BlueMountain Long/Short Credit GP Form 4 Change in insider ownership

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BlueMountain Capital Management, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
International Seaways, Inc. [ INSW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/01/2018		S		235⁽¹⁾	D	$16.58	3,409,442⁽²⁾	I	By BlueMountain Guadalupe Peak Fund L.P.⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Common Stock	02/01/2018		S		675⁽⁵⁾	D	$16.58	0	I	By BlueMountain Kicking Horse Fund L.P.⁽³⁾⁽⁴⁾⁽⁵⁾
Common Stock	02/01/2018		S		4,124⁽⁶⁾	D	$16.58	0	I	By Blue Mountain Credit Alternatives Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁶⁾
Common Stock	02/01/2018		S		2,460⁽⁷⁾	D	$16.58	0	I	By BlueMountain Systematic Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁷⁾
Common Stock	02/01/2018		S		527⁽⁸⁾	D	$16.58	0	I	By BlueMountain Fursan Fund L.P.⁽³⁾⁽⁴⁾⁽⁸⁾
Common Stock	02/02/2018		S		47⁽¹⁾	D	$16.7738⁽⁹⁾	3,409,442⁽²⁾	I	By BlueMountain Guadalupe Peak Fund L.P.⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Common Stock	02/02/2018		S		135⁽⁵⁾	D	$16.7738⁽⁹⁾	0	I	By BlueMountain Kicking Horse Fund L.P.⁽³⁾⁽⁴⁾⁽⁵⁾
Common Stock	02/02/2018		S		823⁽⁶⁾	D	$16.7738⁽⁹⁾	0	I	By Blue Mountain Credit Alternatives Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁶⁾
Common Stock	02/02/2018		S		492⁽⁷⁾	D	$16.7738⁽⁹⁾	0	I	By BlueMountain Systematic Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁷⁾
Common Stock	02/02/2018		S		105⁽⁸⁾	D	$16.7737⁽⁹⁾	0	I	By BlueMountain Fursan Fund L.P.⁽³⁾⁽⁴⁾⁽⁸⁾
Common Stock	02/05/2018		S		17⁽¹⁾	D	$16.8129⁽¹⁰⁾	3,409,442⁽²⁾	I	By BlueMountain Guadalupe Peak Fund L.P.⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Common Stock	02/05/2018		S		51⁽⁵⁾	D	$16.8129⁽¹⁰⁾	0	I	By BlueMountain Kicking Horse Fund L.P.⁽³⁾⁽⁴⁾⁽⁵⁾
Common Stock	02/05/2018		S		314⁽⁶⁾	D	$16.813⁽¹⁰⁾	0	I	By Blue Mountain Credit Alternatives Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁶⁾
Common Stock	02/05/2018		S		188⁽⁷⁾	D	$16.813⁽¹⁰⁾	0	I	By BlueMountain Systematic Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁷⁾
Common Stock	02/05/2018		S		42⁽⁸⁾	D	$16.8125⁽¹⁰⁾	0	I	By BlueMountain Fursan Fund L.P.⁽³⁾⁽⁴⁾⁽⁸⁾
Common Stock	02/07/2018		S		8⁽¹⁾	D	$16.25	3,409,442⁽²⁾	I	By BlueMountain Guadalupe Peak Fund L.P.⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Common Stock	02/07/2018		S		23⁽⁵⁾	D	$16.25	0	I	By BlueMountain Kicking Horse Fund L.P.⁽³⁾⁽⁴⁾⁽⁵⁾
Common Stock	02/07/2018		S		137⁽⁶⁾	D	$16.25	0	I	By Blue Mountain Credit Alternatives Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁶⁾
Common Stock	02/07/2018		S		81⁽⁷⁾	D	$16.25	0	I	By BlueMountain Systematic Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁷⁾
Common Stock	02/07/2018		S		16⁽⁸⁾	D	$16.25	0	I	By BlueMountain Fursan Fund L.P.⁽³⁾⁽⁴⁾⁽⁸⁾
Common Stock	02/08/2018		S		11⁽¹⁾	D	$15.82	3,409,442⁽²⁾	I	By BlueMountain Guadalupe Peak Fund L.P.⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Common Stock	02/08/2018		S		30⁽⁵⁾	D	$15.82	0	I	By BlueMountain Kicking Horse Fund L.P.⁽³⁾⁽⁴⁾⁽⁵⁾
Common Stock	02/08/2018		S		182⁽⁶⁾	D	$15.82	0	I	By Blue Mountain Credit Alternatives Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁶⁾
Common Stock	02/08/2018		S		109⁽⁷⁾	D	$15.82	0	I	By BlueMountain Systematic Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁷⁾
Common Stock	02/08/2018		S		23⁽⁸⁾	D	$15.82	0	I	By BlueMountain Fursan Fund L.P.⁽³⁾⁽⁴⁾⁽⁸⁾
Common Stock	02/09/2018		S		34⁽¹⁾	D	$15.63	3,409,442⁽²⁾	I	By BlueMountain Guadalupe Peak Fund L.P.⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾
Common Stock	02/09/2018		S		97⁽⁵⁾	D	$15.63	0	I	By BlueMountain Kicking Horse Fund L.P.⁽³⁾⁽⁴⁾⁽⁵⁾
Common Stock	02/09/2018		S		597⁽⁶⁾	D	$15.63	0	I	By Blue Mountain Credit Alternatives Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁶⁾
Common Stock	02/09/2018		S		356⁽⁷⁾	D	$15.63	0	I	By BlueMountain Systematic Master Fund L.P.⁽³⁾⁽⁴⁾⁽⁷⁾
Common Stock	02/09/2018		S		77⁽⁸⁾	D	$15.63	0	I	By BlueMountain Fursan Fund L.P.⁽³⁾⁽⁴⁾⁽⁸⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

BlueMountain Capital Management, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain GP Holdings, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Long/Short Credit GP, LLC

(Last)

(First)

(Middle)

280 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BlueMountain Guadalupe Peak Fund L.P.

