Item 7.01 Regulation FD Disclosure
FSO JV Sale Transaction
On June 7, 2022, International Seaways, Inc. (the "Company") issued a press
release announcing the Transaction (as defined below), a copy of which is
attached hereto as Exhibit 99.1 and the contents of which are incorporated by
reference herein. The information contained in Exhibit 99.1 is being furnished
and shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, as amended, except as
shall be expressly set forth by specific reference in such filing.
Second Quarter 2022 Dividend
Pursuant to our dividend policy, our Board of Directors has declared a quarterly
cash dividend for the second quarter of 2022 in the amount of $0.12 per share.
That dividend is payable on June 29, 2022 to all stockholders of record as of
the close of business on June 17, 2022.
Item 8.01 Other Events
On June 7, 2022 (the "Closing Date"), International Seaways, Inc. (the
"Company"), transferred its 50% ownership interest in each of its two joint
ventures, TI Africa Limited and TI Asia Limited (each a "JV" and collectively
the "JVs"), to its joint venture partner Euronav NV (the "Transaction") pursuant
to a share purchase agreement (the "Agreement") executed on the Closing Date.
Each JV owns a floating storage and offshore (FSO) vessel. The purchase price
values the two FSO vessels at $300 million in aggregate. Net of adjustments for
working capital and expenses, the Company received approximately $140 million in
cash from the sale.
The Agreement contains specified representations, warranties, covenants and
indemnification provisions of the parties customary for transactions of this
type. In addition, in connection with the Transaction, various other agreements
governing the JVs and the JVs' relationships with their counterparties were also
amended to reflect the change in ownership and related matters. The counterparty
to the service agreements under which the JVs operate consented to the
Transaction.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Pursuant to General Instruction B.2 of Form 8-K, the following exhibit is
furnished with this Form 8-K.
Exhibit No. Description
99.1 Press Release dated June 7, 2022.
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