Corporation (such agreements, the ‘‘LNG Charter Party Agreements,’’ and such guarantee, the ‘‘LNG Performance Guarantee’’). INSW will pay QGTC an annual fee of $100 until such time that QGTC ceases to provide a guarantee in favor of the LNG charterer relating to performance under the LNG Charter Party Agreements.

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INTERNATIONAL SEAWAYS, INC.

OSG continues to provide a guarantee in favor of the LNG Charterer relating to the LNG Charter Party Agreements (such guarantees, the ‘‘OSG LNG Performance Guarantee’’). INSW will indemnify OSG for liabilities arising from the OSG LNG Performance Guarantee pursuant to the terms of the Separation and Distribution Agreement. In connection with the OSG LNG Performance Guarantee, INSW will pay a $135 annual fee to OSG for 2018, which will increase to $145 in 2019 and will be terminated if OSG ceases to provide the OSG LNG Performance Guarantee.

In addition, and pursuant to an agreement between INSW and the trustees of the OSG Ship Management (UK) Ltd. Retirement Benefits Plan (the ‘‘Scheme’’), INSW guarantees the obligations of OSG Ship Management (UK) Ltd., a subsidiary of INSW, to make payments to the Scheme.

Aggregate Contractual Obligations

A summary of the Company’s long-term contractual obligations, excluding operating lease obligations for office space, as of March 31, 2018 follows:

											Beyond
	2018		2019		2020		2021		2022		2022		Total
2017 Term Loan - floating rate(1)	$	54,171	$	65,874	$	63,913	$	61,750	$	455,509	$	-	$	701,217
Operating lease obligations (2)
Bareboat Charter-ins		5,443		6,278		6,295		6,278		6,278		6,828		37,400
Time Charter-ins		7,941		-		-		-		-		-		7,941
Total	$	67,555	$	72,152	$	70,208	$	68,028	$	461,787	$	6,828	$	746,558

⁽¹⁾ Amounts shown include contractual interest obligations of floating rate debt estimated based on the aggregate effective LIBOR rate as of March 31, 2018 of 1.65% and applicable margins for the 2017 Term Loan Facility of 5.5%. Management estimates that no prepayment will be required for the 2017 Term Loan Facility as a result of estimated Excess Cash Flow for the year ended December 31, 2018. Amounts shown for the 2017 Term Loan Facility exclude any estimated repayment as a result of Excess Cash Flow.

⁽²⁾ As of March 31, 2018, the Company had charter-in commitments for eight vessels on leases that are accounted for as operating leases. Certain of these leases provide the Company with various renewal and purchase options. The future minimum commitments for time charters-in have been reduced to reflect estimated days that the vessels will not be available for employment due to drydock.

Risk Management:

The Company is exposed to market risk from changes in interest rates, which could impact its results of operations and financial condition. 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. To manage its interest rate risk in a cost-effective manner, the Company, from time-to-time, enters into interest rate swap or cap agreements, in which it agrees to exchange various combinations of fixed and variable interest rates based on agreed upon notional amounts or to receive payments if floating interest rates rise above a specified cap rate. The Company uses such derivative financial instruments as risk management tools and not for speculative or trading purposes. 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.

During the three months ended March 31,2018, the Company was party to an Interest Rate Cap agreement with a major financial institution covering a notional amount of $300,000 to limit the floating interest rate exposure associated with the 2017 Term Loan. The Interest Rate Cap agreement contains no leverage features and had a cap rate of 2.5% through the termination date of December 31, 2020.

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INTERNATIONAL SEAWAYS, INC.

Available Information

The Company makes available free of charge through its internet website, www.intlseas.com, its Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as soon as reasonably practicable after the Company electronically files such material with, or furnishes it to, the Securities and Exchange Commission.

The public may also read and copy any materials the Company files with the SEC at the SEC’s Public Reference Room at 100 F Street, N.E. Washington D.C. 20549 (information on the operation of the Public Reference Room is available by calling the SEC at 1-800-SEC-0330). The SEC also maintains a web site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at https://www.sec.gov.

The Company also makes available on its website, its corporate governance guidelines, its code of business conduct, insider trading policy, anti-bribery and corruption policy and charters of the Audit Committee, the Human Resources and Compensation Committee and the Corporate Governance and Risk Assessment Committee of the Board of Directors. Neither our website nor the information contained on that site, or connected to that site, is incorporated by reference into this Quarterly Report on Form 10-Q.

Controls and Procedures

As of the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on that evaluation, the Company’s management, including the CEO and CFO, concluded that the Company’s current disclosure controls and procedures were effective as of March 31, 2018 to ensure that information required to be disclosed by the Company in the reports the Company files or submits under the Exchange Act is (i) recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms and (ii) accumulated and communicated to the Company’s management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There was no change in the Company’s internal control over financial reporting during the three months ending March 31, 2018 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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INTERNATIONAL SEAWAYS, INC.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

See Note 16, “Contingencies,” to the accompanying condensed consolidated financial statements for a description of the current legal proceedings, which is incorporated by reference in this Part II, Item 1.

Item 1A. Risk Factors

In addition to the other information set forth in this Quarterly Report, you should carefully consider the factors discussed in Part I, Item 1A. “Risk Factors” in our 2017 Form 10-K. The risks described in our 2017 Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results. There have been no material changes in our risk factors from those disclosed in our 2017 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On May 2, 2017, the Company’s Board of Directors approved a resolution authorizing the Company to implement a stock repurchase program. The program allows the Company to opportunistically repurchase up to $30,000 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 determines is in the best interests of the Company. Shares owned by employees, directors and other affiliates of the Company will not be eligible for repurchase under this program without further authorization from the Board.

No shares were repurchased during the three months ended March 31, 2018. The maximum number of shares that may still be purchased under the program as of March 31, 2018 was 1,350,907 shares, which was determined by dividing the remaining buyback authorization ($26,823) by the average purchase price of common stock repurchased during 2017. 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 2017 Term Loan Facility.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5.       Other Information

Amendment to Employment Agreement with Executive

On April 4, 2018, we entered into an amendment to our employment agreement (the “Amendment") with our Chief Executive Officer, increasing her annual base salary for 2018 and future years. The foregoing is a summary of the material terms of the Amendment only and is qualified in its entirety by the complete terms of the Amendment, which is filed as an exhibit to the Company’s Form S-3 registration statement as filed with the Securities and Exchange Commission on April 17, 2018.

Item 6.         Exhibits

See Exhibit Index on page 43.

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INTERNATIONAL SEAWAYS, INC.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	INTERNATIONAL SEAWAYS, INC.
	(Registrant)
Date:  May 7, 2018	/s/ Lois K. Zabrocky
	Lois K. Zabrocky
	Chief Executive Officer
Date:  May 7, 2018	/s/ Jeffrey D. Pribor
	Jeffrey D. Pribor
	Chief Financial Officer

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INTERNATIONAL SEAWAYS, INC.

EXHIBIT INDEX

10.1	Form of Enhanced Severance Agreement
10.2.1	Form of INSW Management Incentive Compensation Plan (“MICP”) Alternate Stock Option Grant Agreements
10.2.2	Form of INSW MICP Alternate Restricted Stock Unit (“RSU”) Grant Agreement
10.2.3	Form of INSW MICP Alternate Performance RSU Grant Agreement
10.3	Amendment No. 4 to Ms. Zabrocky’s Employment Agreement

31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a), as amended.
31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a), as amended.
32	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
EX-101.INS	XBRL Instance Document
EX-101.SCH	XBRL Taxonomy Extension Schema
EX-101.CAL	XBRL Taxonomy Extension Calculation Linkbase
EX-101.DEF	XBRL Taxonomy Extension Definition Linkbase
EX-101.LAB	XBRL Taxonomy Extension Label Linkbase
EX-101.PRE	XBRL Taxonomy Extension Presentation Linkbase

43

EX-10.1

Exhibit 10.1

Form of Enhanced Severance Agreement

[OSG Letterhead]

Overseas Shipholding Group, Inc. (the “Company”) has agreed to provide you, the undersigned employee, enhanced severance pursuant to the Overseas Shipholding Group, Inc. Severance Plan effective April 1, 2013 (the “Plan). All capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Plan.

The parties to this letter agreement hereby agree that, notwithstanding anything in the Plan to the contrary:

1. In the event that you are entitled to a Severance Benefit under the Plan, you will be deemed to have twenty-six (26) Years of Continuous Service for the purpose of calculating your Severance Benefit and your actual Years of Continuous Service shall be disregarded for the purpose of calculating your Severance Benefit.

2. Except as provided in Section 1 herein, the terms and conditions of any severance payments or benefits provided to you pursuant to the Plan shall be governed by the terms and conditions of the Plan.

3. Nothing herein shall be construed to constitute a guarantee, contract or agreement of employment for any particular period of time and that your employment remains at-will, which means that either you or the Company (or its successor) may terminate the employment relationship at any time, for any reason, without notice, warning or cause.

4. This letter agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflicts of law principles, and, except as otherwise provided herein, contains the entire agreement of the parties relating to the subject matter hereof.

5. This letter agreement may not be altered, modified, amended or terminated except by a written instrument signed by you and the Company

Sincerely,

Overseas Shipholding Group, Inc.

By:    Ian T. Blackley

Title: President and Chief Executive Officer

ACCEPTED and AGREED: 

Print Name Above Signature    Date

EX-10.2.1

Exhibit 10.2.1

FORM OF STOCK OPTION GRANT AGREEMENT (ALTERNATE)

INTERNATIONAL SEAWAYS, INC.
MANAGEMENT INCENTIVE COMPENSATION PLAN
STOCK OPTION GRANT AGREEMENT

THIS AGREEMENT, made as of [_______], [___] (the “Agreement”), by and between International Seaways, Inc. (the “Company”), and [_________] (the “Optionee”).

WHEREAS, the Company has adopted the International Seaways, Inc. Management Incentive Compensation Plan (the “Plan”) to promote the interests of the Company and its shareholders by providing the employees and consultants of the Company with incentives and rewards to encourage them to continue in the service of the Company and with a proprietary interest in pursuing the long-term growth, profitability and financial success of the Company; and

WHEREAS, Section 6 of the Plan provides for the grant of Options to Participants in the Plan.

NOW, THEREFORE, in consideration of the premises and the mutual covenants hereinafter set forth, the parties hereto hereby agree as follows:

1. Grant of Option. Pursuant to, and subject to, the terms and conditions set forth herein and in the Plan, as of the Grant Date, the Company grants to the Optionee an Option to purchase [____] shares of Common Stock (the “Option Shares”). The Option is intended to be a non-statutory stock option.

2. Grant Date; Vesting Commencement Date. The “Grant Date” of Option hereby granted is [_______], [___]. The “Vesting Commencement Date” of the Option hereby granted is [____].

3. Incorporation of the Plan. All terms, conditions and restrictions of the Plan are incorporated herein and made part hereof as if stated herein. If there is any conflict between the terms and conditions of the Plan and this Agreement, the terms and conditions of the Plan shall govern. Unless otherwise indicated herein, all capitalized terms used herein shall have the meanings given to such terms in the Plan.

4. Exercise Price. The exercise price for the purchase of Option Shares upon the exercise of all or any portion of the Option will be $[___] per Option Share.

5. Vesting Schedule; Expiration.

(a)       Vesting Schedule. The Option shall become vested and exercisable as follows, provided that the Optionee remains continuously employed by the Company through each applicable vesting date:

a. [One-third (1/3)]¹ of the Option shall vest and become exercisable on the first anniversary of the Vesting Commencement Date

b. [One-third (1/3)] of the Option shall vest and become exercisable on the second anniversary of the Vesting Commencement Date

c. [One-third (1/3)] of the Option shall vest and become exercisable on the third anniversary of the Vesting Commencement Date

¹ Assumes three-year vesting period – modify as needed if period differs.

(b)       Expiration. Subject to earlier expiration as provided in Section 6 below, the Option will expire at the close of business on the Business Day immediately preceding the tenth (10^th) anniversary of the Grant Date (the “Expiration Date”).

6. Termination of Employment. The consequences of a termination of Optionee’s Employment shall be as follows:

(a)       Termination for Reasons Other Than Cause. If the Optionee’s Employment with the Company terminates for any reason other than Cause (as defined in Section 21 herein), the Optionee may exercise the vested portion of the Option, but only within such period of time ending on the earlier to occur of (i) the ninetieth (90th) day after the date the Optionee’s Employment terminates and (ii) the Expiration Date; provided that, if the Optionee’s Employment with the Company terminates for death or Disability (as defined in Section 21 herein), the Optionee’s or the Optionee’s beneficiary may exercise the vested portion of the Option, but only within such period of time ending on the earlier to occur of (i) the first (1st) anniversary of the date the Optionee’s Employment terminates and (ii) the Expiration Date.

(b) Termination for Cause. If the Optionee’s Employment is terminated for Cause, the Option (whether then vested or exercisable or not) shall immediately lapse and cease to be exercisable.

7.       Forfeiture. Subject to the following two sentences, Options which have not become vested as of the date the Optionee’s Employment terminates shall immediately be forfeited on such date, and the Optionee shall have no further rights with respect thereto. Notwithstanding any other provision of this Agreement, Options granted to the Optionee and outstanding and to the extent not otherwise vested, shall be vested as of the Optionee’s Date of Separation from Service if such Date of Separation from Service occurs within the twelve months following a Change in Control and such separation from service occurs as a result of Termination Without Cause of the Optionee by the Company or Resignation for Good Reason by the Optionee (the “Accelerated Vesting”). The Accelerated Vesting shall be paid to the Optionee subject to the condition that the Optionee complies with the Restrictive Covenants set forth in Section 10 of this Agreement. For the avoidance of doubt, the term of the Options vested pursuant to the Accelerated Vesting shall be governed by Section 6 hereof.

8.       Transferability. Subject to any exceptions set forth in this Agreement or the Plan, the Option is exercisable during the Optionee’s lifetime only by the Optionee and may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of. No purported sale, assignment, transfer, pledge, hypothecation or other disposal of the Option, or the rights represented thereby, whether voluntary or involuntary, by operation of law or otherwise will vest in the assignee or transferee any interest or right herein whatsoever, but immediately upon such purported sale, assignment, transfer, pledge, hypothecation or other disposal of the Option will be forfeited by the Optionee and all of the Optionee’s rights to such Option shall immediately terminate without any payment or consideration from the Company. Upon the death of the Optionee, the Option may be exercised only by the executors or administrators of the Optionee’s estate or by any person or persons who shall have acquired such right to exercise by will or by the laws of descent and distribution.

9.       Manner of Exercise.

(a)       Election to Exercise. The Option is exercisable by delivery of an electronic or physical exercise notice, in the form attached hereto as Exhibit A or such other form as permitted by the Committee from time to time and communicated to the Optionee (the “Exercise Notice”), which shall state the election to exercise the Option, the number of Option Shares in respect of which the Option is being exercised (the “Exercised Shares”), and such other representations and agreements as may be required by the Committee pursuant to the provisions of the Plan.

(b)       Payment of Exercise Price. The entire Exercise Price of the Option shall be payable in full at the time of exercise in the manner designated by the Committee.

10.       Restrictive Covenants. Unless otherwise determined by the Committee in its sole discretion, by accepting the Option, the Optionee acknowledges that the Optionee is bound by the following restrictive covenants (the “Restrictive Covenants”):

(a)       Except to the extent (1) expressly authorized in writing by the Company or (2) required by law or any legal process, the Optionee shall not at any time during the Optionee’s Employment with the Company or any of its Affiliates or following the date the Optionee’s Employment terminates use, disseminate, disclose or divulge to any person or to any firm, corporation, association or other business entity, Confidential Information (as defined in Section 21 herein) or proprietary Trade Secrets (as defined in Section 21 herein) of the Company or any of its Affiliates;

(b)       The Optionee shall not at any time during the Optionee’s Employment with the Company or any of its Affiliates or following the date the Optionee’s Employment terminates make any derogatory, disparaging or negative statements, orally, written or otherwise, against the Company or any of its Affiliates or any of their respective directors, officers and employees;

(c)       During the Restricted Period (as defined in Section 21 herein), the Optionee shall not become employed in any capacity by, or become an officer, employee, director, agent, consultant, shareholder or partner of, or perform any services for, or otherwise hold an interest (other than the ownership of less than 5% of the stock or other equity interests of a publicly traded firm or corporation) in, any Competitor (as defined in Section 21 herein) of the Company or any of its Affiliates;

(d)       During the Restricted Period, the Optionee shall not directly or indirectly, on his or her own behalf or on behalf of any other person or entity, solicit or hire, attempt to solicit or hire, or assist any other person in soliciting or hiring any employee, agent or contractor of the Company or any of its Affiliates or induce any employee, agent or contractor of the Company or any of its Affiliates to terminate his or her or her Employment or cease doing business with the Company or any of its Affiliates for any reason whatsoever; and

(e)       During the Restricted Period, the Optionee shall not directly or indirectly, on his or her own behalf or on behalf of any other person or entity, including any Competitor of the Company or any of its Affiliates, (1) engage in any business transaction or relationship or perform any services in any material way competitive with the Company or any of its Affiliates with or for a client or prospective client of the Company or any of its Affiliates or (2) interfere with any business relationship between the Company or any of its Affiliates and any client or prospective client of the Company or any of its Affiliates or induce any client or prospective client to discontinue any business relationship with the Company or any of its Affiliates or to refrain from entering into a business relationship or transaction with the Company or any of its Affiliates.

The Restrictive Covenants are in addition to and do not supersede any rights the Company or any of its Affiliates may have in law or at equity or under any other agreement.

By accepting the Option, the Optionee shall further agree that it is impossible to measure in money the damages which will accrue to the Company or any of its Affiliates in the event the Optionee breaches the Restrictive Covenants. Therefore, if the Company or any of its Affiliates shall institute any action or proceeding to enforce the provisions hereof, the Optionee shall agree to waive the claim or defense that the Company or any of its Affiliates has an adequate remedy at law and the Optionee shall agree not to assert in any such action or proceeding the claim or defense that the Company or any of its Affiliates has an adequate remedy at law.

If at any time (including after a notice of exercise has been delivered) the Committee reasonably believes that the Optionee has breached any of the Restrictive Covenants described in Sections 10(a) through 10(e), the Committee may suspend the Optionee’s right to exercise any Option pending a good faith determination by the Committee of whether any such Restrictive Covenant has been breached. If the Committee determines in good faith that the Optionee has breached any such Restricted Covenants, the Optionee shall immediately forfeit any outstanding unvested Options and any vested but unexercised Options and shall repay to the Company, upon demand, any Exercised Shares. The Optionee shall also be required to repay to the Company, in cash and upon demand, any proceeds resulting from the sale or other disposition (including to the Company) of Exercised Shares.

The foregoing shall not prejudice the Company’s right to require the Optionee to account for and pay over to the Company on a pre-tax basis any profit obtained by the Optionee as a result of any transaction constituting a breach of the Restrictive Covenants.

11.       Taxes.

(a)       Liability for Tax-Related Items. Except to the extent prohibited by law, Optionee acknowledges that the Optionee is ultimately liable and responsible for any and all income taxes (including federal, state, local and other income taxes), social insurance, payroll taxes and other tax-related withholding (the “Tax-Related Items”) arising in connection with the Option, regardless of any action the Company takes with respect to such Tax-Related Items. The Optionee further acknowledges that the Company (i) does not make any representation or undertaking regarding the treatment of any Tax-Related Item in connection with any aspect of the Option, including the grant, vesting, and exercise of the Option, or the subsequent sale of the Exercised Shares and (ii) does not commit, and is under no obligation, to structure the terms of the Option or any aspect of the Option to reduce or eliminate the Optionee’s liability for Tax- Related Items or achieve any particular tax result.

(b)       Payment of Withholding Taxes. Notwithstanding any contrary provision of this Agreement, no Exercised Shares shall be issued, and no sales proceeds shall be delivered, unless and until satisfactory arrangements (as determined by the Committee) have been made by the Optionee with respect to the payment of any taxes which the Company determines must be withheld with respect to such Exercised Shares or such sales proceeds.

12.       Modification; Entire Agreement; Waiver. No change, modification or waiver of any provision of this Agreement which reduces the Optionee’s rights hereunder will be valid unless the same is agreed to in writing by the parties hereto. This Agreement, together with the Plan and the Exercise Notice, represent the entire agreement between the parties with respect to the Option. The failure of the Company to enforce at any time any provision of this Agreement will in no way be construed to be a waiver of such provision or of any other provision hereof. The Company reserves the right, however, to the extent that the Company deems necessary or advisable in its sole discretion, to unilaterally alter or modify the terms of the Option set forth in this Agreement in order to ensure that the Option qualifies for exemption from the requirements of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder (“Section 409A”); provided, however that the Company makes no representations that the Option will be exempt from the requirements of Section 409A.

13.       Policy Against Insider Trading. By accepting the Option, the Optionee acknowledges that the Optionee is bound by and shall comply with all the terms and conditions of the Company’s insider trading policy as may be in effect from time to time.

14.       Data Privacy Consent. The Optionee hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of the Optionee’s personal data as described in this Agreement and any other Option grant materials by the Company for the exclusive purpose of implementing, administering and managing the Optionee’s participation in the Plan. The Optionee understands that the Company may hold certain personal information about the Optionee, including, but not limited to, the Optionee’s name, home address and telephone number, work location and phone number, date of birth, social insurance number or other identification number, salary, nationality, job title, hire date, any shares of Common Stock or directorships held in the Company or any of its Affiliates, details of all awards or any other entitlement to shares awarded, cancelled, exercised, vested, unvested or outstanding in the Optionee’s favor, for the purpose of implementing, administering and managing the Plan (“Personal Data”). The Optionee understands that Personal Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, now or in the future, that these recipients may be located in the Optionee’s country or elsewhere, and that the recipient’s country may have different data privacy laws and protections than the Optionee’s country. The Optionee authorizes the recipients to receive, possess, use, retain and transfer the Personal Data, in electronic or other form, for the purposes of implementing, administering and managing the Optionee’s participation in the Plan. The Optionee understands that Personal Data will be held only as long as is necessary or appropriate to implement, administer and manage the Optionee’s participation in the Plan. Further, the Optionee understands that the Optionee is providing the consents herein on a purely voluntary basis.

15.       Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Optionee and the Optionee’s beneficiary, if applicable.

16.       Captions. Captions provided herein are for convenience only and shall not affect the scope, meaning, intent or interpretation of the provisions of this Agreement.

17.       Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall be severable and enforceable to the extent permitted by law.

18.       Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. Counterpart signature pages to this Agreement transmitted by facsimile transmission, by electronic mail in portable document format (.pdf), or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, will have the same effect as physical delivery of the paper document bearing an original signature.

19.       Governing Law. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York, without regard to the provisions governing conflict of laws.

20.       Acceptance. The Optionee hereby acknowledges receipt of a copy of the Plan and this Agreement. The Optionee has read and understands the terms and provisions thereof, and accepts the Option subject to all of the terms and conditions of the Plan and this Agreement. The Optionee hereby acknowledges that all decisions, determinations and interpretations of the Board, or a Committee thereof, in respect of the Plan, this Agreement and the Option shall be final and conclusive. The Optionee acknowledges that there may be adverse tax consequences upon exercise of the Option or disposition of the Exercise Shares and that the Optionee should consult a tax advisor prior to such exercise or disposition.

