Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 02, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | International Seaways, Inc. | |
Entity Central Index Key | 1,679,049 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 29,183,431 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 91,547 | $ 60,027 |
Voyage receivables, including unbilled of $69,471 and $54,701 | 73,946 | 58,187 |
Other receivables | 5,125 | 4,411 |
Inventories | 3,941 | 3,270 |
Prepaid expenses and other current assets | 5,641 | 5,881 |
Current portion of derivative asset | 619 | 16 |
Total Current Assets | 180,819 | 131,792 |
Restricted cash - noncurrent | 32,313 | 10,579 |
Vessels and other property, less accumulated depreciation of $294,157 and $307,010 | 1,354,359 | 1,104,727 |
Vessel held for sale, net | 17,665 | 5,108 |
Deferred drydock expenditures, net | 18,627 | 30,528 |
Total Vessels, Deferred Drydock and Other Property | 1,390,651 | 1,140,363 |
Investments in and advances to affiliated companies | 275,420 | 378,894 |
Long-term derivative asset | 3,114 | 886 |
Other assets | 4,389 | 1,970 |
Total Assets | 1,886,706 | 1,664,484 |
Current Liabilities: | ||
Accounts payable, accrued expenses and other current liabilities | 25,112 | 22,805 |
Payable to OSG | 34 | 367 |
Payable associated with acquisition of assets | 20,935 | |
Current installments of long-term debt | 57,680 | 24,063 |
Current portion of derivative liabiliity | 770 | |
Total Current Liabilities | 104,531 | 47,235 |
Long-term debt | 770,305 | 528,874 |
Other liabilities | 3,822 | 2,721 |
Total Liabilities | 878,658 | 578,830 |
Commitments and contingencies | ||
Equity: | ||
Capital - 100,000,000 no par value shares authorized; 29,183,431 and 29,089,865 shares issued and outstanding | 1,308,310 | 1,306,606 |
Accumulated deficit | (276,443) | (180,545) |
Stockholders Equity Subtotal | 1,031,867 | 1,126,061 |
Accumulated other comprehensive loss | (23,819) | (40,407) |
Total Equity | 1,008,048 | 1,085,654 |
Total Liabilities and Equity | $ 1,886,706 | $ 1,664,484 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Unbilled voyage receivable (in dollars) | $ 69,471 | $ 54,701 |
Vessels and other property, accumulated depreciation | $ 294,157 | $ 307,010 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, no par value | $ 0 | $ 0 |
Common stock, shares, issued | 29,183,431 | 29,089,865 |
Common stock, shares, outstanding | 29,183,431 | 29,089,865 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Shipping Revenues: | ||||
Pool revenues, including $20,514, $13,309, $49,639 and $21,725 received from companies accounted for by the equity method | $ 36,721 | $ 37,798 | $ 105,836 | $ 129,910 |
Time and bareboat charter revenues | 5,932 | 12,024 | 20,453 | 43,816 |
Voyage charter revenues | 18,273 | 10,146 | 43,524 | 46,949 |
Shipping revenues | 60,926 | 59,968 | 169,813 | 220,675 |
Operating Expenses: | ||||
Voyage expenses | 9,673 | 3,479 | 19,747 | 10,774 |
Vessel expenses | 34,433 | 37,095 | 102,619 | 106,196 |
Charter hire expenses | 10,739 | 9,958 | 30,085 | 32,345 |
Depreciation and amortization | 19,317 | 20,528 | 53,745 | 58,243 |
General and administrative | 5,434 | 6,516 | 17,527 | 17,886 |
Third-party debt modification fees | (9) | 1,191 | 1,293 | 9,130 |
Separation and transition costs | (543) | 488 | ||
Loss on disposal of vessels and other property, net of impairments | 17,360 | 5,406 | 17,193 | 5,406 |
Total operating expenses | 96,947 | 83,630 | 242,209 | 240,468 |
Loss from vessel operations | (36,021) | (23,662) | (72,396) | (19,793) |
Equity in income of affiliated companies | 5,338 | 12,796 | 22,500 | 40,268 |
Operating (loss)/income | (30,683) | (10,866) | (49,896) | 20,475 |
Other income/(expense) | 220 | 305 | (3,964) | (6,135) |
(Loss)/income before interest expense and income taxes | (30,463) | (10,561) | (53,860) | 14,340 |
Interest expense | (17,320) | (11,232) | (42,027) | (29,677) |
Loss before income taxes | (47,783) | (21,793) | (95,887) | (15,337) |
Income tax provision | (3) | (23) | (11) | (31) |
Net loss | $ (47,786) | $ (21,816) | $ (95,898) | $ (15,368) |
Weighted Average Number of Common Shares Outstanding: | ||||
Basic | 29,154,366 | 29,202,437 | 29,130,435 | 29,192,392 |
Diluted | 29,154,366 | 29,202,437 | 29,130,435 | 29,192,392 |
Per Share Amounts: | ||||
Basic and diluted net loss per share | $ (1.64) | $ (0.75) | $ (3.29) | $ (0.53) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ||||
Pool revenues, received from companies accounted for by the equity method | $ 20,514 | $ 13,309 | $ 49,639 | $ 21,725 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS [Abstract] | ||||
Net Loss | $ (47,786) | $ (21,816) | $ (95,898) | $ (15,368) |
Other Comprehensive Income, net of tax: | ||||
