RELATED PARTY TRANSACTIONS | 14. RELATED PARTY TRANSACTIONS The following are related party transactions not disclosed elsewhere in these financial statements. Navig8 Group consists of Navig8 Limited, the beneficial owner of over 4% of the Company’s outstanding common shares, and all of its subsidiaries. These subsidiaries include Navig8 Shipmanagement Pte Ltd., Navig8 Asia Pte Ltd, VL8 Management Inc., Navig8 Inc., VL8 Pool Inc. (the VL8 pool manager), V8 Management, Inc., V8 Pool Inc. (the V8 pool and Suez8 pool manager) and Integr8 Fuels Inc. Nicolas Busch, a member of the Company’s Board of Directors, is a director and beneficial owner of Navig8 Limited. In 2015, the Company’s relevant newbuilding and vessel owning subsidiaries entered into pool agreements with VL8 Pool, Inc. for the Company’s existing and newbuilding VLCC vessels, (other than the Genmar Victory and Genmar Vision ) and with V8 Pool Inc. for the Company’s Suezmax and Aframax vessels, in each case for VL8 Pool, Inc. and V8 Pool Inc. to act as pool managers (“Pool Managers”). The Pool Managers act as the time charterer of the pool vessels and will enter the pool vessels into employment contracts such as voyage charters. The Pool Managers allocate the revenue of applicable pool vessels between all the pool participants based on pool results and a pre-determined allocation method. Pursuant to each pool agreement, the Company is required to pay an administration fee of $325.00 per day per VLCC vessel in the VL8 Pool and per Suezmax vessel in the V8 Pool, and $250.00 per day per Aframax vessel in the V8 Pool. VL8 Pool As of September 30, 2016, twenty of the Company’s owned VLCC vessels have entered into the VL8 pool. During the three and nine months ended September 30, 2016, the Company earned net pool distributions of $42.6 million and $167.6 million, respectively, from the VL8 Pool. As of September 30, 2015, six of the Company’s VLCC vessels had entered into the VL8 pool. During the three and nine months ended September 30, 2015, the Company earned net pool distributions of $29.4 million and $32.7 million, respectively, from the VL8 Pool. These amounts are included in Navig8 pool revenues on the condensed consolidated statement of operations. As of September 30, 2016 and December 31, 2015, a balance of $17.6 million and $17.3 million, respectively, is unpaid and is included in Due from Navig8 pools on the condensed consolidated balance sheet. From the closing of the 2015 merger until March 2016, the Nave Quasar was chartered-in from Navig8 Inc., a subsidiary of Navig8 Limited, at a gross daily rate of $26 thousand, and the pool earnings were subject to a 50% profit share with Navig8 Inc. for earnings above $30 thousand per day. For the three and nine months ended September 30, 2016, the related expense amounted to $19 thousand and $3.2 million, respectively. For the three and nine months ended September 30, 2015, the related expense amounted to $4.7 million and $7.3 million, respectively, and is included in Navig8 charterhire expenses on the condensed consolidated statement of operations. In March 2016, the Company re-delivered the Nave Quasar to the owner. Suez8 Pool As of September 30, 2016, eleven of the Company’s Suezmax vessels have entered into the Suez8 Pool. During the three and nine months ended September 30, 2016, the Company earned net pool distributions of $18.4 million and $82.3 million, respectively, from the Suez8 Pool, in respect of the Company’s Suezmax vessels. As of September 30, 2015, ten of the Company’s Suezmax vessels had entered into the Suez8 Pool. During each of the three and nine months ended September 30, 2015, the Company earned net pool distributions of $17.8 million from the Suez8 Pool, in respect of the Company’s Suezmax vessels. These amounts are included in Navig8 pool revenues on the condensed consolidated statement of operations. As of September 30, 2016 and December 31, 2015, a balance of $14.4 million and $15.5 million, respectively, is unpaid and is included in Due from Navig8 pools on the condensed consolidated balance sheet. V8 Pool As of September 30, 2016, four of the Company’s Aframax vessels have entered into the V8 Pool. During the three and nine months ended September 30, 2016, the Company received net pool distributions from the V8 Pool of $4.6 million and $21.1 million, respectively, in respect of the Company’s Aframax vessels. As of September 30, 2015, four of the Company’s Aframax vessels had entered into the V8 Pool. During the three and nine months ended September 30, 2015, the Company received net pool distributions from the V8 Pool of $8.8 million and $9.7 million, respectively, in respect of the Company’s Aframax vessels. These amounts are included in Navig8 pool revenues on the condensed consolidated statement of operations. As of September 30, 2016 and December 31, 2015, a balance of $3.2 million and $5.3 million, respectively, is unpaid and is included in Due from Navig8 pools on the condensed consolidated balance sheet. Working Capital at Navig8 Pools The Company is required to provide working capital to each of VL8 Pool Inc. and V8 Pool Inc. upon delivery of each vessel into the applicable Navig8 pool. During the first quarter of 2016, Navig8 Group revised the working capital requirements of the Navig8 pools whereby participants provide working capital of $1.0 million (from $1.5 million), $0.8 million (from $1.0 million) and $0.7 million (from $0.8 million) to VL8 Pool Inc. in respect of the VL8 pool, V8 Pool Inc. in respect of the Suez8 Pool and V8 Pool Inc. in respect of the V8 Pool, respectively, for each applicable vessel delivered into the pool. As of September 30, 2016 and December 31, 2015, the