21.       Definitions. For purposes of this Agreement, the following terms shall have the meanings set forth below:

(A) “Cause”, unless otherwise provided in any effective written individual contract entered into between the Company and the Optionee, shall mean for purposes of this Agreement: (i) the Optionee’s failure to attempt in good faith to perform his lawful duties (other than as a result of Disability); (ii) the Optionee’s willful misconduct or gross negligence of a material nature in connection with the performance of his duties as an employee, which is or could reasonably be expected to be materially injurious to the Company, or any of its affiliates (whether financially, reputationally or otherwise); (iii) a breach by the Optionee of the Optionee’s fiduciary duty or duty of loyalty to the Company or its affiliates; (iv) the Optionee’s intentional and unauthorized removal, use or disclosure of the Company’s or any affiliate’s document (in any medium or form) relating to the Company or an affiliate, or the customers of the Company or an affiliate thereof and which is not pursuant to his lawful duties and may be injurious to the Company, its customers or their respective affiliates; (v) the willful performance by the Optionee of any act or acts of dishonesty in connection with or relating to the Company’s or its affiliates’ business, or the willful misappropriation (or willful attempted misappropriation) of any of the Company’s or any of its affiliates’ funds or property; (vi) the indictment of the Optionee for, or a plea of guilty or nolo contendere by the Optionee to, any felony or other serious crime involving moral turpitude; (vii) a material breach of any of the Optionee’s obligations under any agreement entered into between the Optionee and the Company or any of its affiliates that is material to either (A) the employment relationship between Company or any of its affiliates and the Optionee or (B) the relationship between the Company and the Optionee as investor or prospective investor in the Company; or (viii) a material breach of the Company’s policies or procedures, which breach causes or could reasonably be expected to cause material harm to the Company or its business reputation; provided that, with respect to the events in clauses (i), (ii), (iv) or (vii) herein, the Company shall have delivered written notice to the Optionee of its intention to terminate the Optionee’s employment for Cause, which notice specifies in reasonable detail the circumstances claimed to give rise to the Company’s right to terminate the Optionee’s employment for Cause and the Optionee shall not have cured such circumstances, to the extent such circumstances are reasonably susceptible to cure as determined by the Board in good faith, within thirty (30) days following the Company’s delivery of such notice.

(B) “Change in Control” has the meaning set forth in the Plan.

(C) “Competitor” shall mean any individual, corporation, partnership or other entity that engages in (or that owns a significant interest in any corporation, partnership or other entity that engages in) any business conducted by the Company or any of its Affiliates.

(D) “Confidential Information” shall mean all information regarding the Company or any of its Affiliates, any Company activity or the activity of any of its Affiliates, Company business or the business of any of its Affiliates, or Company customers or the customers of any of its Affiliates that is not generally known to persons not employed or retained (as employees or as independent contractors or agents) by the Company or any of its Affiliates, that is not generally disclosed by Company practice or authority to persons not employed by the Company or any of its Affiliates that does not rise to the level of a Trade Secret and that is the subject of reasonable efforts to keep it confidential, and shall include, to the extent such information is not a Trade Secret and to the extent material, but not be limited to product code, product concepts, production techniques, technical information regarding the Company’s or any of its Affiliates’ products or services, production processes and product/service development, operations techniques, product/service formulas, information concerning Company or any of its Affiliates’ techniques for use and integration of its website and other products/services, current and future development and expansion or contraction plans of the Company or any of its Affiliates, sale/acquisition plans and contacts, marketing plans and contacts, information concerning the legal affairs of the Company or any of its Affiliates and certain information concerning the strategy, tactics and financial affairs of the Company or any of its Affiliates; provided that Confidential Information shall not include information that has become generally available to the public, other than through a breach by such Optionee; and provided further that this definition shall not limit any definition of “confidential information” or any equivalent term under the Uniform Trade Secrets Act or any other state, local or federal law.

(E) “Date of Separation from Service” shall mean (i) if the separation from service occurs due to the Company’s Termination Without Cause of the Optionee, the date specified in the notice of termination given to the Optionee; or (ii) if the separation from service occurs due to the Optionee’s Resignation with Good Reason, the date of his separation from service specified in the notice thereof.

(F) “Disability” means, unless otherwise provided in any effective written individual contract entered into between the Company and the Optionee, (i) for any Optionee covered by a disability plan or policy sponsored or maintained by the Company, the definition of "disability" that would entitle the Optionee to benefits under the terms of such disability plan or policy and (ii) for any Optionee not covered by any such disability plan or policy, (a) the inability of the Optionee to engage in any substantial gainful activity or (b) the receipt by the Optionee of income replacement benefits for a period of not less than three (3) months under an accident and health plan covering employees of the Company, in each case by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months.

(G) “Restricted Period” shall mean (i) with respect to the provisions of Section 10(c) and Section 10(e) hereof, the period commencing on the date the Optionee’s Employment terminates and ending on the twelve (12) month anniversary thereof and (ii) with respect to the provisions of Section 10(d) hereof, the period commencing on the date the Optionee’s Employment terminates and ending on the eighteen (18) month anniversary thereof (or, in the case of either clause (i) or clause (ii), such shorter period governing relevant activities as may be explicitly set forth in any employment agreement between the Company and the Optionee).

(H) “Resignation For Good Reason” shall mean termination of Optionee of his employment with the Company for Good Reason. For purposes of this Agreement, the term “Good Reason” shall mean, when used in connection with the Optionee’s Separation from Service with the Company, unless the Optionee shall have consented in writing thereto, (i) a material diminution in the Executive’s base salary and target bonus percentage as of the date of this Agreement, (ii) a material reduction in his duties associated with his title as Vice President and his role as Chief Commercial Officer as of the date of this Agreement, or (iii) a relocation of the Company’s New York office (“New York Office”) to more than 50 miles from the current location or the Optionee’s current residence, or a reassignment of Executive’s place of work from the New York Office to another office located more than 50 miles from the current location or the Optionee’s current residence; provided, in each case, that within thirty (30) days following the initial occurrence of any of the events set forth herein, the Optionee shall have delivered written notice to the Company of his intention to terminate his employment for Good Reason, which notice specifies in reasonable detail the circumstances claimed to give rise to the Optionee’s right to terminate employment for Good Reason, the Company shall not have cured such circumstances within thirty (30) days following the Company’s receipt of such notice, and the Optionee’s Separation from Service with the Company shall have occurred within seventy (70) days following the initial occurrence of the applicable event.

(I) “Termination Without Cause” shall mean termination by the Company of the Optionee’s employment without Cause.

(J) “Trade Secrets” shall mean all secret, proprietary or confidential information regarding the Company (which shall mean and include all of the Company’s subsidiaries and all Affiliates and joint ventures connected by ownership to the Company at any time) or any Company activity that fits within the definition of “trade secrets” under the Uniform Trade Secrets Act or other applicable law, and shall include, but not be limited to, all source codes and object codes for the Company’s software and all website design information to the extent that such information fits within the Uniform Trade Secrets Act; provided that Trade Secrets shall not include information that has become generally available to the public, other than through a breach by such Optionee; and provided further that this definition shall not limit any definition of “trade secrets” or any equivalent term under the Uniform Trade Secrets Act or any other state, local or federal law.

*     *     *     *     *

IN WITNESS WHEREOF, the Company has caused this Agreement to be duly executed by its duly authorized officer and said Optionee has hereunto signed this Agreement on the Optionee’s own behalf, thereby representing that the Optionee has carefully read and understands this Agreement and the Plan as of the day and year first written above.

INTERNATIONAL SEAWAYS, INC.

By:  

Title:

Acknowledged and Accepted:

EXHIBIT A TO FORM OF STOCK OPTION GRANT

INTERNATIONAL SEAWAYS, INC.
MANAGEMENT INCENTIVE COMPENSATION PLAN
EXERCISE NOTICE

International Seaways, Inc.
[insert current address]

Attention: [_insert _]

1. Exercise of Option. Effective as of today _______________, ______, the undersigned (“Purchaser”) hereby elects to purchase ________________ shares of Common Stock (the“Shares”) under and pursuant to the stock option granted to Purchaser (the “Option”) pursuant to the International Seaways, Inc. Management Incentive Compensation Plan (the “Plan”) and the Stock Option Grant Agreement dated ______________, ______ (including any subsequent amendments, the “Agreement”). The purchase price for the Shares shall be $___________, as required by the Agreement.

2. Delivery of Payment. Purchaser herewith delivers to International Seaways, Inc. (the “Company”) the full purchase price for the Shares in cash.

3. Representations of Purchaser. Purchaser acknowledges that Purchaser has received, read and understood the Plan and the Agreement and agrees to abide by and be bound by their terms and conditions.

4. Rights as Shareholder. Until the issuance (as evidenced by the appropriate entry on the books of the Company or its transfer agents or registrars) of the Shares, the Purchaser shall not have any rights as a shareholder with respect to the Shares subject to the Option, notwithstanding the exercise of the Option. The Shares acquired upon exercise of the Option shall be issued to the Purchaser as soon as practicable after exercise of the Option.

5. Tax Consultation. Purchaser understands that Purchaser may suffer adverse tax consequences as a result of Purchaser's purchase or disposition of the Shares. Purchaser represents that Purchaser has consulted with any tax consultants Purchaser deems advisable in connection with the purchase or disposition of the Shares and that Purchaser is not relying on the Company for any tax advice.

Submitted by: PURCHASER	Accepted by: INTERNATIONAL SEAWAYS, INC.
	By:
Signature	Name:
	Title:

Print Name:	Date Received:
Address:

EX-10.2.2

Exhibit 10.2.2

FORM OF RESTRICTED STOCK UNIT GRANT AGREEMENT (ALTERNATE)

INTERNATIONAL SEAWAYS, INC.

MANAGEMENT INCENTIVE COMPENSATION PLAN

RESTRICTED STOCK UNIT GRANT AGREEMENT

THIS AGREEMENT, made as of [_______], [___] (the “Agreement”), by and between International Seaways, Inc. (the “Company”), and [______] (the “Grantee”).

WHEREAS, the Company has adopted the International Seaways, Inc. Management Incentive Compensation Plan (the “Plan”) to promote the interests of the Company and its shareholders by providing the employees and consultants of the Company with incentives and rewards to encourage them to continue in the service of the Company and with a proprietary interest in pursuing the long-term growth, profitability and financial success of the Company; and

WHEREAS, Section 7 of the Plan provides for the grant of Other Stock-Based Awards, including restricted stock units or “RSUs”, to Participants in the Plan.

NOW, THEREFORE, in consideration of the premises and the mutual covenants hereinafter set forth, the parties hereto hereby agree as follows:

1. Grant of RSUs. Pursuant to, and subject to, the terms and conditions set forth herein and in the Plan, as of the Grant Date the Company grants to the Grantee an award of [____] RSUs (collectively, the “RSUs”). Each RSU represents the right to receive one share of Common Stock subject to Section 4 below.

2. Grant Date; Vesting Commencement Date. The “Grant Date” of the RSUs hereby granted is [_______], [___]. The “Vesting Commencement Date” of the RSUs hereby granted is [____].

3. Incorporation of the Plan. All terms, conditions and restrictions of the Plan are incorporated herein and made part hereof as if stated herein. If there is any conflict between the terms and conditions of the Plan and this Agreement, the terms and conditions of the Plan shall govern. Unless otherwise indicated herein, all capitalized terms used herein shall have the meanings given to such terms in the Plan.

4. Vesting and Settlement.

(a) The RSUs shall vest as follows, provided that the Grantee remains continuously employed by the Company through each applicable vesting date:

a.       [One-third (1/3)]¹ of the RSUs shall vest and become exercisable on the first anniversary of the Vesting Commencement Date

b.       [One-third (1/3)] of the RSUs shall vest and become exercisable on the second anniversary of the Vesting Commencement Date

c.       [One-third (1/3)] of the RSUs shall vest and become exercisable on the third anniversary of the Vesting Commencement Date

(b) Settlement of the vested RSUs may be in either shares of Common Stock or cash, as determined by the Committee in its discretion, and shall occur as soon as practicable following the vesting date, but in no event later than March 15 of the calendar year following the year in which the vesting date occurs (such date, the “Settlement Date”).

 ¹ Assumes three-year vesting period – modify as needed if period differs.

5. Rights as Shareholder. If the RSUs are settled in shares of Common Stock, upon and following the Settlement Date and the entry of such settlement on the books of the Company or its transfer agents or registrars, the Grantee shall be the record owner of the shares of Common Stock and shall be entitled to all of the rights of a shareholder of the Company including the right to vote such shares of Common Stock and receive all dividends or other distributions paid with respect to such shares of Common Stock.

6. Forfeiture. Subject to the following two sentences, RSUs which have not become vested as of the date the Grantee’s Employment terminates shall immediately be forfeited on such date, and the Grantee shall have no further rights with respect thereto. Notwithstanding any other provision of this Agreement, RSUs granted to the Grantee and outstanding and to the extent not otherwise vested, shall be vested as of the Grantee’s Date of Separation from Service if such Date of Separation from Service occurs within the twelve months following a Change in Control and such separation from service occurs as a result of Termination Without Cause of the Grantee by the Company or Resignation for Good Reason by the Grantee (the “Accelerated Vesting”). The Accelerated Vesting shall be paid to the Grantee subject to the condition that the Grantee complies with the Restrictive Covenants set forth in Section 8 of this Agreement.

7. Restrictions. Subject to any exceptions set forth in this Agreement or the Plan, until such time as the RSUs are settled in accordance with Section 4, the RSUs or the rights represented thereby may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of. No purported sale, assignment, transfer, pledge, hypothecation or other disposal of the RSUs, or the rights represented thereby, whether voluntary or involuntary, by operation of law or otherwise will vest in the assignee or transferee any interest or right herein whatsoever, but immediately upon such purported sale, assignment, transfer, pledge, hypothecation or other disposal of the RSUs will be forfeited by the Grantee and all of the Grantee’s rights to such RSUs shall immediately terminate without any payment or consideration from the Company.

8. Restrictive Covenants. Unless otherwise determined by the Committee in its sole discretion, by accepting the RSUs, the Grantee acknowledges that the Grantee is bound by the following restrictive covenants (the “Restrictive Covenants”):

(a) Except to the extent (1) expressly authorized in writing by the Company or (2) required by law or any legal process, the Grantee shall not at any time during the Grantee’s Employment with the Company or any of its Affiliates or following the date the Grantee’s Employment terminates use, disseminate, disclose or divulge to any person or to any firm, corporation, association or other business entity, Confidential Information (as defined in Section 20 herein) or proprietary Trade Secrets (as defined in Section 20 herein) of the Company or any of its Affiliates;

(b) The Grantee shall not at any time during the Grantee’s Employment with the Company or any of its Affiliates or following the date the Grantee’s Employment terminates make any derogatory, disparaging or negative statements, orally, written or otherwise, against the Company or any of its Affiliates or any of their respective directors, officers and employees;

(c) During the Restricted Period (as defined in Section 20 herein), the Grantee shall not become employed in any capacity by, or become an officer, employee, director, agent, consultant, shareholder or partner of, or perform any services for, or otherwise hold an interest (other than the ownership of less than 5% of the stock or other equity interests of a publicly traded firm or corporation) in, any Competitor (as defined in Section 20 herein) of the Company or any of its Affiliates;

(d) During the Restricted Period, the Grantee shall not directly or indirectly, on his or her own behalf or on behalf of any other person or entity, solicit or hire, attempt to solicit or hire, or assist any other person in soliciting or hiring any employee, agent or contractor of the Company or any of its Affiliates or induce any employee, agent or contractor of the Company or any of its Affiliates to terminate his or her or her Employment or cease doing business with the Company or any of its Affiliates for any reason whatsoever; and

(e) During the Restricted Period, the Grantee shall not directly or indirectly, on his or her own behalf or on behalf of any other person or entity, including any Competitor of the Company or any of its Affiliates, (1) engage in any business transaction or relationship or perform any services in any material way competitive with the Company or any of its Affiliates with or for a client or prospective client of the Company or any of its Affiliates or (2) interfere with any business relationship between the Company or any of its Affiliates and any client or prospective client of the Company or any of its Affiliates or induce any client or prospective client to discontinue any business relationship with the Company or any of its Affiliates or to refrain from entering into a business relationship or transaction with the Company or any of its Affiliates.

The Restrictive Covenants are in addition to and do not supersede any rights the Company or any of its Affiliates may have in law or at equity or under any other agreement.

By accepting the RSUs, the Grantee shall further agree that it is impossible to measure in money the damages which will accrue to the Company or any of its Affiliates in the event the Grantee breaches the Restrictive Covenants. Therefore, if the Company or any of its Affiliates shall institute any action or proceeding to enforce the provisions hereof, the Grantee shall agree to waive the claim or defense that the Company or any of its Affiliates has an adequate remedy at law and the Grantee shall agree not to assert in any such action or proceeding the claim or defense that the Company or any of its Affiliates has an adequate remedy at law.

If at any time the Committee reasonably believes that the Grantee has breached any of the Restrictive Covenants described in Sections 8(a) through 8(e), the Committee may suspend the vesting of Grantee’s RSUs pending a good faith determination by the Committee of whether any such Restrictive Covenant has been breached, it being understood that such suspension shall not cause the settlement to be delayed beyond the last date that settlement may occur pursuant to Section 4(b) hereof. If the Committee determines in good faith that the Grantee has breached any such Restricted Covenants, the Grantee shall immediately forfeit any outstanding unvested RSUs and shall repay to the Company, upon demand, any Common Stock or cash issued upon the settlement of the Grantee’s RSUs if the vesting of such RSUs occurred during such breach. The Grantee shall also be required to repay to the Company, in cash and upon demand, any proceeds resulting from the sale or other disposition (including to the Company) of Common Stock issued upon settlement of the Grantee’s RSUs if the sale or disposition was effected at any time during such breach.

The foregoing shall not prejudice the Company’s right to require the Grantee to account for and pay over to the Company on a pre-tax basis any profit obtained by the Grantee as a result of any transaction constituting a breach of the Restrictive Covenants.

9. Taxes.

(a) Liability for Tax-Related Items. Except to the extent prohibited by law, the Grantee acknowledges that the Grantee is ultimately liable and responsible for any and all income taxes (including federal, state, local and other income taxes), social insurance, payroll taxes and other tax-related withholding (the “Tax-Related Items”) arising in connection with the RSUs, regardless of any action the Company takes with respect to such Tax-Related Items. The Grantee further acknowledges that the Company (i) does not make any representation or undertaking regarding the treatment of any Tax-Related Item in connection with any aspect of the RSUs, including the grant and vesting of the RSUs, or the subsequent sale of the shares of Common Stock and (ii) does not commit, and is under no obligation, to structure the terms of the RSUs or any aspect of the RSUs to reduce or eliminate the Grantee’s liability for Tax-Related Items or achieve any particular tax result.

(b) Payment of Withholding Taxes. Notwithstanding any contrary provision of this Agreement, no shares of Common Stock shall be issued unless and until satisfactory arrangements (as determined by the Committee) have been made by the Grantee with respect to the payment of any taxes which the Company determines must be withheld with respect to such shares of Common Stock.

10. Modification; Entire Agreement; Waiver. No change, modification or waiver of any provision of this Agreement which reduces the Grantee’s rights hereunder will be valid unless the same is agreed to in writing by the parties hereto. This Agreement, together with the Plan, represent the entire agreement between the parties with respect to the RSUs. The failure of the Company to enforce at any time any provision of this Agreement will in no way be construed to be a waiver of such provision or of any other provision hereof.

11. Policy Against Insider Trading. By accepting the RSUs, the Grantee acknowledges that the Grantee is bound by and shall comply with all the terms and conditions of the Company’s insider trading policy as may be in effect from time to time.

12. Data Privacy Consent. The Grantee hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of the Grantee’s personal data as described in this Agreement and any other RSU grant materials by the Company for the exclusive purpose of implementing, administering and managing the Grantee’s participation in the Plan. The Grantee understands that the Company may hold certain personal information about the Grantee, including, but not limited to, the Grantee’s name, home address and telephone number, work location and phone number, date of birth, social insurance number or other identification number, salary, nationality, job title, hire date, any shares of Common Stock or directorships held in the Company or any of its Affiliates, details of all awards or any other entitlement to shares awarded, cancelled, exercised, vested, unvested or outstanding in the Grantee’s favor, for the purpose of implementing, administering and managing the Plan (“Personal Data”). The Grantee understands that Personal Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, now or in the future, that these recipients may be located in the Grantee’s country or elsewhere, and that the recipient’s country may have different data privacy laws and protections than the Grantee’s country. The Grantee authorizes the recipients to receive, possess, use, retain and transfer the Personal Data, in electronic or other form, for the purposes of implementing, administering and managing the Grantee’s participation in the Plan. The Grantee understands that Personal Data will be held only as long as is necessary or appropriate to implement, administer and manage the Grantee’s participation in the Plan. Further, the Grantee understands that the Grantee is providing the consents herein on a purely voluntary basis.

13. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Grantee and the Grantee’s beneficiary, if applicable.

14. Captions. Captions provided herein are for convenience only and shall not affect the scope, meaning, intent or interpretation of the provisions of this Agreement.

15. Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall be severable and enforceable to the extent permitted by law.

16. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. Counterpart signature pages to this Agreement transmitted by facsimile transmission, by electronic mail in portable document format (.pdf), or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, will have the same effect as physical delivery of the paper document bearing an original signature.

17. Governing Law. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York, without regard to the provisions governing conflict of laws.

18. Acceptance. The Grantee hereby acknowledges receipt of a copy of the Plan and this Agreement. The Grantee has read and understands the terms and provisions thereof, and accepts the RSUs subject to all of the terms and conditions of the Plan and this Agreement. The Grantee hereby acknowledges that all decisions, determinations and interpretations of the Board, or a Committee thereof, in respect of the Plan, this Agreement and the RSUs shall be final and conclusive. The Grantee acknowledges that there may be adverse tax consequences upon disposition of the underlying shares and that the Grantee should consult a tax advisor prior to such disposition.

19. Section 409A. This Agreement is intended to comply with Section 409A of the Code or an exemption thereunder and shall be construed and interpreted in a manner that is consistent with the requirements for avoiding additional taxes or penalties under Section 409A of the Code. Notwithstanding the foregoing, the Company makes no representations that the payment and benefits provided under this Agreement comply with Section 409A of the Code and in no event shall the Company be liable for all or any portion of any taxes, penalties, interest or other expenses that may be incurred by the Grantee on account of non-compliance with Section 409A of the Code.

20. Definitions. For purposes of this Agreement, the following terms shall have the meanings set forth below:

(A)       “Cause”, unless otherwise provided in any effective written individual contract entered into between the Company and the Grantee, shall mean, for purposes of this Agreement: (i) the Grantee’s failure to attempt in good faith to perform his lawful duties (other than as a result of Disability); (ii) the Grantee’s willful misconduct or gross negligence of a material nature in connection with the performance of his duties as an employee, which is or could reasonably be expected to be materially injurious to the Company, or any of its affiliates (whether financially, reputationally or otherwise); (iii) a breach by the Grantee of the Grantee’s fiduciary duty or duty of loyalty to the Company or its affiliates; (iv) the Grantee’s intentional and unauthorized removal, use or disclosure of the Company’s or any affiliate’s document (in any medium or form) relating to the Company or an affiliate, or the customers of the Company or an affiliate thereof and which is not pursuant to his lawful duties and may be injurious to the Company, its customers or their respective affiliates; (v) the willful performance by the Grantee of any act or acts of dishonesty in connection with or relating to the Company’s or its affiliates’ business, or the willful misappropriation (or willful attempted misappropriation) of any of the Company’s or any of its affiliates’ funds or property; (vi) the indictment of the Grantee for, or a plea of guilty or nolo contendere by the Grantee to, any felony or other serious crime involving moral turpitude; (vii) a material breach of any of the Grantee’s obligations under any agreement entered into between the Grantee and the Company or any of its affiliates that is material to either (A) the employment relationship between Company or any of its affiliates and the Grantee or (B) the relationship between the Company and the Grantee as investor or prospective investor in the Company; or (viii) a material breach of the Company’s policies or procedures, which breach causes or could reasonably be expected to cause material harm to the Company or its business reputation; provided that, with respect to the events in clauses (i), (ii), (iv) or (vii) herein, the Company shall have delivered written notice to the Grantee of its intention to terminate the Grantee’s employment for Cause, which notice specifies in reasonable detail the circumstances claimed to give rise to the Company’s right to terminate the Grantee’s employment for Cause and the Grantee shall not have cured such circumstances, to the extent such circumstances are reasonably susceptible to cure as determined by the Board in good faith, within thirty (30) days following the Company’s delivery of such notice.