Net change in unrealized losses on cash flow hedges | 4,501 | 2,426 | 15,070 | 6,678 |
Defined benefit pension and other postretirement benefit plans: | ||||
Net change in unrecognized prior service costs | 14 | (32) | 50 | (92) |
Net change in unrecognized actuarial losses | 113 | (327) | 1,468 | (939) |
Other Comprehensive Income, net of tax | 4,628 | 2,067 | 16,588 | 5,647 |
Comprehensive Loss | $ (43,158) | $ (19,749) | $ (79,310) | $ (9,721) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash Flows from Operating Activities: | ||
Net Loss | $ (95,898,000) | $ (15,368,000) |
Items included in net loss not affecting cash flows: | ||
Depreciation and amortization | 53,745,000 | 58,243,000 |
Loss on write-down of vessels and other assets | 17,367,000 | 7,346,000 |
Amortization of debt discount and other deferred financing costs | 4,434,000 | 5,159,000 |
Deferred financing costs write-off | 2,400,000 | 7,020,000 |
Stock compensation, non-cash | 2,203,000 | 2,733,000 |
Earnings of affiliated companies | (22,965,000) | (40,388,000) |
Other - net | 436,000 | 132,000 |
Items included in net loss related to investing and financing activities: | ||
Gain on disposal of vessels and other property, net | (174,000) | (1,940,000) |
Loss on extinguishment of debt | 1,295,000 | |
Cash distributions from affiliated companies | 39,767,000 | 14,771,000 |
Payments for drydocking | (3,968,000) | (19,787,000) |
Insurance claims proceeds related to vessel operations | 5,125,000 | 1,005,000 |
Changes in operating assets and liabilities: | ||
(Increase)/decrease in receivables | (15,759,000) | 8,154,000 |
Decrease in payable to OSG | (333,000) | (398,000) |
Decrease in deferred revenue | (903,000) | (3,960,000) |
Net change in inventories, prepaid expenses and other current assets and accounts payable, accrued expense, and other current and long-term liabilities | 15,075,000 | (11,632,000) |
Net cash provided by operating activities | 1,847,000 | 11,090,000 |
Cash Flows from Investing Activities: | ||
Expenditures for vessels and vessel improvements | (135,215,000) | (118,369,000) |
Proceeds from disposal of vessels and other property | 132,886,000 | 7,662,000 |
Expenditures for other property | (333,000) | (406,000) |
Investments in and advances to affiliated companies, net | 2,891,000 | (1,880,000) |
Repayments of advances from joint venture investees | 95,987,000 | 11,729,000 |
Net cash provided by/(used in) investing activities | 96,216,000 | (101,264,000) |
Cash Flows from Financing Activities: | ||
Issuance of debt, net of issuance and deferred financing costs | 70,266,000 | 584,963,000 |
Extinguishment of debt | (62,069,000) | (458,416,000) |
Payments on debt | (52,596,000) | (51,546,000) |
Repurchases of common stock | 0 | (3,177,000) |
Cash paid to tax authority upon vesting of stock-based compensation | (410,000) | (261,000) |
Net cash (used in)/provided financing activities | (44,809,000) | 71,563,000 |
Net increase in cash, cash equivalents and restricted cash | 53,254,000 | (18,611,000) |
Cash, cash equivalents and restricted cash at beginning of year | 70,606,000 | 92,001,000 |
Cash, cash equivalents and restricted cash at end of period | $ 123,860,000 | $ 73,390,000 |
CONDENSED CONSOLIDATED STATEM_5
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] | Retained Earnings / (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 | (15,368) | (15,368) | ||||||
Other comprehensive income | 5,647 | 5,647 | ||||||
Forfeitures of vested restricted stock awards | (261) | (261) | ||||||
Compensation relating to stock option awards | 643 | 643 | ||||||
Compensation relating to restricted stock units or restricted stock awards | $ 643 | $ 1,447 | $ 643 | $ 1,447 | ||||
Repurchase of common stock | (3,177) | (3,177) | ||||||
Balance, ending at Sep. 30, 2017 | 1,305,531 | (89,825) | (46,620) | 1,169,086 | ||||
Balance, beginning at Jun. 30, 2017 | (48,687) | |||||||
Net Loss | (21,816) | |||||||
Other comprehensive income | 2,067 | 2,067 | ||||||
Balance, ending at Sep. 30, 2017 | 1,305,531 | (89,825) | (46,620) | 1,169,086 | ||||
Balance, beginning at Dec. 31, 2017 | 1,306,606 | (180,545) | (40,407) | 1,085,654 | ||||
Net Loss | (95,898) | (95,898) | ||||||
Other comprehensive income | 16,588 | 16,588 | ||||||
Forfeitures of vested restricted stock awards | (499) | (499) | ||||||
Compensation relating to stock option awards | 652 | 652 | ||||||
Compensation relating to restricted stock units or restricted stock awards | $ 627 | $ 924 | $ 627 | $ 924 | ||||
Balance, ending at Sep. 30, 2018 | 1,308,310 | (276,443) | (23,819) | 1,008,048 | ||||
Balance, beginning at Jun. 30, 2018 | (28,447) | |||||||
Net Loss | (47,786) | |||||||
Other comprehensive income | 4,628 | 4,628 | ||||||