(Last)

(First)

(Middle)

280 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BLUEMOUNTAIN NAUTICAL LLC

(Last)

(First)

(Middle)

280 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

Explanation of Responses:

1. Represents shares of common stock of International Seaways, Inc. (the "Issuer") that were sold by BlueMountain Guadalupe Peak Fund L.P. ("Guadalupe"). Such shares of common stock that were sold by Guadalupe were acquired by Guadalupe in an in-kind, pro rata distribution for no consideration from BlueMountain Nautical LLC ("Nautical"). Guadalupe, as a holder of membership interests in Nautical, may be deemed to indirectly beneficially own the shares of common stock of the Issuer directly held by Nautical.

2. Represents the aggregate amount of common stock of the Issuer directly held by Nautical following the transactions reported herein and the transactions reported in the Form 4 that will be filed immediately after this Form 4.

3. BlueMountain Capital Management, LLC ("BMCM"), as the non-member manager of Nautical and the investment manager of Guadalupe, has voting and investment power over the shares of common stock of the Issuer held by Nautical and Guadalupe and thus may be deemed to beneficially own such securities. BMCM only receives an asset-based fee relating to the shares of common stock of the Issuer held by Nautical. BlueMountain Long/Short Credit GP, LLC (the "General Partner") is the general partner of Guadalupe and has an indirect profits interest in common stock of the Issuer beneficially owned by Guadalupe. BlueMountain GP Holdings, LLC ("GP Holdings") is the sole owner of the General Partner, and thus has an indirect profits interest in common stock of the Issuer beneficially owned by Guadalupe.

4. (Continued From Footnote 3) The filing of this Form 4 shall not be construed as an admission that Guadalupe, BMCM, GP Holdings or the General Partner is or was the beneficial owner of any shares of common stock of the Issuer for the purpose of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose, and pursuant to Rule 16a-1(a)(4) under the Exchange Act, Guadalupe, BMCM, GP Holdings and the General Partner each disclaims such beneficial ownership except to the extent of their respective pecuniary interest.

5. Represents shares of common stock of the Issuer that were sold by BlueMountain Kicking Horse Fund L.P. ("Kicking Horse"). Such shares of common stock that were sold by Kicking Horse were acquired by Kicking Horse in an in-kind, pro rata distribution for no consideration from Nautical. BMCM is the investment manager of Kicking Horse and has voting and investment power over any shares of common stock of the Issuer beneficially owned by Kicking Horse.

6. Represents shares of common stock of the Issuer that were sold by Blue Mountain Credit Alternatives Master Fund L.P. ("Credit Alternatives"). Such shares of common stock that were sold by Credit Alternatives were acquired by Credit Alternatives in an in-kind, pro rata distribution for no consideration from Nautical. BMCM is the investment manager of Credit Alternatives and has voting and investment power over any shares of common stock of the Issuer beneficially owned by Credit Alternatives.

7. Represents shares of common stock of the Issuer that were sold by BlueMountain Systematic Master Fund L.P. ("Systematic Master"). BMCM is the investment manager of Systematic Master and has voting and investment power over any shares of common stock of the Issuer beneficially owned by Systematic Master.

8. Represents shares of common stock of the Issuer that were sold by BlueMountain Fursan Fund L.P. ("Fursan"). BMCM is the investment manager of Fursan and has voting and investment power over any shares of common stock of the Issuer beneficially owned by Fursan.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices of $16.77 and $16.80, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (9) and (10) to this Form 4.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices of $16.81 and $16.82, inclusive.

Remarks:

Due to the limitation on the number of transactions that may be reported on a single Form 4, this Form 4 is the first of two consecutive Form 4 filings.

	BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC, Name: /s/ Eric M. Albert, Title: Chief Compliance Officer	04/04/2018
	BLUEMOUNTAIN GP HOLDINGS, LLC, Name: /s/ Eric M. Albert, Title: Chief Compliance Officer	04/04/2018
	BLUEMOUNTAIN LONG/SHORT CREDIT GP, LLC, By: BlueMountain GP Holdings, LLC, Name: /s/ Eric M. Albert, Title: Chief Compliance Officer	04/04/2018
	BLUEMOUNTAIN GUADALUPE PEAK FUND L.P., By: BlueMountain Long/Short Credit GP, LLC, By: BlueMountain GP Holdings, LLC, Name: /s/ Eric M. Albert, Title: Chief Compliance Officer	04/04/2018
	BLUEMOUNTAIN NAUTICAL LLC, By: BlueMountain Capital Management, LLC, Name: /s/ Eric M. Albert, Title: Chief Compliance Officer	04/04/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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BlueMountain Long/Short Credit GP Form 4Change in insider ownership