(B)       “Change in Control” shall have the meaning set forth in the Plan.

(C)       “Competitor” shall mean any individual, corporation, partnership or other entity that engages in (or that owns a significant interest in any corporation, partnership or other entity that engages in) any business conducted by the Company or any of its Affiliates.

(D)       “Confidential Information” shall mean all information regarding the Company or any of its Affiliates, any Company activity or the activity of any of its Affiliates, Company business or the business of any of its Affiliates, or Company customers or the customers of any of its Affiliates that is not generally known to persons not employed or retained (as employees or as independent contractors or agents) by the Company or any of its Affiliates, that is not generally disclosed by Company practice or authority to persons not employed by the Company or any of its Affiliates that does not rise to the level of a Trade Secret and that is the subject of reasonable efforts to keep it confidential, and shall include, to the extent such information is not a Trade Secret and to the extent material, but not be limited to product code, product concepts, production techniques, technical information regarding the Company’s or any of its Affiliates’ products or services, production processes and product/service development, operations techniques, product/service formulas, information concerning Company or any of its Affiliates’ techniques for use and integration of its website and other products/services, current and future development and expansion or contraction plans of the Company or any of its Affiliates, sale/acquisition plans and contacts, marketing plans and contacts, information concerning the legal affairs of the Company or any of its Affiliates and certain information concerning the strategy, tactics and financial affairs of the Company or any of its Affiliates; provided that Confidential Information shall not include information that has become generally available to the public, other than through a breach by such Grantee; and provided further that this definition shall not limit any definition of “confidential information” or any equivalent term under the Uniform Trade Secrets Act or any other state, local or federal law.

(E)       “Date of Separation from Service” shall mean (i) if the separation from service occurs due to the Company’s Termination Without Cause of the Grantee, the date specified in the notice of termination given to the Grantee; or (ii) if the separation from service occurs due to the Grantee’s Resignation For Good Reason, the date of his separation from service specified in the notice thereof.

(F)       “Disability” shall mean, unless otherwise provided in any effective written individual contract entered into between the Company and the Grantee, (i) for any Grantee covered by a long-term disability plan or policy sponsored or maintained by the Company, the definition of “disability” that would entitle the Grantee to benefits under the terms of such disability plan or policy and (ii) for any Grantee not covered by any such disability plan or policy, (a) the inability of the Grantee, due to physical or mental illness or incapacity, to perform the essential duties of his employment with reasonable accommodation for a continuous period of ninety (90) days or an aggregate of one hundred-eighty (180) days within a one-year period or (b) the receipt by the Grantee of income replacement benefits for a period of not less than three (3) months under an accident and health plan covering employees of the Company, in each case by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months.

(G)       “Restricted Period” shall mean (i) with respect to the provisions of Section 8(c) and Section 8(e) hereof, the period commencing on the date the Grantee’s Employment terminates and ending on the twelve (12) month anniversary thereof and (ii) with respect to the provisions of Section 8(d) hereof, the period commencing on the date the Grantee’s Employment terminates and ending on the eighteen (18) month anniversary thereof (or, in the case of either clause (i) or clause (ii), such shorter period governing relevant activities as may be explicitly set forth in any employment agreement between the Company and Grantee).

(H)       “Termination Without Cause” shall mean termination by the Company of the Grantee’s employment without Cause.

(I)       “Resignation For Good Reason” shall mean termination of Grantee of his employment with the Company for Good Reason. For purposes of this Agreement, the term “Good Reason” shall mean, when used in connection with the Grantee’s separation from service with the Company, unless the Grantee shall have consented in writing thereto, (i) a material diminution in the Executive’s base salary and target bonus percentage as of the date of this Agreement, (ii) a material reduction in his duties associated with his title as Vice President and his role as Chief Commercial Officer as of the date of this Agreement, or (iii) a relocation of the Company’s New York office (“New York Office”) to more than 50 miles from the current location or the Grantee’s current residence, or a reassignment of Executive’s place of work from the New York Office to another office located more than 50 miles from the current location or the Grantee’s current residence; provided, in each case, that within thirty (30) days following the initial occurrence of any of the events set forth herein, the Grantee shall have delivered written notice to the Company of his intention to terminate his employment for Good Reason, which notice specifies in reasonable detail the circumstances claimed to give rise to the Grantee’s right to terminate employment for Good Reason, the Company shall not have cured such circumstances within thirty (30) days following the Company’s receipt of such notice, and the Grantee’s Separation from Service with the Company shall have occurred within seventy (70) days following the initial occurrence of the applicable event.

(J)       “Trade Secrets” shall mean all secret, proprietary or confidential information regarding the Company (which shall mean and include all of the Company’s subsidiaries and all Affiliates and joint ventures connected by ownership to the Company at any time) or any Company activity that fits within the definition of “trade secrets” under the Uniform Trade Secrets Act or other applicable law, and shall include, but not be limited to, all source codes and object codes for the Company’s software and all website design information to the extent that such information fits within the Uniform Trade Secrets Act; provided that Trade Secrets shall not include information that has become generally available to the public, other than through a breach by such Grantee; and provided further that this definition shall not limit any definition of “trade secrets” or any equivalent term under the Uniform Trade Secrets Act or any other state, local or federal law.

IN WITNESS WHEREOF, the Company has caused this Agreement to be duly executed by its duly authorized officer and said Grantee has hereunto signed this Agreement on the Grantee’s own behalf, thereby representing that the Grantee has carefully read and understands this Agreement and the Plan as of the day and year first written above.

INTERNATIONAL SEAWAYS, INC.

By:  

Title:

Acknowledged and Accepted:

EX-10.2.3

Exhibit 10.2.3

FORM OF PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT (ALTERNATE)

INTERNATIONAL SEAWAYS, INC.

MANAGEMENT INCENTIVE COMPENSATION PLAN

PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT

THIS AGREEMENT, made as of [_____], [___] (the “Agreement”), by and between International Seaways, Inc. (the “Company”), and [_______] (the “Grantee”).

WHEREAS, the Company has adopted the International Seaways, Inc. Management Incentive Compensation Plan (the “Plan”) to promote the interests of the Company and its shareholders by providing the employees and consultants of the Company with incentives and rewards to encourage them to continue in the service of the Company and with a proprietary interest in pursuing the long-term growth, profitability and financial success of the Company; and

WHEREAS, Section 7 of the Plan provides for the grant of Other Stock-Based Awards, including restricted stock units or “RSUs”, to Participants in the Plan.

NOW, THEREFORE, in consideration of the premises and the mutual covenants hereinafter set forth, the parties hereto hereby agree as follows:

1.Grant of RSUs. Pursuant to, and subject to, the terms and conditions set forth herein and in the Plan, as of the Grant Date the Company grants to the Grantee an award of performance-based RSUs (collectively, the “RSUs”) in a number equal to a target of [____] (the “Target RSUs”) and a maximum of 4,326, with the actual number of RSUs to be determined based upon achievement of performance criteria as described in Sections 4(a) and 4(c) below. Each RSU represents the right to receive one share of Common Stock subject to Section 4 below.

2.Grant Date; Vesting Commencement Date. The “Grant Date” of the RSUs hereby granted is [_____], [___]. The “Vesting Commencement Date” of the RSUs hereby granted is [_______].

3.Incorporation of the Plan. All terms, conditions and restrictions of the Plan are incorporated herein and made part hereof as if stated herein. If there is any conflict between the terms and conditions of the Plan and this Agreement, the terms and conditions of the Plan shall govern. Unless otherwise indicated herein, all capitalized terms used herein shall have the meanings given to such terms in the Plan.

4.Vesting and Settlement.

(a)The RSUs shall vest as follows, provided that the Grantee remains continuously employed by the Company through each applicable vesting date. [Exhibit A sets out in detail the Company’s performance metrics and targets for these RSUs, which are as follows:

a. [One-third (⅓)]¹ of the Target RSUs shall vest on [________], [____], subject to [describe metric], and as certified by the Committee and subject to increase or decrease as set forth in Section 4(c).

b. [One-third (⅓)] of the Target RSUs shall vest on [________], [____], subject to [describe metric], and as certified by the Committee on and subject to increase or decrease as set forth in Section 4(c).

c. [One-third (⅓)] of the Target RSUs [________], [____], subject to [describe metric], and as certified by the Committee and subject to increase or decrease as set forth in Section 4(c).]²

¹ Note to draft: Assumes three-year vesting period – modify as needed if period differs.

² Note to draft: If these metrics are not determined as of the initial grant date, or are permitted to be revised during the performance period, state that “It is understood that the Company reserves the right to choose different performance measures and/or targets on or before March 31 of [subsequent performance periods] with respect to RSUs that may vest in respect of such year, in its sole discretion.” Other changes may be required. Legal and Finance should be consulted before any such modification is made.

(b)Settlement of the vested RSUs may be in either shares of Common Stock or cash, as determined by the Committee in its discretion, and shall occur as soon as practicable following the Committee’s certification of the achievement of the applicable performance measures and targets, but in no event later than March 15, [___] (such date, the “Settlement Date”). Each tranche of RSUs vests separately according to its performance metric.³

(c)The number of Target RSUs shall (unless stated to the contrary therein) be subject to an increase or decrease depending on performance against the applicable performance measures and targets using the performance factor percentage set forth in Exhibit A.

5.Rights as Shareholder. If the RSUs are settled in shares of Common Stock, upon and following the Settlement Date and the entry of such settlement on the books of the Company or its transfer agents or registrars, the Grantee shall be the record owner of the shares of Common Stock and shall be entitled to all of the rights of a shareholder of the Company including the right to vote such shares of Common Stock and receive all dividends or other distributions paid with respect to such shares of Common Stock

6.Forfeiture. RSUs which have not become vested as of the date the Grantee’s Employment terminates shall immediately be forfeited on such date, and the Grantee shall have no further rights with respect thereto.

7.Restrictions. Subject to any exceptions set forth in this Agreement or the Plan, until such time as the RSUs are settled in accordance with Section 4, the RSUs or the rights represented thereby may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of. No purported sale, assignment, transfer, pledge, hypothecation or other disposal of the RSUs, or the rights represented thereby, whether voluntary or involuntary, by operation of law or otherwise will vest in the assignee or transferee any interest or right herein whatsoever, but immediately upon such purported sale, assignment, transfer, pledge, hypothecation or other disposal of the RSUs will be forfeited by the Grantee and all of the Grantee’s rights to such RSUs shall immediately terminate without any payment or consideration from the Company.

8.Restrictive Covenants. Unless otherwise determined by the Committee in its sole discretion, by accepting the RSUs, the Grantee acknowledges that the Grantee is bound by the following restrictive covenants (the “Restrictive Covenants”):

(a)Except to the extent (1) expressly authorized in writing by the Company or (2) required by law or any legal process, the Grantee shall not at any time during the Grantee’s Employment with the Company or any of its Affiliates or following the date the Grantee’s Employment terminates use, disseminate, disclose or divulge to any person or to any firm, corporation, association or other business entity, Confidential Information (as defined in Section 20 herein) or proprietary Trade Secrets (as defined in Section 20 herein) of the Company or any of its Affiliates;

(b)The Grantee shall not at any time during the Grantee’s Employment with the Company or any of its Affiliates or following the date the Grantee’s Employment terminates make any derogatory, disparaging or negative statements, orally, written or otherwise, against the Company or any of its Affiliates or any of their respective directors, officers and employees;

(c)During the Restricted Period (as defined in Section 20 herein), the Grantee shall not (i) become employed in any capacity by, or become an officer, employee, director, agent, consultant, shareholder or partner of, or perform any services for, or otherwise hold an interest (other than the ownership of less than 5% of the stock or other equity interests of a publicly traded firm or corporation) in, any Competitor (as defined in Section 20 herein) of the Company or any of its Affiliates;

³ Note to draft: If grant vests over time rather than cliff vesting, consider whether to add the following: “For the avoidance of doubt, once a portion of the RSUs has vested with respect to each of the [performance period], the settlement of such RSUs shall not be subject to any further vesting conditions.” Other changes may be required. Legal and Finance should be consulted before any such modification is made.

(d)During the Restricted Period, the Grantee shall not directly or indirectly, on his or her own behalf or on behalf of any other person or entity, solicit or hire, attempt to solicit or hire, or assist any other person in soliciting or hiring any employee, agent or contractor of the Company or any of its Affiliates or induce any employee, agent or contractor of the Company or any of its Affiliates to terminate his or her or her Employment or cease doing business with the Company or any of its Affiliates for any reason whatsoever; and

(e)During the Restricted Period, the Grantee shall not directly or indirectly, on his or her own behalf or on behalf of any other person or entity, including any Competitor of the Company or any of its Affiliates, (1) engage in any business transaction or relationship or perform any service sin any material way competitive with the Company or any of its Affiliates with or for a client or prospective client of the company or any of its Affiliates or (2) interfere with any business relationship between the Company or any of its Affiliates and any client or prospective client of the Company or any of its Affiliates or induce any client or prospective client to discontinue any business relationship with the Company or any of its Affiliates or to refrain from entering into a business relationship or transaction with the Company or any of its Affiliates.

The Restrictive Covenants are in addition to and do not supersede any rights the Company or any of its Affiliates may have in law or at equity or under any other agreement.

By accepting the RSUs, the Grantee shall further agree that it is impossible to measure in money the damages which will accrue to the Company or any of its Affiliates in the event the Grantee breaches the Restrictive Covenants. Therefore, if the Company or any of its Affiliates shall institute any action or proceeding to enforce the provisions hereof, the Grantee shall agree to waive the claim or defense that the Company or any of its Affiliates has an adequate remedy at law and the Grantee shall agree not to assert in any such action or proceeding the claim or defense that the Company or any of its Affiliates has an adequate remedy at law.

If at any time the Committee reasonably believes that the Grantee has breached any of the Restrictive Covenants described in Sections 8(a) through 8(e), the Committee may suspend the vesting of Grantee’s RSUs pending a good faith determination by the Committee of whether any such Restrictive Covenant has been breached, it being understood that such suspension shall not cause the settlement to be delayed beyond the last date that settlement may occur pursuant to Section 4(b) hereof. If the Committee determines in good faith that the Grantee has breached any such Restricted Covenants, the Grantee shall immediately forfeit any outstanding unvested RSUs and shall repay to the Company, upon demand, any Common Stock or cash issued upon the settlement of the Grantee’s RSUs if the vesting of such RSUs occurred during such breach. The Grantee shall also be required to repay to the Company, in cash and upon demand, any proceeds resulting from the sale or other disposition (including to the Company) of Common Stock issued upon settlement of the Grantee’s RSUs if the sale or disposition was effected at any time during such breach.

The foregoing shall not prejudice the Company’s right to require the Grantee to account for and pay over to the Company on a pre-tax basis any profit obtained by the Grantee as a result of any transaction constituting a breach of the Restrictive Covenants.

9. Taxes.

(a)Liability for Tax-Related Items. Except to the extent prohibited by law, the Grantee acknowledges that the Grantee is ultimately liable and responsible for any and all income taxes (including federal, state, local and other income taxes), social insurance, payroll taxes and other tax-related withholding (the “Tax-Related Items”) arising in connection with the RSUs, regardless of any action the Company takes with respect to such Tax-Related Items. The Grantee further acknowledges that the Company (i) does not make any representation or undertaking regarding the treatment of any Tax-Related Item in connection with any aspect of the RSUs, including the grant and vesting of the RSUs, or the subsequent sale of the shares of Common Stock and (ii) does not commit, and is under no obligation, to structure the terms of the RSUs or any aspect of the RSUs to reduce or eliminate the Grantee’s liability for Tax-Related Items or achieve any particular tax result.

(b)Payment of Withholding Taxes. Notwithstanding any contrary provision of this Agreement, no shares of Common Stock shall be issued unless and until satisfactory arrangements (as determined by the Committee) have been made by the Grantee with respect to the payment of any taxes which the Company determines must be withheld with respect to such shares of Common Stock.

10.Modification; Entire Agreement; Waiver. No change, modification or waiver of any provision of this Agreement which reduces the Grantee’s rights hereunder will be valid unless the same is agreed to in writing by the parties hereto. This Agreement, together with the Plan, represent the entire agreement between the parties with respect to the RSUs. The failure of the Company to enforce at any time any provision of this Agreement will in no way be construed to be a waiver of such provision or of any other provision hereof.

11.Policy Against Insider Trading. By accepting the RSUs, the Grantee acknowledges that the Grantee is bound by and shall comply with all the terms and conditions of the Company’s insider trading policy as may be in effect from time to time.

12.Data Privacy Consent. The Grantee hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of the Grantee’s personal data as described in this Agreement and any other RSU grant materials by the Company for the exclusive purpose of implementing, administering and managing the Grantee’s participation in the Plan. The Grantee understands that the Company may hold certain personal information about the Grantee, including, but not limited to, the Grantee’s name, home address and telephone number, work location and phone number, date of birth, social insurance number or other identification number, salary, nationality, job title, hire date, any shares of Common Stock or directorships held in the Company or any of its Affiliates, details of all awards or any other entitlement to shares awarded, cancelled, exercised, vested, unvested or outstanding in the Grantee’s favor, for the purpose of implementing, administering and managing the Plan (“Personal Data”). The Grantee understands that Personal Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, now or in the future, that these recipients may be located in the Grantee’s country or elsewhere, and that the recipient’s country may have different data privacy laws and protections than the Grantee’s country. The Grantee authorizes the recipients to receive, possess, use, retain and transfer the Personal Data, in electronic or other form, for the purposes of implementing, administering and managing the Grantee’s participation in the Plan. The Grantee understands that Personal Data will be held only as long as is necessary or appropriate to implement, administer and manage the Grantee’s participation in the Plan. Further, the Grantee understands that the Grantee is providing the consents herein on a purely voluntary basis.

13.Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this Agreement will be binding upon the Grantee and the Grantee’s beneficiary, if applicable.

14.Captions. Captions provided herein are for convenience only and shall not affect the scope, meaning, intent or interpretation of the provisions of this Agreement.

15.Severability. The invalidity or unenforceability of any provision of the Plan or this Agreement shall not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement shall be severable and enforceable to the extent permitted by law.

16.Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. Counterpart signature pages to this Agreement transmitted by facsimile transmission, by electronic mail in portable document format (.pdf), or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, will have the same effect as physical delivery of the paper document bearing an original signature.

17.Governing Law. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York, without regard to the provisions governing conflict of laws.

18.Acceptance. The Grantee hereby acknowledges receipt of a copy of the Plan and this Agreement. The Grantee has read and understands the terms and provisions thereof, and accepts the RSUs subject to all of the terms and conditions of the Plan and this Agreement. The Grantee hereby acknowledges that all decisions, determinations and interpretations of the Board, or a Committee thereof, in respect of the Plan, this Agreement and the RSUs shall be final and conclusive. The Grantee acknowledges that there may be adverse tax consequences upon disposition of the underlying shares and that the Grantee should consult a tax advisor prior to such disposition.

19.Section 409A. This Agreement is intended to comply with Section 409A of the Code or an exemption thereunder and shall be construed and interpreted in a manner that is consistent with the requirements for avoiding additional taxes or penalties under Section 409A of the Code. Notwithstanding the foregoing, the Company makes no representations that the payment and benefits provided under this Agreement comply with Section 409A of the Code and in no event shall the Company be liable for all or any portion of any taxes, penalties, interest or other expenses that may be incurred by the Grantee on account of non-compliance with Section 409A of the Code.

20.Definitions. For purposes of this Agreement, the following terms shall have the meanings set forth below:

(A) “Competitor” shall mean any individual, corporation, partnership or other entity that engages in (or that owns a significant interest in any corporation, partnership or other entity that engages in) any business conducted by the Company or any of its Affiliates.

(B) “Confidential Information” shall mean all information regarding the Company or any of its Affiliates, any Company activity or the activity of any of its Affiliates, Company business or the business of any of its Affiliates, or Company customers or the customers of any of its Affiliates that is not generally known to persons not employed or retained (as employees or as independent contractors or agents) by the Company or any of its Affiliates, that is not generally disclosed by Company practice or authority to persons not employed by the Company or any of its Affiliates that does not rise to the level of a Trade Secret and that is the subject of reasonable efforts to keep it confidential, and shall include, to the extent such information is not a Trade Secret and to the extent material, but not be limited to product code, product concepts, production techniques, technical information regarding the Company’s or any of its Affiliates’ products or services, production processes and product/service development, operations techniques, product/service formulas, information concerning Company or any of its Affiliates’ techniques for use and integration of its website and other products/services, current and future development and expansion or contraction plans of the Company or any of its Affiliates, sale/acquisition plans and contacts, marketing plans and contacts, information concerning the legal affairs of the Company or any of its Affiliates and certain information concerning the strategy, tactics and financial affairs of the Company or any of its Affiliates; provided that Confidential Information shall not include information that has become generally available to the public, other than through a breach by such Grantee; and provided further that this definition shall not limit any definition of “confidential information” or any equivalent term under the Uniform Trade Secrets Act or any other state, local or federal law.

(C) “Restricted Period” shall mean (i) with respect to the provisions of Section 8(c) and Section 8(e) hereof, the period commencing on the date the Grantee’s Employment terminates and ending on the twelve (12) month anniversary thereof and (ii) with respect to the provisions of Section 8(d) hereof, the period commencing on the date the Grantee’s Employment terminates and ending on the eighteen (18) month anniversary thereof (or, in the case of either clause (i) or clause (ii), such shorter period governing relevant activities as may be explicitly set forth in any employment agreement between the Company and the Grantee).

(D) “Trade Secrets” shall mean all secret, proprietary or confidential information regarding the Company (which shall mean and include all of the Company’s subsidiaries and all Affiliates and joint ventures connected by ownership to the Company at any time) or any Company activity that fits within the definition of “trade secrets” under the Uniform Trade Secrets Act or other applicable law, and shall include, but not be limited to, all source codes and object codes for the Company’s software and all website design information to the extent that such information fits within the Uniform Trade Secrets Act; provided that Trade Secrets shall not include information that has become generally available to the public, other than through a breach by such Grantee; and provided further that this definition shall not limit any definition of “trade secrets” or any equivalent term under the Uniform Trade Secrets Act or any other state, local or federal law.

IN WITNESS WHEREOF, the Company has caused this Agreement to be duly executed by its duly authorized officer and said Grantee has hereunto signed this Agreement on the Grantee’s own behalf, thereby representing that the Grantee has carefully read and understands this Agreement and the Plan as of the day and year first written above.

INTERNATIONAL SEAWAYS, INC.

By:  

Title:

Acknowledged and Accepted:

EXHIBIT A - Summary of Performance Metrics for Performance RSUs

EX-10.3

Exhibit 10.3

Amendment No. 4 to Lois K. Zabrocky’s Employment Agreement

This Amendment No. 4 (the “Amendment”), dated as of April 4, 2018 (the “Effective Date”), is between International Seaways, Inc. (the “Company”) and Lois K. Zabrocky (the “Executive”).

WHEREAS, Overseas Shipholding Group, Inc. (“OSG”) and the Executive previously entered into an employment agreement, dated September 29, 2014 and as amended as of March 30, 2016, August 3, 2016 and November 7, 2016 (the “Employment Agreement”).

WHEREAS, the Employment Agreement was assigned to the Company on November 30, 2016 in connection with the spin-off of the Company from OSG (the “Assignment”).

WHEREAS, pursuant to Section 13(g) of the Employment Agreement, following the Assignment, references to “the Company” in the Employment Agreement constitute a reference to the Company (rather than to OSG).

WHEREAS, the Company and the Executive wish to amend the Employment Agreement in accordance with Section 13(c) thereof.

NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, conditioned and effective upon the occurrence of the Closing and the Assignment, the parties agree as follows:

1. Section 3(a) is hereby amended by replacing “$525,000” with “$600,000”.

2. Except as provided herein, the terms and conditions of the Employment Agreement shall remain in full force and effect and shall be binding on INSW in the same manner and to the same extent as on the Company if no assignment to INSW had taken place.