Balance, ending at Sep. 30, 2018 | $ 1,308,310 | $ (276,443) | $ (23,819) | $ 1,008,048 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 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 52 oceangoing vessels, including six 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 September 30, 2018, we delivered a 2001-built VLCC and a 2001-built Aframax to buyers (see Note 5, “Vessels”, to the accompanying condensed consolidated financial statements). 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 and nine months ended September 30, 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. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 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 $32,313 and $10,579 as of September 30, 2018 and December 31, 2017, respectively, represents legally restricted cash relating to the Company’s 2017 Term Loan Facility, Sinosure Credit Facility, ABN Term Loan Facility, and 10.75% Unsecured Subordinated Notes (as defined in Note 9, “Debt”). Such restricted cash reserves are included in the non-current assets section of the consolidated balance sheet. 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 and nine months periods ended September 30, 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 92% and 89% of consolidated voyage receivables at September 30, 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 $448 relating to the 2017 Revolver Facility are included in other assets in the condensed consolidated balance sheet as of September 30, 2018. Unamortized deferred financing charges of $28,343 relating to the 2017 Term Loan Facility, Sinosure Credit Facility, ABN Term Loan Facility, 8.5% Senior Notes and 10.75% Subordinated Notes and (as defined in Note 9, “Debt”) 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 September 30, 2018 and December 31, 2017, respectively. Interest expense relating to the amortization of deferred financing charges amounted to $1,243 and $2,699 for the three and nine months ended September 30, 2018, respectively, and $652 and $4,452 for the three and nine months ended September 30, 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. 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 acquisition of six VLCC tankers (see Note 5, “Vessels”) should be accounted for as an acquisition of a group of assets as substantially all of the fair value of the gross assets acquired was 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 nine months ended September 30, 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. Such practical expedient was not utilized by the Company. The adoption of this accounting standard resulted in the reclassification of $115 and $349 of net actuarial gains and $202 and $606 of benefit obligation interest costs from the general and administrative expense line to the other income/(expense) and interest expense lines on the condensed consolidated statements of operations for the three and nine months ended September 30, 2017, respectively. Net periodic pension costs comprised of a net actuarial gain of $135 and a net actuarial loss of $1,033 and $177 and $530 of benefit obligation interest costs, are included in the other income/(expense) and interest expense lines on the condensed consolidated statements of operations for the three and nine months ended September 30, 2018, respectively. In November 2016, the FASB issued ASU 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 nine months ended September 30, 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, $95,987 of the total distributions of $135,754 received from certain affiliated companies accounted for by the equity method during the nine months ended September 30, 2018 is presented as a cash inflow from investing activities while the balance of $39,767 is presented as a cash inflow from operating activities, and $11,729 of the total distributions of $26,500 received from certain affiliated companies accounted for by the equity method during the nine months ended September 30, 2017 is presented as a cash inflow from investing activities while the balance of $14,771 is presented as a cash inflow from operating activities. In addition, the adoption of this accounting standard resulted in the separate line presentation of $5,125 and $1,005 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 nine months ended September 30, 2018 and 2017, respectively. In May 2014, the FASB issued ASU 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 August 2018, the FASB issued ASU 2018-14 , Defined Benefit Plans (ASC 715), which amends ASC 715 to add, remove, and clarify disclosure requirements related to defined benefit pension and other postretirement plans. ASU 2018-14 adds requirements for an entity to disclose the following: (1) the weighted average interest crediting rates used in the entity’s cash balance pension plans and other