working capital associated with the Company’s owned vessels entered into the VL8 Pool, Suez8 Pool, and V8 Pool aggregated to $32.0 million and $26.0 million, respectively, and is included in Working capital at Navig8 pools on the condensed consolidated balance sheet as noncurrent assets. Navig8 Supervision Agreement The Company has supervision agreements with Navig8 Shipmanagement Pte Ltd., or “Navig8 Shipmanagement,” a subsidiary of Navig8 Limited, with regards to the 2015 Acquired VLCC Newbuildings whereby Navig8 Shipmanagement agrees to provide advice and supervision services for the construction of the newbuilding vessels. These services also include project management, plan approval, supervising construction, fabrication and commissioning and vessel delivery services. As per the supervision agreements, Gener8 Subsidiary agrees to pay Navig8 Shipmanagement a total fee of $0.5 million per vessel. During the three and nine months ended September 30, 2016, the Company recorded supervision fees of $0.9 million and $2.6 million, respectively. These amounts are included in Vessels under construction on the condensed consolidated balance sheet as noncurrent assets. As of September 30, 2016, $1.6 million remained outstanding. Corporate Administration Agreement On December 17, 2013, Navig8 Crude, which merged into a subsidiary of the Company on May 7, 2015, entered into a corporate administration agreement with a subsidiary of Navig8 Limited, whereby the Navig8 Limited subsidiary agreed to provide certain administrative services for Navig8 Crude. In accordance with the corporate administration agreement, Navig8 Crude agreed to pay the Navig8 Limited subsidiary a fee of $250.00 per vessel or newbuilding owned by Navig8 Crude per day. During the three and nine months ended September 30, 2016, the Navig8 Limited subsidiary billed the Company a total of $0.3 million and $0.9 million, respectively, for corporate administration fees, which amounts were included in general and administrative expenses on the condensed consolidated statements of operations. During the three months ended September 30, 2015 and the period from May 8, 2015 to September 30, 2015, Navig8 Crude billed a total of $0.3 million and $0.5 million, respectively, for corporate administration fees. A payable balance of $0.1 million remained outstanding as of September 30, 2016. Other Related Party Transactions The Company provided office space to Peter C. Georgiopoulos, the Chairman of the Company’s Board and Chief Executive Officer and Mr. Georgiopoulos incurred rent and other office expenses, during the three months ended September 30, 2016 and 2015, totaling $1 thousand and $2 thousand, respectively, and during the nine months ended September 30, 2016 and 2015, totaling $4 thousand and $5 thousand, respectively. As of September 30, 2016 and December 31, 2015, a balance due from Mr. Georgiopoulos of $1 thousand and $7 thousand, respectively, remains outstanding. The Company incurred certain business, travel, and entertainment costs totaling $26 thousand, during each of the three months ended September 30, 2016 and 2015, and totaling $73 thousand and $76 thousand during the nine months ended September 30, 2016 and 2015, respectively, on behalf of Genco Shipping & Trading Limited (“Genco”), an owner and operator of dry bulk vessels. As of September 30, 2016, Mr. Georgiopoulos was chairman of Genco’s board of directors. As of September 30, 2016 and December 31, 2015, a balance due from Genco of $18 thousand and $8 thousand, respectively, remains outstanding. On October 13, 2016, Mr. Georgiopoulos resigned as chairman of the board of directors and a director of Genco. Aegean Marine Petroleum Network, Inc. (“Aegean”) supplied bunkers and lubricating oils to the Company’s vessels aggregating $1.8 million and $2.7 million, during the three months ended September 30, 2016 and 2015, respectively, and aggregating $3.7 million and $6.9 million during the nine months ended September 30, 2016 and 2015, respectively. As of September 30, 2016 and December 31, 2015, a balance of $1.0 million and $0.8 million, respectively, remains outstanding. Mr. Georgiopoulos is the chairman of Aegean’s board of directors, and John Tavlarios, the Company’s Chief Operating Officer, is on the board of directors of Aegean. In addition, the Company provided office space to Aegean and Aegean incurred rent and other expenses in its New York office during the three months ended September 30, 2016 and 2015, for $50 thousand and $52 thousand, respectively and during the nine months ended September 30, 2016 and 2015 for $0.2 million in each period. As of September 30, 2016 and December 31, 2015, a balance of $0 and $4 thousand, respectively, remains outstanding. The Company provided office space and other office expenses to Chemical Transportation Group, Inc. (“Chemical”), an owner and operator of chemical vessels for $15 thousand, during each of the three months ended September 30, 2016 and 2015, and $47 thousand and $45 thousand for the nine months ended September 30, 2016 and 2015, respectively. Mr. Georgiopoulos is chairman of Chemical’s board of directors. As of September 30, 2016 and December 31, 2015, there was no outstanding balance. Amounts due from the related parties described above as of September 30, 2016 and December 31, 2015 are included in Prepaid expenses and other current assets on the condensed consolidated balance sheets (except as otherwise indicated above); amounts due to the related parties described above as of September 30, 2016 and December 31, 2015 are included in Accounts payable and accrued expenses on the condensed consolidated balance sheets (except as otherwise indicated above). |