3. This Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be an original, but all of which shall constitute one and the same instrument.

[Signature Page Follows]

IN WITNESS WHEREOF, the parties have executed this Amendment to the Employment Agreement as of the date first written above.

Lois K. Zabrocky

/s/ Lois K. Zabrocky

International Seaways, Inc.

/s/ Douglas Wheat

Name:

Chairman of the Board

Title:

Signature Page to Amendment No. 4

2

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULE 13a-14(a) AND 15d-14(a), AS AMENDED

I, Lois K. Zabrocky, certify that:

1. I have reviewed this quarterly report on Form 10-Q of International Seaways, Inc.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of Registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date:  May 7, 2018	/s/ Lois K. Zabrocky
	Lois K. Zabrocky
	Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULE 13a-14(a) AND 15d-14(a), AS AMENDED

I, Jeffrey D. Pribor, certify that:

1. I have reviewed this quarterly report on Form 10-Q of International Seaways, Inc.

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the Registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of Registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date:  May 7, 2018	/s/ Jeffrey D. Pribor
	Jeffrey D. Pribor
	Chief Financial Officer

EX-32

Exhibit 32

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

AND CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT 0F 2002

Each of the undersigned, the Chief Executive Officer and the Chief Financial Officer of International Seaways, Inc. (the “Company”), hereby certifies, to the best of her/his knowledge and belief, that the Form 10-Q of the Company for the quarterly period ended March 31, 2018 (the “Periodic Report”) accompanying this certification fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)) and that the information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company. This certification is provided solely for purposes of complying with the provisions of Section 906 of the Sarbanes-Oxley Act and is not intended to be used for any other purpose.

Date:  May 7, 2018	/s/ Lois K. Zabrocky
	Lois K. Zabrocky
	Chief Executive Officer
Date:  May 7, 2018	/s/ Jeffrey D. Pribor
	Jeffrey D. Pribor
	Chief Financial Officer

XML

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 04, 2018
Document And Entity Information [Abstract]
Entity Registrant Name	International Seaways, Inc.
Entity Central Index Key	0001679049
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		29,135,725
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2018
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2018

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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Current Assets:
Cash and cash equivalents	$ 53,472	$ 60,027
Voyage receivables, including unbilled of $49,578 and $54,701	50,696	58,187
Other receivables	2,621	4,411
Inventories	3,977	3,270
Prepaid expenses and other current assets	9,781	5,897
Total Current Assets	120,547	131,792
Restricted cash - non current	37,714	10,579
Vessels and other property, less accumulated depreciation of $309,859 and $307,010	1,019,049	1,104,727
Deferred drydock expenditures, net	26,014	30,528
Vessel held for sale, net	17,940	5,108
Total Vessels, Deferred Drydock and Other Property	1,063,003	1,140,363
Investments in and advances to affiliated companies	384,024	378,894
Other assets	7,184	2,856
Total Assets	1,612,472	1,664,484
Current Liabilities:
Accounts payable, accrued expenses and other current liabilities	24,707	22,805
Payable to OSG	34	367
Current installments of long-term debt	20,625	24,063
Total Current Liabilities	45,366	47,235
Long-term debt	500,643	528,874
Other liabilities	2,821	2,721
Total Liabilities	548,830	578,830
Commitments and contingencies
Equity:
Capital - 100,000,000 no par value shares authorized; 29,123,331 and 29,089,865 shares issued and outstanding	1,306,869	1,306,606
Accumulated deficit	(209,861)	(180,545)
Stockholders Equity Subtotal	1,097,008	1,126,061
Accumulated other comprehensive loss	(33,366)	(40,407)
Total Equity	1,063,642	1,085,654
Total Liabilities and Equity	$ 1,612,472	$ 1,664,484

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
CONSOLIDATED BALANCE SHEETS [Abstract]
Unbilled contracts receivable (in dollars)	$ 49,578	$ 54,701
Vessels and other property, accumulated depreciation	$ 309,859	$ 307,010
Common stock, shares authorized	100,000,000	100,000,000
Common stock, no par value	$ 0	$ 0
Common stock, shares, issued	29,123,331	29,089,865
Common stock, shares, outstanding	29,123,331	29,089,865

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Shipping Revenues:
Pool revenues, includeing $12,769 and $5,714 from companies accounted for by the equity method	$ 35,514	$ 49,773
Time and bareboat charter revenues	7,913	17,350
Voyage charter revenues	8,551	21,627
Shipping revenues	51,978	88,750
Operating Expenses:
Voyage expenses	3,177	4,618
Vessel expenses	36,658	33,728
Charter hire expenses	8,623	11,351
Depreciation and amortization	17,624	18,616
General and administrative	6,029	6,274
Separation and transition costs		735
Loss on disposal of vessels and other property	6,573
Total operating expenses	78,684	75,322
(Loss)/income from vessel operations	(26,706)	13,428
Equity in income of affiliated companies	8,340	13,606
Operating (loss)/income	(18,366)	27,034
Other income	679	204
(Loss)/income before interest expense and income taxes	(17,687)	27,238
Interest expense	(11,621)	(9,167)
(Loss)/income before income taxes	(29,308)	18,071
Income tax provision	(8)	(4)
Net (loss)/income	$ (29,316)	$ 18,067
Weighted Average Number of Common Shares Outstanding:
Basic	29,106,180	29,180,255
Diluted	29,106,180	29,195,544
Per Share Amounts:
Basic and diluted net (loss)/income per share	$ (1.01)	$ 0.62

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Pool revenues, received from companies accounted for by the equity method	$ 12,769	$ 5,714

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract]
Net (Loss)/Income	$ (29,316)	$ 18,067
Other Comprehensive (Loss)/Income, net of tax:
Net change in unrealized losses on cash flow hedges	7,470	3,318
Defined benefit pension and other postretirement benefit plans:
Net change in unrecognized prior service costs	(41)	(18)
Net change in unrecognized actuarial losses	(388)	(179)
Other Comprehensive Income, net of tax	7,041	3,121
Comprehensive (Loss)/Income	$ (22,275)	$ 21,188

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash Flows from Operating Activities:
Net (Loss)/Income	$ (29,316)	$ 18,067
Items included in net income not affecting cash flows:
Depreciation and amortization	17,624	18,616
Amortization of debt discount and other deferred financing costs	1,250	1,979
Stock compensation, non-cash	629	740
Undistributed earnings of affiliated companies	(8,425)	(13,436)
Other - net		131
Items included in net income related to investing and financing activities:
Loss on disposal of vessels and other property	6,573
Cash distributions from affiliated companies	6,212
Payments for drydocking	(1,249)	(7,026)
Vessel operations insurance claims proceeds	1,061	5
Changes in operating assets and liabilities:
Decrease (increase) in receivables	7,489	(457)
Decrease in payable to OSG	(333)	(628)
Decrease in deferred revenue	(918)	(1,892)
Net change in inventories, prepaid expenses and other current assets and accounts payable, accrued expense, and other current and long-term liabilities	(5,051)	(4,826)
Net cash (used in)/provided by operating activities	(4,454)	11,273
Cash Flows from Investing Activities:
Expenditures for vessels and vessel improvements	(1,911)	(397)
Proceeds from disposal of vessels and other property	57,430
Expenditures for other property	(126)	(26)
Investments in and advances to affiliated companies	869	(74)
Repayments of advances from joint venture investees	2,488
Net cash (used in)/provided by investing activities	58,750	(497)
Cash Flows from Financing Activities:
Payments on debt	(33,438)	(1,546)
Cash paid to tax authority upon vesting of stock-based compensation	(278)	(164)
Net cash used in financing activities	(33,716)	(1,710)
Net increase in cash, cash equivalents and restricted cash	20,580	9,066
Cash, cash equivalents and restricted cash at beginning of year	70,606	92,001
Cash, cash equivalents and restricted cash at end of period	$ 91,186	$ 101,067

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CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands	Common Stock [Member] Restricted Stock [Member]	Common Stock [Member] Restricted Stock Units (RSUs) [Member]	Common Stock [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Loss [Member]	Restricted Stock [Member]	Restricted Stock Units (RSUs) [Member]	Total
Balance, beginning at Dec. 31, 2016			$ 1,306,236	$ (74,457)	$ (52,267)			$ 1,179,512
Net (Loss)/Income				18,067				18,067
Other comprehensive income					3,121			3,121
Forfeitures of vested restricted stock awards			(227)					(227)
Compensation relating to stock option awards			175					175
Compensation relating to restricted stock units or restricted stock awards	$ 226	$ 339				$ 226	$ 339
Balance, ending at Mar. 31, 2017			1,306,749	(56,390)	(49,146)			1,201,213
Balance, beginning at Dec. 31, 2017			1,306,606	(180,545)	(40,407)			1,085,654
Net (Loss)/Income				(29,316)				(29,316)
Other comprehensive income					7,041			7,041
Forfeitures of vested restricted stock awards			(366)					(366)
Compensation relating to stock option awards			183					183
Compensation relating to restricted stock units or restricted stock awards	$ 192	$ 254				$ 192	$ 254
Balance, ending at Mar. 31, 2018			$ 1,306,869	$ (209,861)	$ (33,366)			$ 1,063,642

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Basis of Presentation

3 Months Ended

Mar. 31, 2018

Basis of Presentation [Abstract]

Basis of Presentation

Note 1 — Basis of Presentation:

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of International Seaways, Inc. (“INSW”), a Marshall Islands corporation, and its wholly owned subsidiaries. The Company owns and operates a fleet of 53 oceangoing vessels, including eight vessels that have been chartered-in under operating leases and six vessels in which the Company has interests through its joint ventures, engaged primarily in the transportation of crude oil and refined petroleum products in the International Flag trade through its wholly owned subsidiaries. Subsequent to March 31, 2018, the Company delivered a 2000-built VLCC and a 2004-built MR to buyers and entered into an agreement to sell a 2001-built Aframax, which is expected to be delivered to buyers during the second quarter of 2018, (see Note 5, “Vessels”). Also, in conjunction with the signing of a stock purchase agreement (the “SPA”) to acquire the holding companies for six VLCCs from Euronav and subject to certain financing and other conditions, the Company expects to take delivery of the six VLCCs and to deliver a 2003-built ULCC to Euronavduring the second quarter of 2018, (see Note 17, “Subsequent Events”).Unless the context indicates otherwise, references to “INSW”, the “Company”, “we”, “us” or “our”, refer to International Seaways, Inc. and its subsidiaries.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and notes required by generally accepted accounting principles in the United States. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the results have been included. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018.

The condensed consolidated balance sheet as of December 31, 2017 has been derived from the audited financial statements at that date but does not include all of the information and notes required by generally accepted accounting principles in the United States for complete financial statements. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.

All intercompany balances and transactions within INSW have been eliminated. Investments in 50% or less owned affiliated companies, in which INSW exercises significant influence, are accounted for by the equity method.

Certain prior year amounts have been reclassified to conform to the current year presentation as described in Note 2, “Significant Accounting Policies.”

Dollar amounts, except per share amounts are in thousands.

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Significant Accounting Policies

3 Months Ended

Mar. 31, 2018

Significant Accounting Policies [Abstract]

Significant Accounting Policies

Note 2 — Significant Accounting Policies:

Cash, cash equivalentsand Restricted cash— Interest-bearing deposits that are highly liquid investments and have a maturity of three months or less when purchased are included in cash and cash equivalents. Restricted cash of $37,714 and $10,579 as of March 31, 2018 and December 31, 2017, respectively, represents legally restricted cash relating to the 2017 Debt Facilities. Such restricted cash reserves are included in the non-current assets section of the consolidated balance sheet. The 2017 Debt Facilities stipulate that net cash proceeds of any INSW asset sale or casualty event exceeding $5,000, are restricted and required to be reinvested in fixed or capital assets within twelve months of such sale or casualty event or used to repay the principal balance outstanding on the 2017 Debt Facilities.

Concentration of Credit Risk— Financial instruments that potentially subject the Company to concentrations of credit risk are voyage receivables due from charterers and pools in which the Company participates. During the three months periods ended March 31, 2018 and 2017, the Company did not have any individual customers who accounted for 10% or more of its revenues apart from the pools in which it participates. The pools in which the Company participates accounted in aggregate for 96% and 89% of consolidated voyage receivables at March 31, 2018 and December 31, 2017, respectively.

Deferred finance charges— Finance charges, excluding original issue discount, incurred in the arrangement and / or amendments resulting in the modification of debt are deferred and amortized to interest expense on either an effective interest method or straight-line basis over the life of the related debt. Unamortized deferred finance charges of $518 relating to the 2017 Revolver Facility are included in other assets in the condensed consolidated balance sheet as of March 31, 2018. Unamortized deferred financing charges of $21,858 relating to the 2017 Term Loan Facility and$23,626 relating tothe 2017 Term Loan Facility andthe 2017 Revolver Facility are included in long-term debt in the condensed consolidated balance sheets as of March 31, 2018 and December 31, 2017, respectively. Interest expense relating to the amortization of deferred financing charges amounted to $656 and $1,936 for the three months ended March 31, 2018 and 2017, respectively.

Revenue and expense recognition — On January 1, 2018, the Company adopted the provisions of ASC 606, Revenue from Contracts with Customers(ASC 606). The guidance provides a unified model to determine how revenue is recognized. In doing so, the Company makes judgments including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each performance obligation. Revenues are recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company’s contract revenues consist of revenues from time charters, bareboat charters, voyage charters and pool revenues.

Revenues from time charters are accounted for as fixed rate operating leases with an embedded technical management service component and are recognized ratably over the rental periods of such charters. Bareboat charters are accounted for as operating leases and the associated revenue is recognized ratably over the rental periods of such charters.

Voyage charters contain a lease component if the contract (i) specifies a specific vessel asset; and (ii) has terms that allow the charterer to exercise substantive decision-making rights, which have an economic value to the charterer and therefore allow the charterer to direct how and for what purpose the vessel is used. Voyage charter revenues and expenses are recognized ratably over the estimated length of each voyage. For a  voyage charter which contains a lease component, revenue and expenses are recognized based on a lease commencement-to-discharge basis and the lease commencement date is the latter of discharge of the previous cargo or voyage charter contract signing. For voyage chartersthat do not have a lease component, revenue and expenses are recognized based on a load-to-discharge basis. Accordingly, voyage expenses incurred during a vessel’s positioning voyage to a load port in order to serve a customer under a voyage charter not containing a lease are considered costs to fulfill a contract and are deferred and recognized ratably over the load-to-discharge portion of the contract.  

Under voyage charters, expenses such as fuel, port charges, canal tolls, cargo handling operations and brokerage commissions are paid by the Company whereas, under time and bareboat charters, such voyage costs are paid by the Company’s customers.

For the Company’s vessels operating in pools, revenues and voyage expenses are pooled and allocated to each pool’s participants on a time charter equivalent (“TCE”) basis in accordance with an agreed-upon formula. Accordingly, the Company accounts for its agreements with commercial pools asvariable rate operating leases with an embedded technical management service component.For the pools in which the Company participates, management monitors, among other things, the relative proportion of the Company’s vessels operating in each of the pools to the total number of vessels in each of the respective pools, and assesses whether or not the Company’s participation interest in each of the pools is sufficiently significant so as to determine that the Company has effective control of the pool.

In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

As the Company’s performance obligations are services which are received and consumed by its customers as it performs such services, revenues are recognized over time proportionate to the days elapsed since the service commencement compared to the total days anticipated to complete the service. The minimum duration of services is less than one year for each of the Company’s current contracts.

Demurrage earned during a voyage charter represents variable consideration. The Company estimates demurrage at contract inception using either the expected value or most likely amount approaches. Such estimate is reviewed and updated over the term of the voyage charter contract.

The Company has elected the practical expedient to expense costs to obtain a contract with a customer (e.g. broker commissions) as incurred rather than defer and amortize such costs as the amortization period would be expected to be one year or less.

See Note 14, “Revenue,” for additional disclosures on revenue recognition and the impact of adopting ASC 606 on January 1, 2018.

Recently Adopted Accounting Standards — In January 2017, the FASB issued ASU 2017-01, Business Combinations (ASC 805), which revises the definition of a business and puts in place a new framework to assist entities in evaluating whether an acquired set of assets and activities should be accounted for as an acquisition of a business or as a group of assets. Under the current business combinations guidance, there are three elements of a business: inputs, processes, and outputs. ​The new framework adds an initial screen to determine if substantially all of the fair value of the gross assets acquired is concentrated in a single asset or group of similar assets. If that screen is met, the set is not a business. The new framework also specifies the minimum required inputs and processes necessary to be a business. It removes the need to consider a market participant’s ability to replace missing elements when all of the inputs or processes that the seller used in operating a business were not obtained. What qualifies as an input and process remains substantially the same as in the prior guidance. While processes would typically be documented, the guidance clarifies that the intellectual capacity of an organized workforce could also qualify as a process. Administrative systems (e.g., billing, payroll) are typically not considered processes that significantly contribute to the creation of outputs. The new guidance narrows the definition of “outputs” to be consistent with how they are described in ASC 606. As a result, fewer sets will be considered to have outputs. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. Upon adoption of this standard, the Company concluded that the planned acquisition of six VLCC tankers (see Note 17, “Subsequent Events”) should be accounted for as an acquisition of a group of assets as substantially all of the fair value of the gross assets to be acquired will be concentrated in vessel assets.

In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (ASC 718), which provides guidance in regards to a change to the terms or conditions of a share-based payment award. An entity is required to account for the effects of a modification unless all the following are met: (1) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; (3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The guidance is to be applied prospectively to an award modified on or after the adoption date. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. The adoption of this accounting policy had no impact on the Company’s consolidated financial statements since there were no stock award modificationsduring the three months ended March 31, 2018.

In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASC 715), which requires that an employer classify and report the service cost component in the same line item or items in the statement of operations as other compensation costs arising from services rendered by the pertinent employees during the period and disclose by line item in the statement of operations the amount of net benefit cost that is included in the statement of operations. The other components of net benefit cost would be presented in the statement of operations separately from the service cost component and outside the subtotal of income from operations. The standard is effective for interim and annual periods beginning after December 31, 2017. The standard requires application using a retrospective transition method and allows a practical expedient that permits an employer to use the amounts disclosed in its pension and other postretirement benefit plan note for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. The adoption of this accounting standard resulted in the reclassification of  $118of net actuarial gains and $202 of benefit obligation interest costs from the general and administrative expense line to the other income and interest expense lines, respectively, on the condensed consolidated statements of operations for the three months ended March 31, 2017.Net periodic pension costs comprised of $171 of net actuarial gains and $196 of benefit obligation interest costs, are included in the other income and interest expense lines, respectively, on the condensed consolidated statements of operations for the three months ended March 31, 2018.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (ASC 230): Restricted Cash, which requires that amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. The adoption of this accounting standard resulted in the inclusion of restricted cash of $10,579at December 31, 2017 in the beginning-of-period amounts shown on the statement of cash flows for the three months ended March 31, 2018.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (ASC 230), which amends the guidance in ASC 230 on the classification of certain cash receipts and payments in the statement of cash flows. The primary purpose of the ASU is to reduce the diversity in practice that has resulted from the lack of consistent principles on this topic with respect to (1) debt prepayment or debt extinguishment costs; (2) settlement of zero-coupon debt; (3) contingent consideration payments made after a business combination; (4) proceeds from the settlement of insurance claims; (5) proceeds from the settlement of corporate-owned life insurance policies; (6) distributions received from equity method investees; (7) beneficial interests in securitization transactions; and (8) separately identifiable cash flows and application of the predominance principle. The standard is effective for interim and annual periods beginning after December 31, 2017. The guidance requires application using a retrospective transition method. We adopted the standard for classification of distributions received from equity method investees using the cumulative equity earnings approach, which required the retrospective reclassification of distributions received from certain affiliated companies accounted for by the equity method, from investing activities to operating activities. As a result, $2,488 of the total distributions of $8,700 received from certain affiliated companies accounted for by the equity method during the three months ended March 31, 2018 is presented as a cash inflow from investing activities while the balance of $6,212is presented as a cash inflow from operating activities. There were no comparable cash distributions from equity method investees during the three months ended March 31, 2017. In addition, the adoption of this accounting standard resulted in the separate line presentation of $1,061 and $5 of insurance proceeds received for various claims arising from the normal operations of our vessel fleet,in the operating activities section of the condensed consolidated statement of cash flows for the three months ended March 31, 2018 and 2017, respectively.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), a standard that supersedes virtually all of the existing revenue recognition guidance in U.S. GAAP. The standard establishes a five-step model that applies to revenue earned from a contract with a customer. The standard’s requirements also apply to the sale of some non-financial assets that are not part of an entity’s ordinary activities (e.g., sales of property or plant and equipment). Extensive disclosures are required, including disaggregation of total revenue, information about performance obligations, changes in contract asset and liability account balances between periods and key judgments and estimates. The FASB has issued several amendments to the standard, including clarification of the accounting for licenses of intellectual property and identifying performance obligations. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The new standard is effective for us beginning January 1, 2018 and we adopted the standard using the cumulative catch-up transition method. See Note 14, “Revenue,” for further information.

Recently Issued Accounting Standards— In September 2017, the FASB issued ASU 2017-13, Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments, which allows certain public business entities (“PBEs”) that otherwise would not meet the definition of a public business entity except for a requirement to include its financial statements or financial information in another entity’s filings with the SEC, to elect to use non-PBE transition dates for the sole purpose of adopting ASU No. 2016-02, Leases (ASC 842), and ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606). Accordingly, all financial statements or financial information of the Company’s FSO and LNG joint ventures that may be included in the Company’s filings with the SEC pursuant to SEC Regulation S-X Rule 4-08(g), Summarized Financial Information of Subsidiaries Not Consolidated and 50 Percent or Less Owned Persons, and/or SEC Regulation S-X Rule 3-09, Separate Financial Statements of Subsidiaries Not Consolidated and 50 Percent or Less Owned Persons, will likely not reflect the adoptions of ASC 606 and ASC 842 until January 1, 2019 and January 1, 2020, respectively.

In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842), which requires lessees to recognize most leases on the balance sheet. This is expected to increase both reported assets and liabilities. The standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2018, although early adoption is permitted. Lessees and lessors will be required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. The requirements of this standard include a significant increase in required disclosures. Management is analyzing the impact of the adoption of this guidance on the Company’s consolidated financial statements, including assessing changes that might be necessary to information technology systems, processes and internal controls to capture new data and address changes in financial reporting. Management expects that the Company will recognize increases in reported amounts for property, plant and equipment and related lease liabilities upon adoption of the new standard.

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Earnings per Common Share

3 Months Ended

Mar. 31, 2018

Earnings per Common Share [Abstract]

Earnings per Common Share

Note 3 — Earnings per Common Share:

Basic earnings per common share is computed by dividing earnings, after the deduction of dividends and undistributed earnings allocated to participating securities, by the weighted average number of common shares outstanding during the period.

The computation of diluted earnings per share assumes the issuance of common stock for all potentially dilutive stock options and restricted stock units not classified as participating securities. Participating securities are defined by ASC 260, Earnings Per Share, as unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents and are included in the computation of earnings per share pursuant to the two-class method.

There were 38,938 and 32,067 weighted average shares of unvested restricted common stock considered to be participating securities for the three months ended March 31, 2018 and 2017, respectively. Such participating securities are allocated a portion of income, but not losses under the two-class method. As of March 31, 2018, there were 83,908 shares of restricted stock units and 275,830 stock options outstanding and considered to be potentially dilutive securities.

The components of the calculation of basic earnings per share and diluted earnings per share are as follows:

	Three Months Ended
	March 31,
	2018		2017
Net (loss)/income	$	(29,316)	$	18,067
Weighted average common shares outstanding:
Basic		29,106,180		29,180,255
Diluted		29,106,180		29,195,544

Reconciliations of the numerator of the basic and diluted earnings per share computations are as follows:

	Three Months Ended
	March 31,
	2018		2017
Net (loss)/income allocated to:
Common Stockholders	$	(29,316)	$	18,047
Participating securities		-		20
	$	(29,316)	$	18,067

For the three months ended March 31, 2018 and 2017 earnings per share calculations, there were 0 and 15,289 dilutive equity awards outstanding, respectively. Awards of 379,902 and 198,730 for the three months ended March 31, 2018 and 2017, respectively, were not included in the computation of diluted earnings per share because inclusion of these awards would be anti-dilutive.