similar plans; (2) a narrative description of the reasons for significant gains and losses affecting the benefit obligation for the period; and (3) an explanation of any other significant changes in the benefit obligation or plan assets that are not otherwise apparent in the other disclosures required by ASC 715. Further, the ASU removes guidance that requires the following disclosures: (1) the amounts in accumulated other comprehensive income expected to be recognized as part of net periodic benefit cost over the next year; (2) information about plan assets to be returned to the entity, including amounts and expected timing; (3) information about benefits covered by related-party insurance and annuity contracts and significant transactions between the plan and related parties; and (4) effects of a one-percentage-point change i n the assumed health care costs and the effect of this change in rates on service cost, interest cost, and the benefit obligation for postretirement health care benefits. The standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2020 and early adoption is permitted. Management does not expect the adoption of this accounting standard to have a material impact on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-13 , Fair Value Measurement (ASC 820), which changes the fair value measurement disclosure requirements. The new disclosure requirements are: (1) changes in unrealized gains or losses included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period; and (2) the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The eliminated disclosure requirements are: (1) transfers between Level 1 and Level 2 of the fair value hierarchy; and (2) policies related to valuation processes and the timing of transfers between levels of the fair value hierarchy. Under ASU 2018-13, entities are no longer required to estimate and disclose the timing of liquidity events for investments measured at fair value. Instead, the requirement to disclose such events applies only when they have been communicated to the reporting entities by the investees or announced publicly. The standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2019 and early adoption is permitted. Management does not expect the adoption of this accounting standard to have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 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. In July 2018, the FASB issued ASU 2018-10 , Leases (ASC 842), which provides clarifying guidance on ASU 2016-02. Also, in July 2018, the FASB issued ASU 2018-11 , Leases (ASC 842), which updates requirements related to transition relief on comparative reporting at adoption and separating components of a contract for lessors. This update provides another transition method in addition to the existing transition method by allowing entities to initially apply the new leases standard at the adoption date (January 1, 2019, for calendar year-end public business entities) and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. In addition, this update provides lessors with a practical expedient, by class of underlying asset, to not separate nonlease components from the associated lease component and, instead, to account for those components as a single component if the nonlease components otherwise would be accounted for under the new revenue guidance (ASC 606) ; and both of the following are met: (1) the timing and pattern of transfer of the nonlease components and associated lease component are the same; and (2) the lease component, if accounted for separately, would be classified as an operating lease. If lease and nonlease components are aggregated under this practical expedient, a lessor would account for the combined component as follows: if the nonlease components associated with the lease component are the predominant component of the combined component, an entity is required to account for the combined component in accordance with the new revenue guidance; otherwise, the entity must account for the combined component as an operating lease in accordance with the new leases guidance. If elected, the practical expedient will need to be applied consistently as an accounting policy by class of underlying asset. Additional disclosures are also required. For entities that have not adopted ASC 842 before the issuance of this update, the effective date and transition requirements for the amendments in this update related to separating components of a contract are the same as the effective date and transition requirements in ASU 2016-02. Upon adoption of ASC 842, management expects that based on our current portfolio of leases, assets and liabilities (primarily chartered-in vessels and leased office space) on the consolidated balance sheet will increase by $28,000 to $35,000 due to the recognition of right-of-use assets (Vessels and other property) and corresponding lease liabilities. We are in the process of implementing changes to our systems and processes in conjunction with our review of lease agreements. We will adopt ASC 842 effective January 1, 2019 and expect to elect certain available transitional practical expedients. 