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Business and Segment Reporting

3 Months Ended

Mar. 31, 2018

Business and Segment Reporting [Abstract]

Business and Segment Reporting

Note 4 — Business and Segment Reporting:

The Company has two reportable segments: Crude Tankers and Product Carriers. The joint ventures with two floating storage and offloading service vessels are included in the Crude Tankers Segment. The joint venture with four LNG Carriers is included in Other. Adjusted (loss)/income from vessel operations for segment purposes is defined as (loss)/income from vessel operations before general and administrative expenses, separation and transition costs and loss on disposal of vessels and other property. The accounting policies followed by the reportable segments are the same as those followed in the preparation of the Company’s condensed consolidated financial statements.

Information about the Company’s reportable segments as of and for the three months ended March 31, 2018 and 2017 follows:

	Crude		Product
	Tankers		Carriers		Other		Totals
Three months ended March 31, 2018:
Shipping revenues	$	32,365	$	19,613	$	-	$	51,978
Time charter equivalent revenues		29,220		19,581		-		48,801
Depreciation and amortization		12,873		4,718		33		17,624
Loss/(gain) on disposal of vessels and other property		9,988		(3,415)		-		6,573
Adjusted (loss)/income from vessel operations		(12,024)		(2,411)		331		(14,104)
Equity in income of affiliated companies		5,575		-		2,765		8,340
Investments in and advances to affiliated companies
at March 31, 2018		257,782		14,620		111,622		384,024
Adjusted total assets at March 31, 2018		1,041,597		363,175		111,248		1,516,020
Expenditures for vessels and vessel improvements		1,564		347		-		1,911
Payments for drydockings		1,249		-		-		1,249
Three months ended March 31, 2017:
Shipping revenues	$	59,892	$	28,858	$	-	$	88,750
Time charter equivalent revenues		56,045		28,087		-		84,132
Depreciation and amortization		13,047		5,536		33		18,616
Adjusted income from vessel operations		18,359		2,033		45		20,437
Equity in income of affiliated companies		9,915		-		3,691		13,606
Investments in and advances to affiliated companies
at March 31, 2017		277,867		14,808		83,562		376,237
Adjusted total assets at March 31, 2017		1,075,115		419,757		83,188		1,578,060
Expenditures for vessels and vessel improvements		110		287		-		397
Payments for drydockings		5,297		1,729		-		7,026

Reconciliations of time charter equivalent (“TCE”) revenues of the segments to shipping revenues as reported in the condensed statements of operations follow:

	Three Months Ended
	March 31,
	2018		2017
Time charter equivalent revenues	$	48,801	$	84,132
Add: Voyage expenses		3,177		4,618
Shipping revenues	$	51,978	$	88,750

Consistent with general practice in the shipping industry, the Company uses time charter equivalent revenues, which represents shipping revenues less voyage expenses, as a measure to compare revenue generated from a voyage charter to revenue generated from a time charter. Time charter equivalent revenues, a non-GAAP measure, provides additional meaningful information in conjunction with shipping revenues, the most directly comparable GAAP measure, because it assists Company management in making decisions regarding the deployment and use of its vessels and in evaluating their financial performance.

Reconciliations of adjusted (loss)/income from vessel operations of the segments to (loss)/income before income taxes, as reported in the condensed consolidated statements of operations follow:

	Three Months Ended
	March 31,
	2018		2017
Total adjusted (loss)/income from vessel operations
of all segments	$	(14,104)	$	20,437
General and administrative expenses		(6,029)		(6,274)
Separation and transition costs		-		(735)
Loss on disposal of vessels and other property		(6,573)		-
Consolidated (loss)/income from vessel operations		(26,706)		13,428
Equity in income of affiliated companies		8,340		13,606
Other income		679		204
Interest expense		(11,621)		(9,167)
(Loss)/income before income taxes	$	(29,308)	$	18,071

Reconciliations of total assets of the segments to amounts included in the condensed consolidated balance sheets follow:

As of March 31,	2018		2017
Total assets of all segments	$	1,516,020	$	1,578,060
Corporate unrestricted cash and cash equivalents		53,472		101,067
Restricted cash		37,714		-
Other unallocated amounts		5,266		4,202
Consolidated total assets	$	1,612,472	$	1,683,329

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Vessels

3 Months Ended

Mar. 31, 2018

Vessels [Abstract]

Vessels

Note 5 — Vessels:

Vessel Impairments

The Company gave consideration as to whether events or changes in circumstances had occurred since December 31, 2017 that could indicate that the carrying amounts of the vessels in the Company’s fleet may not be recoverable as of March 31, 2018. Factors considered included declines in valuations during 2018 for vessels of certain sizes and ages, any negative changes in forecasted near term charter rates, and an increase in the likelihood that the Company will sell certain of its vessels before the end of their estimated useful lives in conjunction with the Company’s fleet renewal program. The Company concluded that as of March 31, 2018, there  were no such factors that rose to the level of impairment trigger events requiring further considerations. We will continue to monitor these negative developments and if such declines continue for a protracted period of time or worsen, we will re-evaluate whether these changes in industry conditions constitute impairment triggers.

Vessel Acquisitions and Deliveries

In April 2018, the Company entered into an SPA to acquire the holding companies for six VLCCsincluding one 2015-built and five 2016-built, for a price of $434,000. The Company’s obligation to consummate the transaction is subject to a number of conditions which are described in further detail in Note 17, “Subsequent Events.”

Vessel Sales

During the first quarter of 2018, the Company recognized anet aggregate loss on disposal of vessels of $6,571 relating to (i) the sale of a 2002-built MR which was held-for-sale as of December 31, 2017; (ii) the sale of a 2004-built MR; and (iii) the sale and leaseback of two 2009-built Aframaxes.

In March 2018, the Company entered into a memorandum of agreement for the sale of a 2000-built VLCC, which was delivered to its buyer during the second quarter of 2018. The 2000-built VLCC has been classified as vessel held-for-sale as of the end of January 2018. In April 2018, the Company entered into memoranda of agreements for the sales of a 2001-built Aframax and a 2004-built MR. Also, in conjunction with and subject to the closing of the SPA, the Company agreed to sell its 2003-built ULCC. The 2004-built MR was delivered to its buyers in April and the other vessels are expected to be delivered to their buyers during the second quarter of 2018. The Company expects to recognize a net aggregate gain on such sales.

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Equity Method Investments

3 Months Ended

Mar. 31, 2018

Equity Method Investments [Abstract]

Equity Method Investments

Note 6 — Equity Method Investments:

Investments in affiliated companies include joint ventures accounted for using the equity method. As of March 31, 2018, the Company had an approximate 50% interest in three joint ventures. One joint venture operates four LNG carriers (the “LNG Joint Venture”). The other two joint ventures - TI Africa Limited (“TI Africa”) and TI Asia Limited (“TI Asia”)  - converted two ULCCs to Floating Storage and Offloading Service vessels (collectively the “FSO Joint Venture”).

The FSO Joint Venture had no outstanding debt as of March 31, 2018 and December 31, 2017 however on March 29, 2018, it executed an agreement on a $220,000 secured credit facility (the “FSO Loan Agreement”). The FSO Loan Agreement is among TI Africa and TI Asia, as joint and several borrowers, ABN AMRO Bank N.V. and ING Belgium SA/NV, as Lenders, Mandated Lead Arrangers and Swap Banks, and ING Bank N.V., as Agent and as Security Trustee. The FSO Loan Agreement provides for (i) a term loan of $110,000 (the “FSO Term Loan”), which is repayable in scheduled quarterly installments over the course of the two service contracts for the FSO Asia and FSO Africa with North Oil Company, maturing in July 2022 and September 2022, respectively, and (ii) a revolving credit facility of $110,000 (the “FSO Revolver”), which revolving credit commitment reduces quarterly over the course of the foregoing two service contracts.

On April 26, 2018, the FSO Joint Venturedrew down and distributed the entire $110,000 of proceeds of the FSO Term Loan to INSW, which has guaranteed the FSO Term Loan and which expects to use the proceeds for general corporate purposes, including to fund partially the agreement to purchase six VLCCs from Euronav (See Note 17, “Subsequent Events”). The FSO Joint Venture also borrowed the entire $110,000 available under the FSO Revolver and distributed the proceeds to Euronav on April 26, 2018, which has guaranteed the FSO Revolver. The FSO Term Loan and the FSO Revolver are secured by, among other things, a first preferred vessel mortgage on the FSO Africa and FSO Asia, an assignment of the service contracts for the FSO Africa and FSO Asia and the aforementioned guarantees of the FSO Term Loan by INSW and the guarantee of the FSO Revolver by Euronav.The FSO Loan Agreement has a financial covenant that the Debt Service Cover Ratio (as defined in the agreement) shall be equal or greater than 1.10 to 1.00.

Interest payable on the FSO Term Loan and on the FSO Revolver is three month, six month or twelve month LIBOR, as selected by the FSO Joint Venture, plus 2.00%. On April 30, 2018, the FSO Joint Venture entered into swap transactions which fixed the interest rate on the FSO Term Loan at a blended rate of approximately 4.863% per annum, effective as of June 30, 2018. The FSO Joint Venture has agreed to pay a commitment fee (“FSO Commitment Fee”) of 0.7% on any undrawn amount under the FSO Revolver. INSW has agreed to pay Euronav an amount equal to the first 0.3% of the 0.7% FSO Commitment Fee and, to the extent the FSO Revolver is fully drawn, to pay Euronav an amount equal to the first 0.3% of the amount of loan interest payable under the FSO Revolver.

Investments in and advances to affiliated companies as reflected in the accompanying condensed consolidated balance sheet as of March 31, 2018 consisted of: FSO Joint Venture of $248,335, LNG Joint Venture of $111,622 and Other of $24,067 (which primarily relates to working capital deposits that the Company maintains for commercial pools in which it participates).

A condensed summary of the results of operations of the joint ventures follows:

	Three Months Ended
	March 31,
	2018		2017
Shipping revenues	$	52,787	$	60,969
Ship operating expenses		(28,292)		(26,195)
Income from vessel operations		24,495		34,774
Other income		312		1,517
Interest expense		(8,380)		(9,960)
Income tax provision		(996)		-
Net income	$	15,431	$	26,331

See Note 11, “Related Parties,” for additional disclosures on guarantees INSW has issued in favor of its joint venture partners, lenders and/or customers.

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Variable Interest Entities ("VIEs")

3 Months Ended

Mar. 31, 2018

Variable Interest Entities ("VIEs") [Abstract]

Variable Interest Entities ("VIEs")

Note 7 — Variable Interest Entities (“VIEs”):

As of March 31, 2018, the Company participates in seven commercial pools and three joint ventures. One of the pools and the two FSO joint ventures were determined to be VIEs. The Company is not considered a primary beneficiary of either the pool or the joint ventures.

The following table presents the carrying amounts of assets and liabilities in the condensed consolidated balance sheet related to the VIEs as of March 31, 2018:

	Condensed Consolidated Balance Sheet
Investments in Affiliated Companies	$	252,282

In accordance with accounting guidance, the Company evaluated its maximum exposure to loss related to these VIEs by assuming a complete loss of the Company’s investment in these VIEs. The table below compares the Company’s liability in the condensed consolidated balance sheet to the maximum exposure to loss at March 31, 2018:

		Condensed Consolidated Balance Sheet	Maximum Exposure to Loss
Other Liabilities	$	-	$	252,282

In addition, as of March 31, 2018, the Company had approximately $14,349 of trade receivables from the pool that was determined to be a VIE. These trade receivables, which are included in voyage receivables in the accompanying condensed consolidated balance sheet, have been excluded from the above tables and the calculation of INSW’s maximum exposure to loss. The Company does not record the maximum exposure to loss as a liability because it does not believe that such a loss is probable of occurring as of March 31, 2018.

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures

3 Months Ended

Mar. 31, 2018

Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures

Note 8 — Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures:

The following methods and assumptions were used to estimate the fair value of each class of financial instrument:

Cash and cash equivalents— The carrying amounts reported in the condensed consolidated balance sheet for interest-bearing deposits approximate their fair value.

Debt— The fair value of debt is estimated based on quoted market prices.

Interest rate swaps and caps— The fair values of interest rate swaps and caps are the estimated amounts that the Company would receive or pay to terminate the swaps or caps at the reporting date, which include adjustments for the counterparty’s or the Company’s credit risk, as appropriate, after taking into consideration any underlying collateral securing the swap or cap agreements.

ASC 820, Fair Value Measurements and Disclosures, relating to fair value measurements defines fair value and established a framework for measuring fair value. The ASC 820 fair value hierarchy distinguishes between market participant assumptions developed based on market data obtained from sources independent of the reporting entity and the reporting entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, essentially an exit price. In addition, the fair value of assets and liabilities should include consideration of non-performance risk, which for the liabilities described below includes the Company's own credit risk.

The levels of the fair value hierarchy established by ASC 820 are as follows:

Level 1- Quoted prices in active markets for identical assets or liabilities

Level 2- Quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3- Inputs that are unobservable (for example cash flow modeling inputs based on assumptions)

The estimated fair values of the Company’s financial instruments, other than derivatives that are not measured at fair value on a recurring basis, categorized based upon the fair value hierarchy, are as follows:

	Fair Value		Level 1		Level 2
March 31, 2018:
Cash and cash equivalents (1)	$	91,186	$	91,186	$	-
2017 Term Loan Facility		(539,730)		-		(539,730)
December 31, 2017:
Cash and cash equivalents (1)	$	70,606	$	70,606	$	-
2017 Term Loan Facility		(550,689)		-		(550,689)
2017 Revolver Facility		(30,227)		-		(30,227)

(1) Includes non-current restricted cash of $37,714 and $10,579 at March 31, 2018 and December 31, 2017, respectively.

Derivatives

The Company manages its exposure to interest rate volatility risk by using derivative instruments.

Interest Rate Risk

The Company uses interest rate caps and swaps for the management of interest rate risk exposure. INSW is party to an interest rate cap agreement (“Interest Rate Cap”) with a major financial institution covering a notional amount of $300,000 to limit the floating interest rate exposure associated with the 2017 Term Loan. The Interest Rate Cap agreement is designated and qualified as a cash flow hedge and contains no leverage features. The Interest Rate Cap has a cap rate of 2.5% through the termination date of December 31, 2020.

Tabular disclosure of derivatives location

For interest rate caps, fair values are derived using valuation models that utilize the income valuation approach. These valuation models take into account contract terms such as maturity, as well as other inputs such as interest rate yield curves and creditworthiness of the counterparty. Derivatives are recorded on a net basis by counterparty when a legal right of offset exists. The following table presents information with respect to the fair values of derivatives reflected in the March 31, 2018 and December 31, 2017 balance sheets on a gross basis by transaction:

	Asset Derivatives			Liability Derivatives
	Balance Sheet			Balance Sheet
	Location	Amount		Location	Amount
March 31, 2018:
Derivatives designated as hedging instruments:
Interest rate caps:
Current portion	Prepaid expenses and other current assets	$	93	Accounts payable, accrued expenses and other current liabilities	$	-
Long-term portion	Other assets		1,820	Other liabilities		-
Total derivatives designated as hedging instruments		$	1,913		$	-
December 31, 2017:
Derivatives designated as hedging instruments:
Interest rate caps:
Current portion	Prepaid expenses and other current assets	$	16	Accounts payable, accrued expenses and other current liabilities	$	-
Long-term portion	Other assets		886	Other liabilities		-
Total derivatives designated as hedging instruments		$	902		$	-

The following tables present information with respect to gains and losses on derivative positions reflected in the condensed consolidated statements of operations or in the condensed consolidated statements of other comprehensive (loss)/income. 

The effect of cash flow hedging relationships recognized in other comprehensive income excluding amounts reclassified from accumulated other comprehensive loss (effective portion), including hedges of equity method investees, for the three months ended March 31, 2018 and 2017 follows:

	Three Months Ended
	March 31,
	2018		2017
Interest rate swaps	$	3,854	$	(270)
Interest rate cap		1,012		-
Total	$	4,866	$	(270)

The effect of cash flow hedging relationships on the unaudited condensed consolidated statement of operations is presented excluding hedges of equity method investees. The effect of INSW’s cash flow hedging relationships on the unaudited condensed consolidated statement of operations for the three months ended March 31, 2018 and 2017 follows:

	Statement of Operations
	Effective Portion of Gain/(Loss)
	Reclassified from
	Accumulated Other
For the three months ended	Comprehensive Loss			Ineffective Portion
		Amount of			Amount of
	Location	Gain/(Loss)		Location	Gain/(Loss)
March 31, 2018:
Interest rate cap	Interest expense	$	-	Interest expense	$	-
Total		$	-		$	-
March 31, 2017:
Interest rate cap	Interest expense	$	(131)	Interest expense	$	-
Total		$	(131)		$	-

See Note 13, “Accumulated Other Comprehensive Loss,” for disclosures relating to the impact of derivative instruments on accumulated other comprehensive loss.

Fair Value Hierarchy

The following table presents the fair values, which are pre-tax, for assets and liabilities measured on a recurring basis (excluding investments in affiliated companies):

	Fair Value		Level 1		Level 2
Assets/(Liabilities) at March 31, 2018:
Derivative Assets (interest rate cap)	$	1,913	$	-	$	1,913	(1)
Assets/(Liabilities) at December 31, 2017
Derivative Assets (interest rate cap)	$	902	$	-	$	902	(1)

(1)For interest rate caps, fair values are derived using valuation models that utilize the income valuation approach. These valuation models take into account contract terms such as maturity, as well as other inputs such as interest rate yield curves and creditworthiness of the counterparty and the Company.

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Debt

3 Months Ended

Mar. 31, 2018

Debt [Abstract]

Debt

Note 9 — Debt:

Debt consists of the following:

	March 31,		December 31,
	2018		2017
2017 Term Loan, due 2022, net of unamortized discount
and deferred costs of $21,857 and $23,074	$	521,268	$	523,489
2017 Revolver Facility, net of unamortized deferred finance costs of $552		-		29,448
		521,268		552,937
Less current portion		(20,625)		(24,063)
Long-term portion	$	500,643	$	528,874

Capitalized terms used hereafter have the meaning given in these condensed consolidated financial statements or in the respective transaction documents referred to below, including subsequent amendments thereto.

2017 Debt Facilities

The 2017 Debt Facilities includea revolving credit facility of $50,000 (the “2017 Revolver Facility”) and (ii) a term loan of $550,000 (the “2017 Term Loan Facility” and together with the 2017 Revolver Facility, the “2017 Debt Facilities”). The 2017 Debt Facilities are secured by a first lien on substantially all of the assets of the Administrative Borrower and certain of its subsidiaries.

The 2017 Term Loan Facility matures on June 22, 2022, and the 2017 Revolver Facility matures on December 22, 2021.  The maturity dates for the 2017 Debt Facilities are subject to acceleration upon the occurrence of certain events (as described in the credit agreement).

On March 21, 2018, the $30,000 outstanding balance under the 2017 Revolver Facility was repaid in full using proceeds from the sale of vessels sold during December 2017 and the first quarter of 2018.

The 2017 Term Loan Facility amortizes in quarterly installments equal to 0.625% of the original principal amount of the loan for the first four quarterly installments and equal to 1.25% of the original principal amount of the loan for all quarterly installments thereafter. The 2017 Term Loan Facility is subject to additional mandatory annual prepayments in an aggregate principal amount of 50% of Excess Cash Flow, as defined in the credit agreement.

Management estimated that it will have no Excess Cash Flow under the 2017 Term Loan Facility for the year ended December 31, 2018 based on the actual results of the three months ended March 31, 2018 and the projection for the remainder of 2018. Accordingly, there is currently no mandatory prepayment expected during the first quarter of 2019.

As set forth in the 2017 Debt Facilities credit agreement, the 2017 Debt Facilities contain certain restrictions relating to new borrowings and INSW’s ability to receive cash dividends, loans or advances from ISOC and its subsidiaries that are Restricted Subsidiaries. As of March 31, 2018, permitted cash dividends that can be distributed to INSW by ISOC under the 2017 Term Loan Facility was $15,000.

The 2017 Debt Facilities have covenants to maintain the aggregate Fair Market Value (as defined in the credit agreement) of the Collateral Vessels at greater than or equal to $300,000 at the end of each fiscal quarter and to ensure that at any time, the outstanding principal amounts of the 2017 Debt Facilities and certain other secured indebtedness permitted under credit agreement minus the amount of unrestricted cash and cash equivalents does not exceed 65% of the aggregate Fair Market Value of the Collateral Vessels plus the Fair Market Value of certain joint venture equity interests. The Company had substantial headroom under this covenant as of March 31, 2018, with an estimated ratio of 45%.  

Interest Expense

Total interest expense, including amortization of issuance and deferred financing costs (for additional information related to deferred financing costs see Note 2, “Significant Accounting Policies”), commitment, administrative and other fees for the 2017 Debt Facilities and the INSW Facilities (which were terminated in accordance with their terms on June 22, 2017) for the three months ended March 31, 2018 and 2017 was $11,361 and $8,735, respectively. Interest paid for the 2017 Debt Facilities and INSW Facilities for the three months ended March 31, 2018 and 2017 was $9,958 and $6,699, respectively.

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Taxes

3 Months Ended

Mar. 31, 2018

Taxes [Abstract]

Taxes

Note 10 — Taxes:

The Company derives substantially all of its gross income from the use and operation of vessels in international commerce. The Company’s entities that own and operate vessels are primarily domiciled in the Marshall Islands, which do not impose income tax on shipping operations. The Company also has or had subsidiaries in various jurisdictions that perform administrative, commercial or technical management functions. These subsidiaries are subject to income tax based on the services performed in countries in which their offices are located; current and deferred income taxes are recorded accordingly.

A substantial portion of income earned by the Company is not subject to income tax. With respect to subsidiaries not subject to income tax in their respective countries of incorporation, no deferred taxes are provided for the temporary differences in the bases of the underlying assets and liabilities for tax and accounting purposes.

As of March 31, 2018, the Company believes it will qualify for an exemption from U.S. federal income taxes under Section 883 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”) and U.S. Treasury Department regulations for 2018, so long as less than 50 percent of the total value of the Company’s stock is held by one or more shareholders who own 5% or more of the Company’s stock for more than half of the days of 2018.

The Marshall Islands impose tonnage taxes, which are assessed on the tonnage of certain of the Company’s vessels. These tonnage taxes are included in vessel expenses in the accompanying condensed consolidated statements of operations.

As of March 31,2018, and December 31, 2017, the Company has recognized a reserve for uncertain tax positions of $150 and $153, respectively, and accrued interest of $56 and $51, respectively, in noncurrent other liabilities in the accompanying condensed consolidated balance sheets.

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Related Parties

3 Months Ended

Mar. 31, 2018

Related Parties [Abstract]

Related Parties

Note 11 — Related Parties:

Transition Services Agreement and Other Spin-off Related Activity

During the three months ended March 31, 2017, INSW earned fees totaling $55 for services provided to it former parent, Overseas Shipholding Group, Inc. (“OSG”) and incurred fees totaling $529 for services received from OSG including INSW’s share of the compensation costs of former OSG corporate employees providing services to one or both companies during the defined transitional period, which ended on June 30, 2017.

Payable to OSG aggregating $34 as of March 31, 2018 was related to a guarantee provided by OSG as described below. Payables to OSG aggregating $367 as of December 31, 2017 were primarily in relation to the spin-related agreements (Transition Services, Separation and Distribution and Employee Matters Agreements) between INSW and OSG and were paid in full during the first quarter of 2018.