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 not reflect the adoptions of ASC 606 and ASC 842 until January 1, 2019 and January 1, 2020, respectively. In August 2018, the SEC issued a final rule that amends certain of its disclosure requirements. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly changing the information provided to investors. The amendments require registrants to include a reconciliation of changes in stockholders’ equity in their interim financial statements. As a result, registrants will have to provide the reconciliation for both the year-to-date and quarterly periods as well as comparable periods in Form 10-Q, but only for the year-to-date periods in registration statements. While the amendments adopted in August 2018 are effective on November 5, 2018, the SEC staff issued a Compliance and Disclosure Interpretation (C&DI) that provides an extended transition period for companies to comply with the requirement to provide a reconciliation of changes in stockholders’ equity in their interim financial statements, allowing a registrant to not comply with that requirement until the Form 10-Q for the quarter that begins after November 5, 2018. Accordingly, the Company intends to begin providing the new interim reconciliations of shareholders’ equity required by the rule in the Form 10-Q for the three months ending March 31, 2019. |
Earnings per Common Share
Earnings per Common Share | 9 Months Ended |
Sep. 30, 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. Weighted average shares of unvested restricted common stock considered to be participating securities totaled 43,961 and 40,888 for the three and nine months ended September 30, 2018, respectively, and 38,938 and 34,844 for the three and nine months ended September 30, 2017, respectively. Such participating securities are allocated a portion of income, but not losses under the two-class method. As of September 30, 2018, there were 169,767 shares of restricted stock units and 400,785 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 Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Net loss $ (47,786) $ (21,816) $ (95,898) $ (15,368) Weighted average common shares outstanding: Basic 29,154,366 29,202,437 29,130,435 29,192,392 Diluted 29,154,366 29,202,437 29,130,435 29,192,392 Reconciliations of the numerator of the basic and diluted earnings per share computations are as follows: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Net loss allocated to: Common Stockholders $ (47,786) $ (21,816) $ (95,898) $ (15,368) Participating securities - - - - $ (47,786) $ (21,816) $ (95,898) $ (15,368) For the three and nine months ended September 30, 2018 and 2017 earnings per share calculations, there were no dilutive equity awards outstanding. Awards of 571,221 and 426,196 for the three months ended September 30, 2018 and 2017, respectively, and 506,223 and 367,033 for the nine months ended September 30, 2018 and 2017, respectively, were not included in the computation of diluted earnings per share because inclusion of these awards would be anti-dilutive. |
Business and Segment Reporting
Business and Segment Reporting | 9 Months Ended |
Sep. 30, 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, third-party debt modification fees, separation and transition costs and loss on disposal of vessels and other property, including impairments. 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 and nine months ended September 30, 2018 and 2017 follows: Crude Product Tankers Carriers Other Totals Three months ended September 30, 2018: Shipping revenues $ 49,920 $ 11,006 $ - $ 60,926 Time charter equivalent revenues 40,348 10,905 - 51,253 Depreciation and amortization 14,848 4,434 35 19,317 Loss on disposal of vessels and other property, including impairments 17,360 - - 17,360 Adjusted loss from vessel operations (4,641) (8,560) (35) (13,236) Equity in income of affiliated companies 4,718 - 620 5,338 Investments in and advances to affiliated companies at September 30, 2018 149,387 13,686 112,347 275,420 Adjusted total assets at September 30, 2018 1,297,101 348,253 112,347 1,757,701 Three months ended September 30, 2017: Shipping revenues $ 38,318 $ 21,650 $ - $ 59,968 Time charter equivalent revenues 34,905 21,584 - 56,489 Depreciation and amortization 14,798 5,696 34 20,528 Loss on disposal of vessels and other property, including impairments 4,565 841 - 5,406 Adjusted loss