Guarantees

The FSO Joint Venture is a party to a number of contracts: (a) the FSO Joint Venture is an obligor pursuant to a guarantee facility agreement dated as of July 14, 2017, by and among, the FSO Joint Venture, ING Belgium NV/SA, as issuing bank, and Euronav and INSW, as guarantors (the ‘‘Guarantee Facility’’); (b) the FSO Joint Venture is party to two service contracts with NOC (the ‘‘NOC Service Contracts’’) and (c) the FSO Joint Venture is a borrower under a$220,000 secured credit facility by and among TI Africa and TI Asia, as joint and several borrowers, ABN AMRO Bank N.V. and ING Belgium SA/NV, as Lenders, Mandated Lead Arrangers and Swap Banks, and ING Bank N.V., as Agent and as Security Trustee.

INSW severally guarantees the obligations of the FSO Joint Venture pursuant to the Guarantee Facility and severally guaranteed the obligations of the FSO Joint Venture to Maersk Oil Qatar AS (“MOQ”) under the MOQ service contracts, which contracts were novated to NOC in July 2017 (the ‘‘MOQ Guarantee’’) and severally guarantees the obligations of the FSO Joint Venture under the NOC Service Contracts. In addition, INSW continues the MOQ Guarantee for the period ended on the novation date of the service contracts for MOQ, which period will end when the Qatari authorities determine that the FSO Joint Venture has paid all Qatari taxes owed by the FSO Joint Venture under such service contracts for tax periods through the novation date.

The FSO Joint Venture drew down on a $220,000 credit facility in April 2018 (See Note 6, “Equity Method Investments”). The Company provided a guarantee for the $110,000FSO Term Loan portion of the facility, which amortizes over the remaining terms of the NOC Service Contracts, which expire in July 2022 and September 2022. INSW’sguarantee of the FSO Term Loan has financial covenants that provide (i) INSW’s Liquid Assets shall not be less than the higher of $50 million and 5% of Total Indebtedness of INSW, (ii) INSW shall have Cash of at least $30 million and (iii) INSW is in compliance with the Loan to Value Test (as such capitalized terms are defined in the Company guarantee or in the case of the Loan to Value Test, as defined in the credit agreement underlying the Company’s 2017 Debt Facilities (see Note 10, “Debt”).

INSW maintains a guarantee in favor of Qatar Liquefied Gas Company Limited (2) (‘‘LNG Charterer’’) relating to certain LNG Tanker Time Charter Party Agreements with the LNG Charterer and each of Overseas LNG H1 Corporation, Overseas LNG H2 Corporation, Overseas LNG S1 Corporation and Overseas LNG S2 Corporation (such agreements, the ‘‘LNG Charter Party Agreements,’’ and such guarantee, the ‘‘LNG Performance Guarantee’’). INSW will pay QGTC an annual fee of $100 until such time that QGTC ceases to provide a guarantee in favor of the LNG charterer relating to performance under the LNG Charter Party Agreements.

OSG continues to provide a guarantee in favor of the LNG Charterer relating to the LNG Charter Party Agreements (such guarantees, the ‘‘OSG LNG Performance Guarantee’’). INSW will indemnify OSG for liabilities arising from the OSG LNG Performance Guarantee pursuant to the terms of the Separation and Distribution Agreement. In connection with the OSG LNG Performance Guarantee, INSW pays a $135 fee per year to OSG, which will increase to $145 per year in 2019 and will be terminated if OSG ceases to provide the OSG LNG Performance Guarantee.

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Capital Stock and Stock Compensation

3 Months Ended

Mar. 31, 2018

Capital Stock and Stock Compensation [Abstract]

Capital Stock and Stock Compensation

Note 12 — Capital Stock and Stock Compensation:

The Company accounts for stock-based compensation expense in accordance with the fair value method required by ASC 718, Compensation – Stock Compensation. Such fair value method requires share-based payment transactions to be measured according to the fair value of the equity instruments issued.

Information regarding share-based compensation awards granted by INSW during 2018 follows:

Management Compensation - Restricted Stock Units and Stock Options

There were no stock-based compensation awards granted during the three months ended March 31, 2018.

Share Repurchases

In connection with the settlement of vested restricted stock units, the Company repurchased 15,746 and 12,205 shares of common stock during the three months ended March 31, 2018 and 2017, respectively, at an average cost of $17.66 and $18.58, respectively, per share (based on the market prices on the dates of vesting) from certain members of management to cover withholding taxes.

On May 2, 2017, the Company’s Board of Directors approved a resolution authorizing the Company to implement a stock repurchase program. Under the program, the Company may opportunistically repurchase up to $30,000 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 determines is in the best interests of the Company. Shares owned by employees, directors and other affiliates of the Company will not be eligible for repurchase under this program without further authorization from the Board. No shares were repurchased during the three months ended March 31, 2018.

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Accumulated Other Comprehensive Loss

3 Months Ended

Mar. 31, 2018

Accumulated Other Comprehensive Loss [Abstract]

Accumulated Other Comprehensive Loss

Note 13 — Accumulated Other Comprehensive Loss:

The components of accumulated other comprehensive loss, net of related taxes, in the condensed consolidated balance sheets follow:

	March 31,		December 31,
	2018		2017
Unrealized losses on derivative instruments	$	(21,519)	$	(28,989)
Items not yet recognized as a component of net periodic benefit cost (pension plans)		(11,847)		(11,418)
	$	(33,366)	$	(40,407)

The changes in the balances of each component of accumulated other comprehensive loss, net of related taxes, during the three months ended March 31, 2018 and 2017 follow: 

	Unrealized losses on cash flow hedges		Items not yet recognized as a component of net periodic benefit cost (pension plans)		Total
Balance as of December 31, 2017	$	(28,989)	$	(11,418)	$	(40,407)
Current period change, excluding amounts reclassified
from accumulated other comprehensive loss		4,866		(429)		4,437
Amounts reclassified from accumulated other
comprehensive loss		2,604		-		2,604
Total change in accumulated other comprehensive loss		7,470		(429)		7,041
Balance as of March 31, 2018	$	(21,519)	$	(11,847)	$	(33,366)
Balance as of December 31, 2016	$	(40,317)	$	(11,950)	$	(52,267)
Current period change, excluding amounts reclassified
from accumulated other comprehensive loss		(270)		(197)		(467)
Amounts reclassified from accumulated other
comprehensive loss		3,588		-		3,588
Total change in accumulated other comprehensive loss		3,318		(197)		3,121
Balance as of March 31, 2017	$	(36,999)	$	(12,147)	$	(49,146)

Amounts reclassified out of each component of accumulated other comprehensive loss follow:

	Three Months Ended
	March 31,
Accumulated Other Comprehensive Loss Component	2018		2017		Statement of Operations Line Item
Unrealized losses on cash flow hedges:
Interest rate swaps entered into by the Company's					Equity in income of
equity method joint venture investees	$	(2,604)	$	(3,457)	affiliated companies
Interest rate caps entered into by the Company's
subsidiaries		-		(131)	Interest expense
	$	(2,604)	$	(3,588)	Total before and net of tax

See Note 8, “Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures,” for additional disclosures relating to derivative instruments.

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Revenue

3 Months Ended

Mar. 31, 2018

Revenue [Abstract]

Revenue

Note 14 — Revenue:

On January 1, 2018,  the Company adopted ASC 606 using the modified retrospective method applied to those contracts which were in progress as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 605.

Upon adoption of ASC 606, the timing and recognition of earnings from the pool arrangements and time charter/bareboat charter-out contracts to which the Company is party did not change significantly from previous practice.  Depending on whether or not the underlying voyage charter has been determined to be a service only contract or a lease contract with a service component, there may be a change in the timing of revenue recognition under voyage charter contracts. Such change in timing of revenue recognition may have a material impact on the Company’s consolidated financial statements, depending on the number of voyage chartersthat are in progress at a reporting period end. As of December 31, 2017, only one of the Company’s vessels was operating on a voyage charter. A review of the terms of the voyage charter agreement resulted in the determination that it was a short-term lease contract because the charterer had substantive decision-making rights with respect to the load and discharge ports. We concluded there was no material cumulative catch up adjustment for this contract as the adoption of ASC 606 did not materially change the timing or the amount of the non-lease component of the revenue recognized ratably between contract signing date in November 2017 and the discharge of cargo in January 2018. As a result, there was no cumulative catch up adjustment recognized on January 1, 2018.  

The adoption of ASC 606 had no impact to revenues for the three months ended March 31, 2018 as there was no voyage charter in progress as of March 31, 2018.

Revenue Recognition

In accordance with ASC 606, revenue is recognized when a customer obtains control of or consumes promised services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. See Note 2, “Significant Accounting Policies,” for additional detail on the Company’s accounting policies regarding revenue recognition and costs to obtain or fulfill a contract.

Disaggregation of Revenue

For purposes of determining the standalone selling price of the vessel lease and technical management service components of the Company’s contracts with customers,  the Company concluded that the residual approach would be the most appropriate method to use given that vessel lease rates are highly variable depending on shipping market conditions, the duration of such charters, and the age of the vessel. The Company believes that the standalone transaction price attributable to the technical management service component is more readily determinable than the price of the lease component and, accordingly, the service component is estimated using observable data (such as fees charged by third-party technical managers) and the residual transaction price is attributed to the vessel lease.

The following table presents the Company’s revenue disaggregated by revenue source for the three months ended March 31, 2018.

	Crude		Product
	Tankers		Carriers		Other		Totals
Three months ended March 31, 2018:
Pool revenues
Vessel lease component	$	3,874	$	4,988	$	-	$	8,862
Technical management services component		12,526		14,126		-		26,652
Time and bareboat charter revenues
Vessel lease component		2,276		495		-		2,771
Technical management services component		5,142		-		-		5,142
Voyage charter revenues
Vessel lease component		2,680		4		-		2,684
Technical management services component		768		-		-		768
Lightering services component		5,099		-		-		5,099
Total shipping revenues	$	32,365	$	19,613	$	-	$	51,978

Contract Balances

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers, and significant changes in contract assets and liabilities balances.

	Voyage receivables - Billed receivables		Contract assets (Unbilled voyage receivables)		Contract liabilities (Deferred revenues and off hires)
Opening balance as of January 1, 2018	$	3,486	$	54,701	$	(1,775)
Closing balance as of March 31, 2018		1,118		49,578		(999)
Revenue recognized in the period from:
Amounts included in contract liability at the beginning
of the period	$	-	$	-	$	918

We receive payments from customers based on a distribution schedule, as established in our contracts. Contract assets relate to our conditional right toconsideration for our completed performance under contracts and are recognized when the right to consideration becomesunconditional. Contract liabilities include payments received in advance of performance under contracts and are recognized when performance under the respective contract has been completed. Deferred revenues allocated to unsatisfied performance obligations will be recognized over time as the services are performed, which is expected to take place in 2018.

Performance obligations

All of the Company's performance obligations, and associated revenue, are generally transferred to customers over time. The expected duration of services is less than one year. 

Revenues from performance obligations satisfied in previous periods aggregating $290 was recognized during the three months ended March 31, 2018 and related to: (i) pool adjustments; (ii) change in estimate of performance obligations related to voyage charters; and (iii) off hire adjustments related to time and bareboat charters.

Costs to Obtain or Fulfill a Contract

As of March 31, 2018, there were no unamortized deferred costs of obtaining or fulfilling a contract.

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Leases

3 Months Ended

Mar. 31, 2018

Leases [Abstract]

Leases

Note 15 — Leases:

1. Charters-in:

As of March 31, 2018, INSW had commitments to charter in six MR and two Aframax vessels. All of the charters-in, of which four are bareboat charters with expiry dates ranging from May 2018 to March 2024 and four are time charters with expiry dates ranging from June 2018 to July 2018, are accounted for as operating leases. In April 2018, the Company executed addendums to the aforementioned time charters-in, extending their expiry to dates ranging from January 2019 to July 2019. Lease expense relating to charters-in is included in charter hire expenses in the condensed consolidated statements of operations. The future minimum commitments and related number of operating days under these operating leases are as follows:

Bareboat Charters-in:
At March 31, 2018	Amount		Operating Days
2018	$	5,443	658
2019		6,278	730
2020		6,295	732
2021		6,278	730
2022		6,278	730
Thereafter		6,828	794
Net minimum lease payments	$	37,400	4,374

Time Charters-in:
At March 31, 2018	Amount		Operating Days
2018	$	7,941	1,011
Net minimum lease payments	$	7,941	1,011

The future minimum commitments for time charters-in exclude amounts with respect to vessels chartered-in where the duration of the charter was one year or less at inception but include amounts with respect to workboats employed in the Crude Tankers Lightering business which are cancellable upon 180 days’ notice. Time charters-in commitments have been reduced to reflect estimated days that the vessels will not be available for employment due to drydock because INSW does not pay charter hire when time chartered-in vessels are not available for its use. Certain of the charters in the above tables provide INSW with renewal and purchase options.

2. Charters-out:

At March 31, 2018, the future minimum revenues, before reduction for brokerage commissions, expected to be received on non-cancelable bareboat and time charters and the related revenue days (revenue days represent calendar days, less days that vessels are not available for employment due to repairs, drydock or lay-up) are as follows:

Time Charters-out:
At March 31, 2018	Amount		Revenue Days
2018	$	7,383	691
Future minimum revenues	$	7,383	691

Future minimum revenues do not include (1) the Company’s share of time charters entered into by the pools in which it participates, and (2) the Company’s share of time charters entered into by the joint ventures, which the Company accounts for under the equity method. Revenues from a time charter are not generally received when a vessel is off-hire, including time required for normal periodic maintenance of the vessel. 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.

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Contingencies

3 Months Ended

Mar. 31, 2018

Contingencies [Abstract]

Contingencies

Note 16 — Contingencies:

INSW’s policy for recording legal costs related to contingencies is to expense such legal costs as incurred.

Multi-Employer Plans

The Merchant Navy Officers Pension Fund (“MNOPF”) is a multi-employer defined benefit pension plan covering British crew members that served as officers on board INSW’s vessels (as well as vessels of other owners). The trustees of the plan have indicated that, under the terms of the High Court ruling in 2005, which established the liability of past employers to fund the deficit on the Post 1978 section of MNOPF, calls for further contributions may be required if additional actuarial deficits arise or if other employers liable for contributions are not able to pay their share in the future. As the amount of any such assessment cannot currently be reasonably estimated, no reserves have been recorded for this contingency in INSW’s condensed consolidated financial statements as of March 31, 2018. The next deficit valuation is due March 31, 2019.

The Merchant Navy Ratings Pension Fund (“MNRPF”) is a multi-employer defined benefit pension plan covering British crew members that served as ratings (seamen) on board INSW’s vessels (as well as vessels of other owners) more than 20 years ago. Participating employers include current employers, historic employers that have made voluntary contributions, and historic employers such as INSW that have made no deficit contributions. Calls for contributions may be required if additional actuarial deficits arise or if other employers liable for contributions are unable to pay their share in the future. Based on the latest estimated deficit valuation using a measurement date of March 31, 2017, which was distributed to employers in February 2018, INSW recorded a reserve of £241($337) for a potential assessment by the trustees of the MNRPF as of March 31, 2018. The Company expects to make a deficit payment in the second half of 2018.

Galveston Accident

In late September 2017, an industrial accident at a leased facility in Galveston resulted in fatalities to two temporary employees. In accordance with law, an investigation of the accident is currently underway by the Occupational Safety and Health Administration and local law enforcement. In addition, lawsuits relating to the accident, each of which claims damages in excess of $25,000 were filed in state court in Texas (Harris County District Court) and identified a subsidiary of the Company as one of several defendants. The lawsuits have been settled as to most of the original defendants, with the exception of the subsidiary, and the remaining disputes were removed to federal court in Texas (Southern District) in January 2018. The subsidiary has filed its answer to those complaints, generally denying the allegations and stating certain affirmative defenses, and has separately filed a motion for declaratory judgment in federal court in Texas (Southern District) seeking judgment that it does not owe contractual indemnification obligations to certain of the other original defendants. The Company intends to vigorously defend these suits. Estimating an amount or range of possible losses resulting from litigation proceedings is inherently difficult and requires an extensive degree of judgment, particularly where the matters involve indeterminate claims for monetary damages and are in the stages of the proceedings where key factual and legal issues have not been resolved. Accordingly, the Company is currently unable to predict the ultimate timing or outcome of, or to reasonably estimate the possible loss or a range of possible loss resulting from, these matters.

Legal Proceedings Arising in the Ordinary Course of Business

The Company is a party, as plaintiff or defendant, to various suits in the ordinary course of business for monetary relief arising principally from personal injuries, wrongful death, collision or other casualty and to claims arising under charter parties and other contract disputes. A substantial majority of such personal injury, wrongful death, collision or other casualty claims against the Company are covered by insurance (subject to deductibles not material in amount). Each of the claims involves an amount which, in the opinion of management, should not be material to the Company’s financial position, results of operations and cash flows.

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Subsequent Events

3 Months Ended

Mar. 31, 2018

Subsequent Events [Abstract]

Subsequent Events

Note 17 — Subsequent Events:

On April 18, 2018, Seaways Holding Corporation (the “Purchaser”), a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of INSW (and together with Purchaser, “INSW”), entered into the SPA with Euronav NV (“Euronav”), a limited liability company incorporated under the laws of Belgium, and Euronav MI Inc. (“Seller”), a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of Euronav, pursuant to which Purchaser has agreed to purchase from Seller, on the terms and subject to the conditions in the SPA including those set out below, the outstanding shares of Gener8 Maritime Subsidiary VII, Inc., a corporation incorporated under the laws of the Marshalls Islands (“HoldCo”) and the sole member of six limited liability companies that in the aggregate hold title to six VLCC vessels (the “Vessels”) (such transaction, the “Transaction”) in connection with a transaction to be entered into between Euronav, Seller and Gener8 Maritime, Inc., a corporation incorporated under the laws of the Marshall Islands (“GNRT”). The Company has unconditionally and irrevocably agreed to guarantee the performance and payment of the obligations of Purchaser under the SPA.

The purchase price for the Transaction is $434,000, inclusive of any assumed debt. INSW will fund the Transaction with a combination of available liquidity, the assumption of all or part of the debt secured by the Vessels and/or new third-party financing. 

Euronav’s obligation to consummate the Transaction is subject to consummation of the transaction contemplated by the merger agreement between Euronav and GNRT (the “GNRT Agreement”).

INSW’s obligation to consummate the Transaction is also subject to certain specified closing conditions including, but not limited to:

· consummation of Euronav’s announced acquisition of GNRT on terms that do not materially impede, interfere with, prevent, delay or limit the economic benefit to INSW of the Transaction;

· amendment of INSW’s existing term loan credit facility as required to consummate the Transaction, on terms and conditions reasonably acceptable to INSW;

· accuracy in all material respects of the representations and warranties, and compliance in all material respects with the covenants and agreements, made by Seller and Euronav in the SPA;

· receipt of any required regulatory approvals and third-party consents and approvals; and

· other customary closing conditions.

Each party to the SPA has agreed to use its reasonable best efforts to satisfy the foregoing conditions. The SPA also contains specified representations, warranties, and indemnification provisions of the parties customary for transactions of this type.

Subject to the satisfaction or waiver of the foregoing conditions and the other terms and conditions contained in the SPA, the Transaction is expected to close in the second quarter of 2018.

The SPA contains certain termination rights for the parties thereto in specified circumstances, including: (a) termination of the GNRT Agreement in accordance with its terms; (b) by either party for certain breaches of the SPA that are not cured; (c) by either party if the Transaction would violate any non-appealable final order, decree or judgment of any governmental authority permanently enjoining the Transaction; or (d) by either party if the Transaction is not consummated on or before June 30, 2018, provided that at such time the party seeking to terminate is not then in material breach of its obligations under the SPA. The SPA can also be terminated by mutual agreement of the parties. The SPA obligates Euronav to pay INSW a break-up fee equal to $5,000 if the SPA is terminated in certain circumstances, but only in situations where either the GNRT Agreement has been terminated, provided Euronav has received a break-up fee under the GNRT Agreement or Euronav’s acquisition of GNRT has been consummated but the Transaction has not.

If INSW is unable to receive necessary consents from its lenders with respect to the Transaction, INSW has agreed, if Euronav so elects, to purchase the Vessels and their respective special purpose vehicles for the same purchase price (and may or may not assume the debt related to the Vessels), following which Euronav is expected to repurchase two of the 2016-built Vessels from INSW for aggregate consideration of $143,000. Any such repurchase may also involve prepayment of all or part of the outstanding debt obligations associated with the Vessels and would be subject to certain other conditions, including definitive documentation.

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Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2018

Significant Accounting Policies [Abstract]

Cash, cash equivalents and Restricted cash

Cash, cash equivalentsand Restricted cash— Interest-bearing deposits that are highly liquid investments and have a maturity of three months or less when purchased are included in cash and cash equivalents. Restricted cash of $37,714 and $10,579 as of March 31, 2018 and December 31, 2017, respectively, represents legally restricted cash relating to the 2017 Debt Facilities. Such restricted cash reserves are included in the non-current assets section of the consolidated balance sheet. The 2017 Debt Facilities stipulate that net cash proceeds of any INSW asset sale or casualty event exceeding $5,000, are restricted and required to be reinvested in fixed or capital assets within twelve months of such sale or casualty event or used to repay the principal balance outstanding on the 2017 Debt Facilities.

Concentration of Credit Risk

Concentration of Credit Risk— Financial instruments that potentially subject the Company to concentrations of credit risk are voyage receivables due from charterers and pools in which the Company participates. During the three months periods ended March 31, 2018 and 2017, the Company did not have any individual customers who accounted for 10% or more of its revenues apart from the pools in which it participates. The pools in which the Company participates accounted in aggregate for 96% and 89% of consolidated voyage receivables at March 31, 2018 and December 31, 2017, respectively.

Deferred finance charges

Deferred finance charges— Finance charges, excluding original issue discount, incurred in the arrangement and / or amendments resulting in the modification of debt are deferred and amortized to interest expense on either an effective interest method or straight-line basis over the life of the related debt. Unamortized deferred finance charges of $518 relating to the 2017 Revolver Facility are included in other assets in the condensed consolidated balance sheet as of March 31, 2018. Unamortized deferred financing charges of $21,858 relating to the 2017 Term Loan Facility and$23,626 relating tothe 2017 Term Loan Facility andthe 2017 Revolver Facility are included in long-term debt in the condensed consolidated balance sheets as of March 31, 2018 and December 31, 2017, respectively. Interest expense relating to the amortization of deferred financing charges amounted to $656 and $1,936 for the three months ended March 31, 2018 and 2017, respectively.

Revenue and expense recognition

Revenue and expense recognition — On January 1, 2018, the Company adopted the provisions of ASC 606, Revenue from Contracts with Customers(ASC 606). The guidance provides a unified model to determine how revenue is recognized. In doing so, the Company makes judgments including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each performance obligation. Revenues are recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company’s contract revenues consist of revenues from time charters, bareboat charters, voyage charters and pool revenues.

Revenues from time charters are accounted for as fixed rate operating leases with an embedded technical management service component and are recognized ratably over the rental periods of such charters. Bareboat charters are accounted for as operating leases and the associated revenue is recognized ratably over the rental periods of such charters.

Voyage charters contain a lease component if the contract (i) specifies a specific vessel asset; and (ii) has terms that allow the charterer to exercise substantive decision-making rights, which have an economic value to the charterer and therefore allow the charterer to direct how and for what purpose the vessel is used. Voyage charter revenues and expenses are recognized ratably over the estimated length of each voyage. For a  voyage charter which contains a lease component, revenue and expenses are recognized based on a lease commencement-to-discharge basis and the lease commencement date is the latter of discharge of the previous cargo or voyage charter contract signing. For voyage chartersthat do not have a lease component, revenue and expenses are recognized based on a load-to-discharge basis. Accordingly, voyage expenses incurred during a vessel’s positioning voyage to a load port in order to serve a customer under a voyage charter not containing a lease are considered costs to fulfill a contract and are deferred and recognized ratably over the load-to-discharge portion of the contract.  