from vessel operations (5,823) (5,268) (1) (11,092) Equity in income of affiliated companies 8,901 - 3,895 12,796 Investments in and advances to affiliated companies at September 30, 2017 269,521 16,651 94,546 380,718 Adjusted total assets at September 30, 2017 1,159,936 393,774 94,172 1,647,882 Crude Product Tankers Carriers Other Totals Nine months ended September 30, 2018: Shipping revenues $ 123,439 $ 46,374 $ - $ 169,813 Time charter equivalent revenues 103,953 46,113 - 150,066 Depreciation and amortization 39,961 13,682 102 53,745 Loss/(gain) on disposal of vessels and other property, including impairments 23,293 (6,100) - 17,193 Adjusted (loss)/income from vessel operations (21,863) (15,120) 600 (36,383) Equity in income of affiliated companies 15,002 - 7,498 22,500 Expenditures for vessels and vessel improvements 133,756 1,459 - 135,215 Payments for drydockings 3,359 609 - 3,968 Nine months ended September 30, 2017: Shipping revenues $ 146,124 $ 74,551 $ - $ 220,675 Time charter equivalent revenues 136,695 73,206 - 209,901 Depreciation and amortization 41,149 16,994 100 58,243 Loss on disposal of vessels and other property, including impairments 4,565 841 - 5,406 Adjusted income/(loss) from vessel operations 19,672 (6,406) (149) 13,117 Equity in income of affiliated companies 29,074 - 11,194 40,268 Expenditures for vessels and vessel improvements 117,576 793 - 118,369 Payments for drydockings 16,005 3,782 - 19,787 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 Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Time charter equivalent revenues $ 51,253 $ 56,489 $ 150,066 $ 209,901 Add: Voyage expenses 9,673 3,479 19,747 10,774 Shipping revenues $ 60,926 $ 59,968 $ 169,813 $ 220,675 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 before income taxes, as reported in the condensed consolidated statements of operations follow: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total adjusted (loss)/income from vessel operations of all segments $ (13,236) $ (11,092) $ (36,383) $ 13,117 General and administrative expenses (5,434) (6,516) (17,527) (17,886) Third-party debt modification fees 9 (1,191) (1,293) (9,130) Separation and transition costs - 543 - (488) Loss on disposal of vessels and other property, net of impairments (17,360) (5,406) (17,193) (5,406) Consolidated loss from vessel operations (36,021) (23,662) (72,396) (19,793) Equity in income of affiliated companies 5,338 12,796 22,500 40,268 Other income/(expense) 220 305 (3,964) (6,135) Interest expense (17,320) (11,232) (42,027) (29,677) Loss before income taxes $ (47,783) $ (21,793) $ (95,887) $ (15,337) Reconciliations of total assets of the segments to amounts included in the condensed consolidated balance sheets follow: As of September 30, 2018 2017 Total assets of all segments $ 1,757,701 $ 1,647,882 Corporate unrestricted cash and cash equivalents 91,547 73,390 Restricted cash 32,313 - Other unallocated amounts 5,145 3,053 Consolidated total assets $ 1,886,706 $ 1,724,325 |
Vessels
Vessels | 9 Months Ended |
Sep. 30, 2018 | |
Vessels [Abstract] | |
Vessels | Note 5 — Vessels: Vessel Impairments During the nine months ended September 30, 2018, the Company gave consideration on a quarterly basis 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. 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 (i) the increased likelihood of disposal prior to the end of their respective useful lives constituted impairment triggering events for one Panamax and two Aframaxes that were being actively marketed for sale as of June 30, 2018 and (ii) the sale of one VLCC in October 2018 resulted in a held-for-sale impairment as of September 30, 2018. In regard to the vessels in the Company’s fleet that were not being marketed for sale, the Company determined that the negative market developments did not rise to the level of impairment triggering events as of and during the nine months ended September 30, 2018 . 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 for additional vessels in the Company’s fleet. In developing estimates of undiscounted future cash flows for performing Step 1 of the impairment tests as of June 30, 2018, the Company utilized weighted probabilities assigned to possible outcomes for each of the three vessels for which impairment trigger events were determined to exist. The Company entered into a memorandum of agreement for the sale of the Panamax vessel in early July 2018. Accordingly, a 100% probability was attributed to the vessel being sold before the end of its useful life. As the Company is considering selling the other two vessels as a part of its fleet renewal program, 50% probabilities were assigned to the possibility that the two Aframax vessels would be sold prior to the end of their respective useful lives. In