Under voyage charters, expenses such as fuel, port charges, canal tolls, cargo handling operations and brokerage commissions are paid by the Company whereas, under time and bareboat charters, such voyage costs are paid by the Company’s customers.

For the Company’s vessels operating in pools, revenues and voyage expenses are pooled and allocated to each pool’s participants on a time charter equivalent (“TCE”) basis in accordance with an agreed-upon formula. Accordingly, the Company accounts for its agreements with commercial pools asvariable rate operating leases with an embedded technical management service component.For the pools in which the Company participates, management monitors, among other things, the relative proportion of the Company’s vessels operating in each of the pools to the total number of vessels in each of the respective pools, and assesses whether or not the Company’s participation interest in each of the pools is sufficiently significant so as to determine that the Company has effective control of the pool.

In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

As the Company’s performance obligations are services which are received and consumed by its customers as it performs such services, revenues are recognized over time proportionate to the days elapsed since the service commencement compared to the total days anticipated to complete the service. The minimum duration of services is less than one year for each of the Company’s current contracts.

Demurrage earned during a voyage charter represents variable consideration. The Company estimates demurrage at contract inception using either the expected value or most likely amount approaches. Such estimate is reviewed and updated over the term of the voyage charter contract.

The Company has elected the practical expedient to expense costs to obtain a contract with a customer (e.g. broker commissions) as incurred rather than defer and amortize such costs as the amortization period would be expected to be one year or less.

See Note 14, “Revenue,” for additional disclosures on revenue recognition and the impact of adopting ASC 606 on January 1, 2018.

Recently adopted / issued accounting standards

Recently Adopted Accounting Standards — In January 2017, the FASB issued ASU 2017-01, Business Combinations (ASC 805), which revises the definition of a business and puts in place a new framework to assist entities in evaluating whether an acquired set of assets and activities should be accounted for as an acquisition of a business or as a group of assets. Under the current business combinations guidance, there are three elements of a business: inputs, processes, and outputs. ​The new framework adds an initial screen to determine if substantially all of the fair value of the gross assets acquired is concentrated in a single asset or group of similar assets. If that screen is met, the set is not a business. The new framework also specifies the minimum required inputs and processes necessary to be a business. It removes the need to consider a market participant’s ability to replace missing elements when all of the inputs or processes that the seller used in operating a business were not obtained. What qualifies as an input and process remains substantially the same as in the prior guidance. While processes would typically be documented, the guidance clarifies that the intellectual capacity of an organized workforce could also qualify as a process. Administrative systems (e.g., billing, payroll) are typically not considered processes that significantly contribute to the creation of outputs. The new guidance narrows the definition of “outputs” to be consistent with how they are described in ASC 606. As a result, fewer sets will be considered to have outputs. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. Upon adoption of this standard, the Company concluded that the planned acquisition of six VLCC tankers (see Note 17, “Subsequent Events”) should be accounted for as an acquisition of a group of assets as substantially all of the fair value of the gross assets to be acquired will be concentrated in vessel assets.

In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (ASC 718), which provides guidance in regards to a change to the terms or conditions of a share-based payment award. An entity is required to account for the effects of a modification unless all the following are met: (1) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; (3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The guidance is to be applied prospectively to an award modified on or after the adoption date. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. The adoption of this accounting policy had no impact on the Company’s consolidated financial statements since there were no stock award modificationsduring the three months ended March 31, 2018.

In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASC 715), which requires that an employer classify and report the service cost component in the same line item or items in the statement of operations as other compensation costs arising from services rendered by the pertinent employees during the period and disclose by line item in the statement of operations the amount of net benefit cost that is included in the statement of operations. The other components of net benefit cost would be presented in the statement of operations separately from the service cost component and outside the subtotal of income from operations. The standard is effective for interim and annual periods beginning after December 31, 2017. The standard requires application using a retrospective transition method and allows a practical expedient that permits an employer to use the amounts disclosed in its pension and other postretirement benefit plan note for the prior comparative periods as the estimation basis for applying the retrospective presentation requirements. The adoption of this accounting standard resulted in the reclassification of  $118of net actuarial gains and $202 of benefit obligation interest costs from the general and administrative expense line to the other income and interest expense lines, respectively, on the condensed consolidated statements of operations for the three months ended March 31, 2017.Net periodic pension costs comprised of $171 of net actuarial gains and $196 of benefit obligation interest costs, are included in the other income and interest expense lines, respectively, on the condensed consolidated statements of operations for the three months ended March 31, 2018.

In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (ASC 230): Restricted Cash, which requires that amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The standard is effective for annual periods beginning after December 31, 2017 and interim periods within that reporting period. The adoption of this accounting standard resulted in the inclusion of restricted cash of $10,579at December 31, 2017 in the beginning-of-period amounts shown on the statement of cash flows for the three months ended March 31, 2018.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (ASC 230), which amends the guidance in ASC 230 on the classification of certain cash receipts and payments in the statement of cash flows. The primary purpose of the ASU is to reduce the diversity in practice that has resulted from the lack of consistent principles on this topic with respect to (1) debt prepayment or debt extinguishment costs; (2) settlement of zero-coupon debt; (3) contingent consideration payments made after a business combination; (4) proceeds from the settlement of insurance claims; (5) proceeds from the settlement of corporate-owned life insurance policies; (6) distributions received from equity method investees; (7) beneficial interests in securitization transactions; and (8) separately identifiable cash flows and application of the predominance principle. The standard is effective for interim and annual periods beginning after December 31, 2017. The guidance requires application using a retrospective transition method. We adopted the standard for classification of distributions received from equity method investees using the cumulative equity earnings approach, which required the retrospective reclassification of distributions received from certain affiliated companies accounted for by the equity method, from investing activities to operating activities. As a result, $2,488 of the total distributions of $8,700 received from certain affiliated companies accounted for by the equity method during the three months ended March 31, 2018 is presented as a cash inflow from investing activities while the balance of $6,212is presented as a cash inflow from operating activities. There were no comparable cash distributions from equity method investees during the three months ended March 31, 2017. In addition, the adoption of this accounting standard resulted in the separate line presentation of $1,061 and $5 of insurance proceeds received for various claims arising from the normal operations of our vessel fleet,in the operating activities section of the condensed consolidated statement of cash flows for the three months ended March 31, 2018 and 2017, respectively.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606), a standard that supersedes virtually all of the existing revenue recognition guidance in U.S. GAAP. The standard establishes a five-step model that applies to revenue earned from a contract with a customer. The standard’s requirements also apply to the sale of some non-financial assets that are not part of an entity’s ordinary activities (e.g., sales of property or plant and equipment). Extensive disclosures are required, including disaggregation of total revenue, information about performance obligations, changes in contract asset and liability account balances between periods and key judgments and estimates. The FASB has issued several amendments to the standard, including clarification of the accounting for licenses of intellectual property and identifying performance obligations. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The new standard is effective for us beginning January 1, 2018 and we adopted the standard using the cumulative catch-up transition method. See Note 14, “Revenue,” for further information.

Recently Issued Accounting Standards— In September 2017, the FASB issued ASU 2017-13, Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments, which allows certain public business entities (“PBEs”) that otherwise would not meet the definition of a public business entity except for a requirement to include its financial statements or financial information in another entity’s filings with the SEC, to elect to use non-PBE transition dates for the sole purpose of adopting ASU No. 2016-02, Leases (ASC 842), and ASU No. 2014-09, Revenue from Contracts with Customers (ASC 606). Accordingly, all financial statements or financial information of the Company’s FSO and LNG joint ventures that may be included in the Company’s filings with the SEC pursuant to SEC Regulation S-X Rule 4-08(g), Summarized Financial Information of Subsidiaries Not Consolidated and 50 Percent or Less Owned Persons, and/or SEC Regulation S-X Rule 3-09, Separate Financial Statements of Subsidiaries Not Consolidated and 50 Percent or Less Owned Persons, will likely not reflect the adoptions of ASC 606 and ASC 842 until January 1, 2019 and January 1, 2020, respectively.

In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842), which requires lessees to recognize most leases on the balance sheet. This is expected to increase both reported assets and liabilities. The standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2018, although early adoption is permitted. Lessees and lessors will be required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. The requirements of this standard include a significant increase in required disclosures. Management is analyzing the impact of the adoption of this guidance on the Company’s consolidated financial statements, including assessing changes that might be necessary to information technology systems, processes and internal controls to capture new data and address changes in financial reporting. Management expects that the Company will recognize increases in reported amounts for property, plant and equipment and related lease liabilities upon adoption of the new standard.

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Contingencies (Policy)

3 Months Ended

Mar. 31, 2018

Contingencies [Abstract]

Legal costs

INSW’s policy for recording legal costs related to contingencies is to expense such legal costs as incurred.

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Earnings per Common Share (Tables)

3 Months Ended

Mar. 31, 2018

Earnings per Common Share [Abstract]

Components of Calculation of Earnings Per Share

The components of the calculation of basic earnings per share and diluted earnings per share are as follows:

	Three Months Ended
	March 31,
	2018		2017
Net (loss)/income	$	(29,316)	$	18,067
Weighted average common shares outstanding:
Basic		29,106,180		29,180,255
Diluted		29,106,180		29,195,544

Reconciliations of the numerator of the basic and diluted earnings per share computations are as follows:

	Three Months Ended
	March 31,
	2018		2017
Net (loss)/income allocated to:
Common Stockholders	$	(29,316)	$	18,047
Participating securities		-		20
	$	(29,316)	$	18,067

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Business and Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2018

Business and Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

Information about the Company’s reportable segments as of and for the three months ended March 31, 2018 and 2017 follows:

	Crude		Product
	Tankers		Carriers		Other		Totals
Three months ended March 31, 2018:
Shipping revenues	$	32,365	$	19,613	$	-	$	51,978
Time charter equivalent revenues		29,220		19,581		-		48,801
Depreciation and amortization		12,873		4,718		33		17,624
Loss/(gain) on disposal of vessels and other property		9,988		(3,415)		-		6,573
Adjusted (loss)/income from vessel operations		(12,024)		(2,411)		331		(14,104)
Equity in income of affiliated companies		5,575		-		2,765		8,340
Investments in and advances to affiliated companies
at March 31, 2018		257,782		14,620		111,622		384,024
Adjusted total assets at March 31, 2018		1,041,597		363,175		111,248		1,516,020
Expenditures for vessels and vessel improvements		1,564		347		-		1,911
Payments for drydockings		1,249		-		-		1,249
Three months ended March 31, 2017:
Shipping revenues	$	59,892	$	28,858	$	-	$	88,750
Time charter equivalent revenues		56,045		28,087		-		84,132
Depreciation and amortization		13,047		5,536		33		18,616
Adjusted income from vessel operations		18,359		2,033		45		20,437
Equity in income of affiliated companies		9,915		-		3,691		13,606
Investments in and advances to affiliated companies
at March 31, 2017		277,867		14,808		83,562		376,237
Adjusted total assets at March 31, 2017		1,075,115		419,757		83,188		1,578,060
Expenditures for vessels and vessel improvements		110		287		-		397
Payments for drydockings		5,297		1,729		-		7,026

Reconciliation of Revenue from Segments to Consolidated

Reconciliations of time charter equivalent (“TCE”) revenues of the segments to shipping revenues as reported in the condensed statements of operations follow:

	Three Months Ended
	March 31,
	2018		2017
Time charter equivalent revenues	$	48,801	$	84,132
Add: Voyage expenses		3,177		4,618
Shipping revenues	$	51,978	$	88,750

Reconciliation of Operating Profit (Loss) from Segments to Consolidated

Reconciliations of adjusted (loss)/income from vessel operations of the segments to (loss)/income before income taxes, as reported in the condensed consolidated statements of operations follow:

	Three Months Ended
	March 31,
	2018		2017
Total adjusted (loss)/income from vessel operations
of all segments	$	(14,104)	$	20,437
General and administrative expenses		(6,029)		(6,274)
Separation and transition costs		-		(735)
Loss on disposal of vessels and other property		(6,573)		-
Consolidated (loss)/income from vessel operations		(26,706)		13,428
Equity in income of affiliated companies		8,340		13,606
Other income		679		204
Interest expense		(11,621)		(9,167)
(Loss)/income before income taxes	$	(29,308)	$	18,071

Reconciliation of Assets from Segment to Consolidated

Reconciliations of total assets of the segments to amounts included in the condensed consolidated balance sheets follow:

As of March 31,	2018		2017
Total assets of all segments	$	1,516,020	$	1,578,060
Corporate unrestricted cash and cash equivalents		53,472		101,067
Restricted cash		37,714		-
Other unallocated amounts		5,266		4,202
Consolidated total assets	$	1,612,472	$	1,683,329

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Equity Method Investments (Tables)

3 Months Ended

Mar. 31, 2018

Equity Method Investments [Abstract]

Results of Operations of Equity Method Investments

A condensed summary of the results of operations of the joint ventures follows:

	Three Months Ended
	March 31,
	2018		2017
Shipping revenues	$	52,787	$	60,969
Ship operating expenses		(28,292)		(26,195)
Income from vessel operations		24,495		34,774
Other income		312		1,517
Interest expense		(8,380)		(9,960)
Income tax provision		(996)		-
Net income	$	15,431	$	26,331

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Variable Interest Entities ("VIEs") (Tables)

3 Months Ended

Mar. 31, 2018

Variable Interest Entities ("VIEs") [Abstract]

Schedule of Variable Interest Entities

The following table presents the carrying amounts of assets and liabilities in the condensed consolidated balance sheet related to the VIEs as of March 31, 2018:

	Condensed Consolidated Balance Sheet
Investments in Affiliated Companies	$	252,282

Schedule of Variable Interest Entities Liability in Condensed Consolidated Balance Sheet to Maximum Exposure to Loss

The table below compares the Company’s liability in the condensed consolidated balance sheet to the maximum exposure to loss at March 31, 2018:

		Condensed Consolidated Balance Sheet	Maximum Exposure to Loss
Other Liabilities	$	-	$	252,282

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Tables)

3 Months Ended

Mar. 31, 2018

Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures [Abstract]

Fair Value, by Balance Sheet Grouping

The estimated fair values of the Company’s financial instruments, other than derivatives that are not measured at fair value on a recurring basis, categorized based upon the fair value hierarchy, are as follows:

	Fair Value		Level 1		Level 2
March 31, 2018:
Cash and cash equivalents (1)	$	91,186	$	91,186	$	-
2017 Term Loan Facility		(539,730)		-		(539,730)
December 31, 2017:
Cash and cash equivalents (1)	$	70,606	$	70,606	$	-
2017 Term Loan Facility		(550,689)		-		(550,689)
2017 Revolver Facility		(30,227)		-		(30,227)

(1) Includes non-current restricted cash of $37,714 and $10,579 at March 31, 2018 and December 31, 2017, respectively.

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The following table presents information with respect to the fair values of derivatives reflected in the March 31, 2018 and December 31, 2017 balance sheets on a gross basis by transaction:

	Asset Derivatives			Liability Derivatives
	Balance Sheet			Balance Sheet
	Location	Amount		Location	Amount
March 31, 2018:
Derivatives designated as hedging instruments:
Interest rate caps:
Current portion	Prepaid expenses and other current assets	$	93	Accounts payable, accrued expenses and other current liabilities	$	-
Long-term portion	Other assets		1,820	Other liabilities		-
Total derivatives designated as hedging instruments		$	1,913		$	-
December 31, 2017:
Derivatives designated as hedging instruments:
Interest rate caps:
Current portion	Prepaid expenses and other current assets	$	16	Accounts payable, accrued expenses and other current liabilities	$	-
Long-term portion	Other assets		886	Other liabilities		-
Total derivatives designated as hedging instruments		$	902		$	-

Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)

The effect of cash flow hedging relationships recognized in other comprehensive income excluding amounts reclassified from accumulated other comprehensive loss (effective portion), including hedges of equity method investees, for the three months ended March 31, 2018 and 2017 follows:

	Three Months Ended
	March 31,
	2018		2017
Interest rate swaps	$	3,854	$	(270)
Interest rate cap		1,012		-
Total	$	4,866	$	(270)

The effect of cash flow hedging relationships on the unaudited condensed consolidated statement of operations is presented excluding hedges of equity method investees. The effect of INSW’s cash flow hedging relationships on the unaudited condensed consolidated statement of operations for the three months ended March 31, 2018 and 2017 follows:

	Statement of Operations
	Effective Portion of Gain/(Loss)
	Reclassified from
	Accumulated Other
For the three months ended	Comprehensive Loss			Ineffective Portion
		Amount of			Amount of
	Location	Gain/(Loss)		Location	Gain/(Loss)
March 31, 2018:
Interest rate cap	Interest expense	$	-	Interest expense	$	-
Total		$	-		$	-
March 31, 2017:
Interest rate cap	Interest expense	$	(131)	Interest expense	$	-
Total		$	(131)		$	-

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Debt (Tables)

3 Months Ended

Mar. 31, 2018

Debt [Abstract]

Schedule of Long-term Debt Instruments

Debt consists of the following:

	March 31,		December 31,
	2018		2017
2017 Term Loan, due 2022, net of unamortized discount
and deferred costs of $21,857 and $23,074	$	521,268	$	523,489
2017 Revolver Facility, net of unamortized deferred finance costs of $552		-		29,448
		521,268		552,937
Less current portion		(20,625)		(24,063)
Long-term portion	$	500,643	$	528,874

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Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Mar. 31, 2018

Accumulated Other Comprehensive Loss [Abstract]

Components of Accumulated Other Comprehensive Loss

Note 13 — Accumulated Other Comprehensive Loss:

The components of accumulated other comprehensive loss, net of related taxes, in the condensed consolidated balance sheets follow:

	March 31,		December 31,
	2018		2017
Unrealized losses on derivative instruments	$	(21,519)	$	(28,989)
Items not yet recognized as a component of net periodic benefit cost (pension plans)		(11,847)		(11,418)
	$	(33,366)	$	(40,407)

The changes in the balances of each component of accumulated other comprehensive loss, net of related taxes, during the three months ended March 31, 2018 and 2017 follow: 

	Unrealized losses on cash flow hedges		Items not yet recognized as a component of net periodic benefit cost (pension plans)		Total
Balance as of December 31, 2017	$	(28,989)	$	(11,418)	$	(40,407)
Current period change, excluding amounts reclassified
from accumulated other comprehensive loss		4,866		(429)		4,437
Amounts reclassified from accumulated other
comprehensive loss		2,604		-		2,604
Total change in accumulated other comprehensive loss		7,470		(429)		7,041
Balance as of March 31, 2018	$	(21,519)	$	(11,847)	$	(33,366)
Balance as of December 31, 2016	$	(40,317)	$	(11,950)	$	(52,267)
Current period change, excluding amounts reclassified
from accumulated other comprehensive loss		(270)		(197)		(467)
Amounts reclassified from accumulated other
comprehensive loss		3,588		-		3,588
Total change in accumulated other comprehensive loss		3,318		(197)		3,121
Balance as of March 31, 2017	$	(36,999)	$	(12,147)	$	(49,146)

Reclassification Out of Accumulated Other Comprehensive Income (Loss)

Amounts reclassified out of each component of accumulated other comprehensive loss follow:

	Three Months Ended
	March 31,
Accumulated Other Comprehensive Loss Component	2018		2017		Statement of Operations Line Item
Unrealized losses on cash flow hedges:
Interest rate swaps entered into by the Company's					Equity in income of
equity method joint venture investees	$	(2,604)	$	(3,457)	affiliated companies
Interest rate caps entered into by the Company's
subsidiaries		-		(131)	Interest expense
	$	(2,604)	$	(3,588)	Total before and net of tax

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Revenue (Tables)

3 Months Ended

Mar. 31, 2018

Revenue [Abstract]

Schedule of Disaggregated Revenue

The following table presents the Company’s revenue disaggregated by revenue source for the three months ended March 31, 2018.

	Crude		Product
	Tankers		Carriers		Other		Totals
Three months ended March 31, 2018:
Pool revenues
Vessel lease component	$	3,874	$	4,988	$	-	$	8,862
Technical management services component		12,526		14,126		-		26,652
Time and bareboat charter revenues
Vessel lease component		2,276		495		-		2,771
Technical management services component		5,142		-		-		5,142
Voyage charter revenues
Vessel lease component		2,680		4		-		2,684
Technical management services component		768		-		-		768
Lightering services component		5,099		-		-		5,099
Total shipping revenues	$	32,365	$	19,613	$	-	$	51,978

Schedule of Contract Related Receivables, Assets and Liabilities with Customers

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers, and significant changes in contract assets and liabilities balances.