estimating the fair value of the vessels for the purposes of Step 2 of the impairment tests, the Company considered the market approach by using the sales price per the memorandum of agreement. Based on the tests performed, the sum of the undiscounted cash flows for each of the two Aframax vessels was more than its carrying value as of June 30, 2018 and the sum of the undiscounted cash flows for the Panamax vessel was less than its carrying value as of June 30, 2018. Accordingly, an impairment charge totaling $948 was recorded for the Panamax vessel to write-down its carrying value to its estimated fair value at June 30, 2018. Held-for-sale impairment charges aggregating $16,419 were recorded during the third quarter of 2018 including (i) a charge of $14,226 to write the value of the VLCC held-for-sale at September 30, 2018 down to its estimated fair value ; (ii) a charge of $361 for estimated costs to sell the vessel ; and (iii) a charge of $1,832 for the write-off of other assets associated with the operations of the vessel. The amount of the charge to write down the vessel to its fair value was determined using the market approach by utilizing the sales price as per the memorandum of agreement associated with the sale of the vessel. Vessel Acquisitions and Deliveries On June 14, 2018 (the “Closing Date”), the Company completed its previously announced acquisition of six 300,000 DWT VLCCs including one 2015-built and five 2016-built . The Company purchased the outstanding shares of Gener8 Maritime Subsidiary VII, Inc., a corporation incorporated under the laws of the Marshall Islands and the sole member of six limited liability companies each of which holds title to a VLCC tanker (collectively, the "Six VLCCs") (such purchase, the "Transaction"). The Transaction was completed pursuant to the terms of the Stock Purchase and Sale Agreement (the "SPA") dated as of April 18, 2018, by and among Seaways Holding Corporation, a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of the Company, Euronav NV ("Euronav"), a corporation incorporated and existing under the laws of the Kingdom of Belgium, and Euronav MI II Inc. (as successor to Euronav MI Inc.), a corporation incorporated under the laws of the Marshall Islands and a wholly-owned subsidiary of Euronav. In accordance with ASC 2017-01, Business Combinations (Topic 805) , this acquisition did not constitute the acquisition of a business, and therefore was accounted for as an asset acquisition. The purchase price for the Transaction was $434,000 , inclusive of assumed debt secured by the Vessels (see Note 9, “Debt”). On the Closing Date, the Company paid to Euronav cash consideration of approximately $120,025 , with the difference reflecting assumed debt and accrued interest thereon through the Closing Date. The balance payable to Euronav for the other assets and liabilities of Gener8 Maritime Subsidiary VII, Inc. acquired was determined to be $20,935 and is included in current liabilities in the condensed consolidated balance sheet as of September 30, 2018. This amount was paid in full to Euronav in October 2018. Vessel Sales During the nine months ended September 30, 2018 , the Company recognized a net aggregate gain on disposal of vessels of $170 relating to (i) the sale of a 2002-built MR which was held-for-sale as of December 31, 2017; (ii) the sale of two 2004-built MRs, a 2000-built VLCC, a 2001-built Aframax, and a 2002-built Panamax ; (iii) the sale and leaseback of two 2009-built Aframaxes, and (iv) the sale of a 2003-built ULCC in conjunction with the acquisition of Six VLCCs . During September 2018, the Company entered into memorandum of agreement for the sale of a 2001-built VLCC, which was delivered to its buyers in October 2018. As discussed above, the Company recognized a $16,419 held-for-sale impairment charge as of September 30, 2018 on this vessel. Subsequent to September 30, 2018, the Company entered into a memorandum of agreement for the sale of a 2001-built Aframax, which was delivered to its buyers on October 19, 2018. The Company expects to recognize a loss on such sale of approximately $550 , which includes estimated costs to sell the vessel. |
Equity Method Investments
Equity Method Investments | 9 Months Ended |