	Voyage receivables - Billed receivables		Contract assets (Unbilled voyage receivables)		Contract liabilities (Deferred revenues and off hires)
Opening balance as of January 1, 2018	$	3,486	$	54,701	$	(1,775)
Closing balance as of March 31, 2018		1,118		49,578		(999)
Revenue recognized in the period from:
Amounts included in contract liability at the beginning
of the period	$	-	$	-	$	918

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Leases (Tables)

3 Months Ended

Mar. 31, 2018

Charters-Out [Member]

Lease [Abstract]

Operating Leases of Lessee Disclosure

At March 31, 2018, the future minimum revenues, before reduction for brokerage commissions, expected to be received on non-cancelable bareboat and time charters and the related revenue days (revenue days represent calendar days, less days that vessels are not available for employment due to repairs, drydock or lay-up) are as follows:

Time Charters-out:
At March 31, 2018	Amount		Revenue Days
2018	$	7,383	691
Future minimum revenues	$	7,383	691

Property Subject to Operating Lease [Member] | Bareboat Charters-In [Member]

Lease [Abstract]

Schedule of Property Subject to or Available for Operating Lease

The future minimum commitments and related number of operating days under these operating leases are as follows:

Bareboat Charters-in:
At March 31, 2018	Amount		Operating Days
2018	$	5,443	658
2019		6,278	730
2020		6,295	732
2021		6,278	730
2022		6,278	730
Thereafter		6,828	794
Net minimum lease payments	$	37,400	4,374

Property Subject to Operating Lease [Member] | Time Charters-In [Member]

Lease [Abstract]

Schedule of Property Subject to or Available for Operating Lease

Time Charters-in:
At March 31, 2018	Amount		Operating Days
2018	$	7,941	1,011
Net minimum lease payments	$	7,941	1,011

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Basis of Presentation (Narrative) (Details)	Mar. 31, 2018 property
Vessel/Fleet [Member]
Property, Plant and Equipment [Line Items]
Number of vessels in fleet	53
Charter In Vessels [Member]
Property, Plant and Equipment [Line Items]
Number of vessels in fleet	8
Vessels with Interest In [Member]
Property, Plant and Equipment [Line Items]
Number of vessels in fleet	6

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Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Summary Of Significant Accounting Policies [Line Items]
Restricted cash and cash equivalents, noncurrent	$ 37,714		$ 10,579
Amortization of financing costs	656		$ 1,936
Cash paid to tax authority upon vesting of stock-based compensation	278	$ 164
Increase in cash and cash equivalent	20,580	9,066
Repayments of advances from joint venture investees	2,488
Aggregate distributions from affiliates, equity method investment	8,700
Vessel operations insurance claims proceeds	1,061	5
Accounting Standards Update 2017-07 [Member]
Summary Of Significant Accounting Policies [Line Items]
Net actuarial gain	171	118
Defined benefit plan, interest cost	196	202
Accounting Standards Update 2016-15 [Member]
Summary Of Significant Accounting Policies [Line Items]
Equity method distributions, operating activities	6,212
Vessel operations insurance claims proceeds	1,061	$ 5
INSW Facilities [Member]
Summary Of Significant Accounting Policies [Line Items]
Debt instrument, convenant threshold related to net cash proceeds from asset sales	$ 5,000
Accounts Receivable [Member]
Summary Of Significant Accounting Policies [Line Items]
Concentration risk, percentage	96.00%		89.00%
Term Loan [Member]
Summary Of Significant Accounting Policies [Line Items]
Deferred finance costs, gross	$ 21,858		$ 23,626
Revolving Credit Facility [Member]
Summary Of Significant Accounting Policies [Line Items]
Deferred finance costs, gross	$ 518

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Earnings per Common Share (Narrative) (Details) - shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Dilutive awards	0	15,289
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Participating securities allocated a portion of income	38,938	32,067
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities	83,908
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities	275,830
Antidilutive securities excluded from computation of earnings per share, amount	379,902	198,730

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Earnings per Common Share (Calculation of EPS) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Earnings per Common Share [Abstract]
Net (Loss)/Income	$ (29,316)	$ 18,067
Weighted average common shares outstanding:
Basic	29,106,180	29,180,255
Diluted	29,106,180	29,195,544

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Earnings per Common Share (Reconciliation of Net Income) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Earnings per Common Share [Abstract]
Common Stockholders	$ (29,316)	$ 18,047
Participating securities		20
Net (Loss)/Income	$ (29,316)	$ 18,067

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Business and Segment Reporting (Reportable Segments Information) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($) segment	Mar. 31, 2017 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments | segment	2
Shipping revenues	$ 51,978	$ 88,750
Time charter equivalent revenues	48,801	84,132
Depreciation and amortization	17,624	18,616
Loss/(gain) on disposal of vessels and other property, including impairments	6,573
Adjusted income/(loss) from vessel operations	(14,104)	20,437
Equity in income of affiliated companies	8,340	13,606
Investments in and advances to affiliated companies	384,024	376,237
Adjusted total assets	1,516,020	1,578,060
Expenditures for vessels and vessel improvements	1,911	397
Payments for drydockings	1,249	7,026
International Crude Tankers Segment [Member]
Segment Reporting Information [Line Items]
Shipping revenues	32,365	59,892
Time charter equivalent revenues	29,220	56,045
Depreciation and amortization	12,873	13,047
Loss/(gain) on disposal of vessels and other property, including impairments	9,988
Adjusted income/(loss) from vessel operations	(12,024)	18,359
Equity in income of affiliated companies	5,575	9,915
Investments in and advances to affiliated companies	257,782	277,867
Adjusted total assets	1,041,597	1,075,115
Expenditures for vessels and vessel improvements	1,564	110
Payments for drydockings	1,249	5,297
International Product Carriers Segment [Member]
Segment Reporting Information [Line Items]
Shipping revenues	19,613	28,858
Time charter equivalent revenues	19,581	28,087
Depreciation and amortization	4,718	5,536
Loss/(gain) on disposal of vessels and other property, including impairments	(3,415)
Adjusted income/(loss) from vessel operations	(2,411)	2,033
Investments in and advances to affiliated companies	14,620	14,808
Adjusted total assets	363,175	419,757
Expenditures for vessels and vessel improvements	347	287
Payments for drydockings		1,729
Other Segments [Member]
Segment Reporting Information [Line Items]
Depreciation and amortization	33	33
Adjusted income/(loss) from vessel operations	331	45
Equity in income of affiliated companies	2,765	3,691
Investments in and advances to affiliated companies	111,622	83,562
Adjusted total assets	$ 111,248	$ 83,188

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Business and Segment Reporting (Reconciliation of Time Charter Revenue to Shipping Revenues) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Business and Segment Reporting [Abstract]
Time charter equivalent revenues	$ 48,801	$ 84,132
Add: Voyage expenses	3,177	4,618
Shipping revenues	$ 51,978	$ 88,750

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Business and Segment Reporting (Reconciliation of Income from Vessel Operations to Profit (Loss) Before Reorganization) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Business and Segment Reporting [Abstract]
Total adjusted income from vessel operations of all segments	$ (14,104)	$ 20,437
General and administrative expenses	(6,029)	(6,274)
Separation and transition costs		(735)
Loss on disposal of vessels and other property, including impairments	(6,573)
(Loss)/income from vessel operations	(26,706)	13,428
Equity in income of affiliated companies	8,340	13,606
Other income	679	204
Interest expense	(11,621)	(9,167)
(Loss)/income before income taxes	$ (29,308)	$ 18,071

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Business and Segment Reporting (Reconcilation of Assets of Segments to Consolidated Amounts) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017
Business and Segment Reporting [Abstract]
Adjusted total assets	$ 1,516,020		$ 1,578,060
Cash and cash equivalents	53,472	$ 60,027	101,067
Restricted cash	37,714	10,579
Other unallocated amounts	5,266		4,202
Consolidated Total Assets	$ 1,612,472	$ 1,664,484	$ 1,683,329

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Vessels (Narrative) (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Apr. 30, 2018	Mar. 31, 2018	Mar. 31, 2017
Property, Plant and Equipment [Line Items]
Payments to acquire equipment		$ 1,911	$ 397
Gain (loss) on disposition of assets		6,571
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property		$ (6,573)
6 Very Large Crude Carriers [Member] | Subsequent Event [Member] | Scenario, Plan [Member]
Property, Plant and Equipment [Line Items]
Payments to acquire equipment	$ 434,000

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Equity Method Investments (Narrative) (Details)			3 Months Ended
	Apr. 26, 2018 USD ($)	Mar. 29, 2018 USD ($)	Mar. 31, 2018 USD ($)	Jun. 30, 2018	Dec. 31, 2017 USD ($)	Sep. 30, 2017 USD ($)
Schedule of Equity Method Investments [Line Items]
Investments in and advances to affiliated companies			$ 384,024,000		$ 378,894,000
Other Equity Method Investments [Member]
Schedule of Equity Method Investments [Line Items]
Investments in and advances to affiliated companies						$ 24,067,000
LNG and FSO Joint Ventures [Member]
Schedule of Equity Method Investments [Line Items]
Equity method investment, ownership percentage			50.00%
LNG Joint Venture [Member] | Liquid Natural Gas Carrier Vessel [Member]
Schedule of Equity Method Investments [Line Items]
Investments in and advances to affiliated companies			$ 111,622,000
FSO Joint Venture [Member]
Schedule of Equity Method Investments [Line Items]
Long term debt carrying amount			$ 0		$ 0
FSO Joint Venture [Member] | Secured Debt [Member] | FSO Loan Agreement [Member]
Schedule of Equity Method Investments [Line Items]
Line of credit facility, maximum borrowing capacity		$ 220,000,000
Debt instrument covenant debt service cover ratio		1.10
FSO Joint Venture [Member] | Secured Debt [Member] | Medium-term Notes [Member] | FSO Term Loan [Member]
Schedule of Equity Method Investments [Line Items]
Line of credit facility, maximum borrowing capacity		$ 110,000,000
FSO Joint Venture [Member] | Secured Debt [Member] | Revolving Credit Agreement [Member] | FSO Revolver [Member]
Schedule of Equity Method Investments [Line Items]
Line of credit facility, maximum borrowing capacity		$ 110,000,000
Proceeds from long-term lines of credit	$ 110,000,000
Debt instrument, description of variable rate basis			three month, six month or twelve month LIBOR
Debt instrument, basis spread on variable rate			2.00%
Line of credit facility, commitment fee percentage			0.70%
Line of credit facility, commitment fee percentage paid to affiliate			0.30%
FSO Joint Venture [Member] | Interest Rate Swap [Member] | Secured Debt [Member] | Medium-term Notes [Member] | FSO Term Loan [Member] | Scenario, Forecast [Member]
Schedule of Equity Method Investments [Line Items]
Derivative, fixed interest rate				4.863%
FSO Joint Venture [Member] | FSO Asia and FSO Africa [Member]
Schedule of Equity Method Investments [Line Items]
Investments in and advances to affiliated companies			$ 248,335,000
Subsequent Event [Member] | FSO Joint Venture [Member] | Secured Debt [Member] | Medium-term Notes [Member] | FSO Term Loan [Member] | Financial Guarantee [Member]
Schedule of Equity Method Investments [Line Items]
Proceeds from long-term lines of credit	$ 110,000,000

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Equity Method Investments (Results of Operations of Equity Method Investments) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Equity Method Investments [Abstract]
Shipping revenues	$ 52,787	$ 60,969
Ship operating expenses	(28,292)	(26,195)
Income from vessel operations	24,495	34,774
Other income	312	1,517
Interest expense	(8,380)	(9,960)
Income tax provision	(996)
Net income	$ 15,431	$ 26,331

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Variable Interest Entities ("VIEs") (Narrative) (Details) $ in Thousands	Mar. 31, 2018 USD ($) item	Dec. 31, 2017 USD ($)
Variable Interest Entity [Line Items]
Accounts receivable, net, current	$ 50,696	$ 58,187
Variable Interest Entity, Not Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Number of joint ventures | item	3
Accounts receivable, net, current	$ 14,349

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Variable Interest Entities ("VIEs") (Balance Sheet Carrying Amounts Related to VIEs) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Mar. 31, 2017
Variable Interest Entity [Line Items]
Investments in Affiliated Companies	$ 384,024	$ 376,237
Variable Interest Entity, Not Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Investments in Affiliated Companies	$ 252,282

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Variable Interest Entities ("VIEs") (Comparison of Liability to Maximum Exposure to Loss) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Variable Interest Entity [Line Items]
Other Liabilities	$ 2,821	$ 2,721
Variable Interest Entity, Not Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Maximum Exposure to Loss	$ 252,282

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Narrative) (Details) - Interest Rate Cap [Member] $ in Thousands	Mar. 31, 2018 USD ($)
Fair Value Of Financial Instruments Derivatives And Fair Value Disclousres [Line Items]
Derivative, notional amount	$ 300,000
Derivative, cap interest rate	2.50%

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Fair Value of Financial Instruments Other Than Derivatives) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents including restricted cash	$ 91,186	$ 70,606	$ 101,067	$ 92,001
Restricted cash and cash equivalents, noncurrent	37,714	10,579
Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents including restricted cash	91,186	70,606
Term Loan [Member] | INSW Facilities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans Payable, Fair Value Disclosure	(539,730)	(550,689)
Term Loan [Member] | INSW Facilities [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans Payable, Fair Value Disclosure	$ (539,730)	(550,689)
Revolver Facility [Member] | INSW Facilities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans Payable, Fair Value Disclosure		(30,227)
Revolver Facility [Member] | INSW Facilities [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Loans Payable, Fair Value Disclosure		$ (30,227)

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Fair Value of Derivative Instruments) (Details) - Interest Rate Cap [Member] - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Derivative Asset	$ 1,913	$ 902
Other Noncurrent Assets [Member]
Derivative Instruments in Hedges, Assets, at Fair Value	1,820	886
Prepaid Expenses and Other Current Assets [Member]
Derivative Instruments in Hedges, Assets, at Fair Value	$ 93	$ 16

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Effect of Cash Flow Hedging Relationships) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Unrealized gain (loss) on derivative instruments	$ 4,866	$ (270)
Interest Rate Cap [Member]
Unrealized gain (loss) on derivative instruments	1,012
Interest Rate Swap [Member]
Unrealized gain (loss) on derivative instruments	$ 3,854	$ (270)

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Effect of Cash Flow Hedging Relationships on Consolidated Statements of Operations) (Details) - Interest Expense [Member] $ in Thousands	3 Months Ended
	Mar. 31, 2017 USD ($)
Effective portion of gain/(loss) reclassified from accumulated other comprehensive loss	$ (131)
Interest Rate Cap [Member]
Effective portion of gain/(loss) reclassified from accumulated other comprehensive loss	$ (131)

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Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Fair Values of Assets and Liabilities Measured on Recurring Basis) (Details) - Interest Rate Cap [Member] - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Derivative asset	$ 1,913	$ 902
Fair Value, Inputs, Level 2 [Member]
Derivative asset	$ 1,913	$ 902

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Debt (2017 Debt Facilities) (Narrative) (Details) - USD ($)		3 Months Ended
	Jun. 22, 2017	Mar. 31, 2018	Mar. 31, 2017
Debt Instrument [Line Items]
Payments on debt		$ (33,438,000)	$ (1,546,000)
2017 Debt Facilities [Member] | Subsidiaries [Member] | International Seaways Operating Corporation [Member]
Debt Instrument [Line Items]
Debt instrument, maturity date, description		The maturity dates for the 2017 Debt Facilities are subject to acceleration upon the occurrence of certain events (as described in the credit agreement).
Debt instrument, interest rate terms		On March 21, 2018, the $30,000 outstanding balance under the 2017 Revolver Facility was repaid in full using proceeds from the sale of vessels sold during December 2017 and the first quarter of 2018.
Debt instrument covenant on collateral fair market value	$ 300,000,000
Debt instrument convenant percentage benchmark against certain fair market values	65.00%
Debt Instrument Covenant Fair Market Value Of Collateral Percentage		45.00%
2017 Debt Facilities [Member] | Subsidiaries [Member] | Revolving Credit Facility [Member] | International Seaways Operating Corporation [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 50,000,000
Line of credit facility, expiration date	Dec. 22, 2021
Term Loan [Member] | 2017 Debt Facilities [Member]
Debt Instrument [Line Items]
Debt instrument, covenant related to base Available Amount		$ 15,000,000
Term Loan [Member] | 2017 Debt Facilities [Member] | Subsidiaries [Member] | International Seaways Operating Corporation [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 550,000,000
Debt instrument, maturity date	Jun. 22, 2022
Quarterly installment percentage of original principal amount for period one	0.625%
Quarterly installment percentage of original principal amount for period two	1.25%
Additional prepayment requirement percentage of Excess Cash flow	50.00%

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Debt (INSW Facilities) (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Debt Instrument [Line Items]
Payments on debt	$ (33,438)	$ (1,546)
International Seaways Exit Facilities and 2017 Debt Facilities [Member]
Debt Instrument [Line Items]
Interest Expense	11,361	8,735
INSW Facilities [Member]
Debt Instrument [Line Items]
Debt instrument, convenant threshold related to net cash proceeds from asset sales	5,000
Interest Expense	9,958	$ 6,699
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Deferred finance costs, gross	518
Term Loan [Member]
Debt Instrument [Line Items]
Deferred finance costs, gross	21,858		$ 23,626
Term Loan [Member] | 2017 Debt Facilities [Member]
Debt Instrument [Line Items]
Debt instrument, covenant related to base Available Amount	$ 15,000

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Debt (Schedule of Long-term Debt Instruments) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Less current portion	$ (20,625)	$ (24,063)
Long-term portion	500,643	528,874
2017 Debt Facilities [Member]
Debt Instrument [Line Items]
Less current portion	(20,625)	(24,063)
Unamortized discount and deferred finance costs	21,857	23,074
Term Loan [Member] | 2017 Debt Facilities [Member]
Debt Instrument [Line Items]
Long-term debt	521,268	523,489
Revolver Facility [Member] | 2017 Debt Facilities [Member]
Debt Instrument [Line Items]
Long-term debt		29,448
Unamortized discount and deferred finance costs		552
Revolving Credit Facility [Member] | 2017 Debt Facilities [Member]
Debt Instrument [Line Items]
Long-term debt	$ 521,268	$ 552,937

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Taxes (Narrative) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Taxes [Abstract]
Income tax examination, interest accrued	$ 56	$ 51
Reserve for uncertain tax positions	$ 150	$ 153

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Related Parties (Narrative) (Details) - USD ($) $ in Thousands		3 Months Ended
	Mar. 29, 2017	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2019	Dec. 31, 2017
Non-cash expense relating to stock compensation benefits		$ 629	$ 740
Cash distributions from affiliated companies		6,212
Transition Services and Separation and Distribution and Employee Matters Agreements [Member]
Accounts payable, related parties, current		34			$ 367
Transition Services Agreement [Member]
Related party earned fees			55
Related party incurred fees			$ 529
Subsidiaries [Member] | Qatar Gas Transport Company Limited Nakilat Joint Venture [Member]
Guarantor obligation fee		100
LNG Joint Venture [Member]
Annual fee to related party		$ 135
LNG Joint Venture [Member] | Scenario, Forecast [Member]
Annual fee to related party				$ 145
Secured Debt [Member] | Medium-term Notes [Member] | FSO Term Loan [Member] | FSO Joint Venture [Member]
Debt instrument covenant liquid assets minimal threshold amount	$ 50,000
Debt instrument covenant total indebtednesss percentage	5.00%
Debt instrument covenant cash on hand	$ 30,000

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Capital Stock and Stock Compensation (Narrative) (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	May 02, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock repurchase program, authorized amount			$ 30,000,000
Purchases Of Treasury Stock	$ 0	$ 0
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares paid for tax withholding for share based compensation	15,746	12,205
Shares paid for tax withholding for share based compensation, per share amount	$ 17.66	$ 18.58

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Accumulated Other Comprehensive Loss (Components of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Accumulated Other Comprehensive Loss [Abstract]
Unrealized losses on derivative instruments	$ (21,519)	$ (28,989)
Items not yet recognized as a component of net periodic benefit cost (pension plans)	(11,847)	(11,418)
Accumulated other comprehensive loss	$ (33,366)	$ (40,407)

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Accumulated Other Comprehensive Loss (Changes in Components of AOCI, Net of Related Taxes) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Balance, beginning	$ 1,085,654	$ 1,179,512
Other Comprehensive Income, net of tax	7,041	3,121
Balance, ending	1,063,642	1,201,213
Accumulated Other Comprehensive Loss [Member]
Balance, beginning	(40,407)	(52,267)
Current period change, excluding amounts reclassified from accumulated other comprehensive loss	4,437	(467)
Amounts reclassified from accumulated other comprehensive loss	2,604	3,588
Other Comprehensive Income, net of tax	7,041	3,121
Balance, ending	(33,366)	(49,146)
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member]
Balance, beginning	(28,989)	(40,317)
Current period change, excluding amounts reclassified from accumulated other comprehensive loss	4,866	(270)
Amounts reclassified from accumulated other comprehensive loss	2,604	3,588
Other Comprehensive Income, net of tax	7,470	3,318
Balance, ending	(21,519)	(36,999)
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member]
Balance, beginning	(11,418)	(11,950)
Current period change, excluding amounts reclassified from accumulated other comprehensive loss	(429)	(197)
Other Comprehensive Income, net of tax	(429)	(197)
Balance, ending	$ (11,847)	$ (12,147)

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Accumulated Other Comprehensive Loss (Amounts Reclassified out of AOCI) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Unrealized losses on available-for-sale securities:
Interest expense	$ (11,621)	$ (9,167)
Reclassification out of Accumulated Other Comprehensive Income [Member]
Unrealized losses on available-for-sale securities:
Total reclassified out of AOCL, before tax	(2,604)	(3,588)
Interest Rate Swap [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member]
Unrealized losses on available-for-sale securities:
Equity in income of affiliated companies	$ (2,604)	(3,457)
Interest Rate Cap [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member]
Unrealized losses on available-for-sale securities:
Interest expense		$ (131)

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Revenue (Narrative) (Details)	3 Months Ended
	Mar. 31, 2018 USD ($)
Capitalized contract cost, net	$ 0
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member]
Contract with customer, performance obligation satisfied in previous period	$ 290,000

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Revenue (Schedule of Disaggregated Revenue) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($)
Disaggregation of Revenue [Line Items]
Total shipping revenues	$ 51,978
Pooled Services [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	8,862
Pooled Services [Member] | Technical Management Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	26,652
Time and Bareboat Charter Services [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	2,771
Time and Bareboat Charter Services [Member] | Technical Management Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	5,142
Voyage Charter [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	2,684
Voyage Charter [Member] | Technical Management Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	768
Voyage Charter [Member] | Lightering Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	5,099
International Crude Tankers Segment [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	32,365
International Crude Tankers Segment [Member] | Pooled Services [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	3,874
International Crude Tankers Segment [Member] | Pooled Services [Member] | Technical Management Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	12,526
International Crude Tankers Segment [Member] | Time and Bareboat Charter Services [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	2,276
International Crude Tankers Segment [Member] | Time and Bareboat Charter Services [Member] | Technical Management Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	5,142
International Crude Tankers Segment [Member] | Voyage Charter [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	2,680
International Crude Tankers Segment [Member] | Voyage Charter [Member] | Technical Management Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	768
International Crude Tankers Segment [Member] | Voyage Charter [Member] | Lightering Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	5,099
International Product Carriers Segment [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	19,613
International Product Carriers Segment [Member] | Pooled Services [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	4,988
International Product Carriers Segment [Member] | Pooled Services [Member] | Technical Management Services Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	14,126
International Product Carriers Segment [Member] | Time and Bareboat Charter Services [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	495
International Product Carriers Segment [Member] | Voyage Charter [Member] | Asset Lease Component [Member]
Disaggregation of Revenue [Line Items]
Total shipping revenues	$ 4

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Revenue (Schedule of Contract Related Receivables, Assets and Liabilities with Customers) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Mar. 31, 2018
Revenue [Abstract]
Voyage receivables - receivables	$ 3,486	$ 1,118
Contract asset (voyage receivables unbilled receivables)	54,701	49,578
Contract liability (deferred revenues)	(1,775)	$ (999)
Amounts included in contract liability at the beginning of the period	$ 918

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Leases (Narrative) (Details)	Mar. 31, 2018 property
Charter-In [Member]
Leases [Line Items]
Commitments to charter in vessels, Number of Units	6

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Leases (Bareboat and Time Charters-In) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($)
Bareboat Charters-In [Member]
Leases [Line Items]
2018	$ 5,443
2019	6,278
2020	6,295
2021	6,278
2022	6,278
Thereafter	6,828
Net minimum lease payments	$ 37,400
2018, operating days	658 days
2019, operating days	730 days
2020, operating days	732 days
2021, operating days	730 days
2022, operating days	730 days
Thereafter, operating days	794 days
Operating days, total	4374 days
Time Charters-In [Member]
Leases [Line Items]
2018	$ 7,941
Net minimum lease payments	$ 7,941
2018, operating days	1011 days
Operating days, total	1011 days

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Leases (Future Minimum Revenues on Charters-Out) (Details) - Charters-Out [Member] $ in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($)
Operating Leases, Future Minimum Payments Receivable [Abstract]
2018	$ 7,383
Future minimum revenues	$ 7,383
2018, revenue days	691 days
Revenue Days	691 days

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Contingencies (Narrative) (Details) £ in Thousands, $ in Thousands	1 Months Ended
	Sep. 30, 2017 USD ($)	Mar. 31, 2018 GBP (£)	Mar. 31, 2018 USD ($)
Galveston Accident [Member]
Loss Contingencies [Line Items]
Loss Contingency, Damages Sought, Value	$ 25,000
Merchant Navy Ratings Pension Fund [Member]
Loss Contingencies [Line Items]
Other liabilities, current		£ 241	$ 337

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Subsequent Events (Narrative) (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Apr. 30, 2018	Mar. 31, 2018	Mar. 31, 2017	Apr. 18, 2018
Subsequent Event [Line Items]
Subsequent event, date		Apr. 18, 2018
Subsequent event, description		On April 18, 2018, Seaways Holding Corporation (the "Purchaser"), a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of INSW (and together with Purchaser, "INSW"), entered into the SPA with Euronav NV ("Euronav"), a limited liability company incorporated under the laws of Belgium, and Euronav MI Inc. ("Seller"), a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of Euronav, pursuant to which Purchaser has agreed to purchase from Seller, on the terms and subject to the conditions in the SPA including those set out below, the outstanding shares of Gener8 Maritime Subsidiary VII, Inc., a corporation incorporated under the laws of the Marshalls Islands ("HoldCo") and the sole member of six limited liability companies that in the aggregate hold title to six VLCC vessels (the "Vessels") (such transaction, the "Transaction") in connection with a transaction to be entered into between Euronav, Seller and Gener8 Maritime, Inc., a corporation incorporated under the laws of the Marshall Islands ("GNRT"). The Company has unconditionally and irrevocably agreed to guarantee the performance and payment of the obligations of Purchaser under the SPA.
Payments to acquire equipment		$ 1,911	$ 397
Scenario, Forecast [Member]
Subsequent Event [Line Items]
Agreement termination fee				$ 5,000
Scenario, Forecast [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Proceeds from sale of productive assets	$ 143,000
6 Very Large Crude Carriers [Member] | Scenario, Plan [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Payments to acquire equipment	$ 434,000