Sep. 30, 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 September 30, 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”) - operate two Floating Storage and Offloading Service vessels that were converted from two ULCCs (collectively the “FSO Joint Venture”). On March 29, 2018, the FSO Joint Venture 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. T he FSO Joint Venture drew down and distributed the entire $110,000 of proceeds of the FSO Term Loan o n April 26, 2018 to INSW, which has guaranteed the FSO Term Loan and which has used the proceeds for general corporate purposes, including to fund partially the agreement to purchase the Six VLCCs (See Note 5, “Vessels”). The FSO Joint Venture also borrowed the entire $110,000 available under the FSO Revolver and distributed the proceeds on April 26, 2018 to Euronav, 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 to or greater than 1.10 to 1.00. Approximately $98,746 was outstanding under the FSO Term Loan as of September 30, 2018. The FSO Joint Venture had no outstanding debt as of December 31, 2017. As of September 30, 2018, the maximum potential amount of future principal payments (undiscounted) that INSW could be required to make relating to equity method investees secured bank debt was $98,746 and the carrying value of the Company’s guaranty in the accompanying condensed consolidated balance sheet was $806 . Interest payable on the FSO Term Loan and on the FSO Revolver is based on three month, six month or twelve month LIBOR , as selected by the FSO Joint Venture, plus a 2.00% margin. The FSO Joint Venture has entered into swap transactions which fix the interest rate on the FSO Loan Agreement at a blended rate of approximately 4.858% per annum, effective as of June 29, 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. The interest rate swap covers a notional amount of $197,493 as of September 30, 2018. As of September 30, 2018, the FSO Joint Venture had an asset of $388 for the fair value of the swaps associated with the FSO Joint Venture. The Company’s share of the effective portion of such amounts, aggregating a gain of $194 at September 30, 2018 is included in accumulated other comprehensive loss in the accompanying balance sheet. Investments in and advances to affiliated companies as reflected in the accompanying condensed consolidated balance sheet as of September 30, 2018 consisted of: FSO Joint Venture of $142,012 , LNG Joint Venture of $112,347 and Other of $21,061 (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 Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Shipping revenues $ 50,105 $ 58,465 $ 156,427 $ 181,125 Ship operating expenses (28,407) (25,854) (82,738) (78,455) Income from vessel operations 21,698 32,611 73,689 102,670 Other income 424 704 1,125 3,156 Interest expense (11,095) (8,697) (29,862) (28,122) Income tax provision (837) - (2,665) - Net income $ 10,190 $ 24,618 $ 42,287 $ 77,704 See Note 11, “Related Parties,” for additional disclosures on guarantees INSW has issued in favor of its joint venture partners, lenders and/or customers. |
Variable Interest Entities ("VI
Variable Interest Entities ("VIEs") | 9 Months Ended |
Sep. 30, 2018 | |
Variable Interest Entities ("VIEs") [Abstract] | |
Variable Interest Entities ("VIEs") | Note 7 — Variable Interest Entities (“VIEs”): As of September 30, 2018, the Company participates in six commercial pools and three joint ventures. One of the pools and the two FSO joint ventures were determined to be VIEs. The Company is no t 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 September 30, 2018: Condensed Consolidated Balance Sheet Investments in Affiliated Companies $ 145,683 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 September 30, 2018: Condensed Consolidated Balance Sheet Maximum Exposure to Loss Other Liabilities $ 806 $ 244,429 In addition, as of September 30, 2018, the Company had approximately $15,984 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 September 30, 2018. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures | 9 Months Ended |
Sep. 30, 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 borrowings under the 2017 Term Loan Facility and the 8.50% Senior Notes is estimated based on quoted market prices . The carrying amount of the borrowings under Sinosure Credit Facility, the ABN Term Loan Facility and the 10.75% Subordinated Notes approximates the fair value. 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. For interest rate caps and swaps, 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. ASC 820, Fair Value Measurements and Disclosures , relating to fair value measurements defines fair value and establishe s 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 September 30, 2018: Cash and cash equivalents (1) $ 123,860 $ 123,860 $ - 2017 Term Loan Facility (479,604) - (479,604) ABN Term Loan Facility (27,593) - (27,593) Sinosure Credit Facility (299,179) - (299,179) 8.5% Senior Notes (24,800) (24,800) - 10.75% Subordinated Notes (27,931) - (27,931) 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 $ 32,313 and $10,579 at September 30, 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 associated with changes in LIBOR interest rate payments due on its credit facilities. INSW is party to an interest rate cap agreement (“Interest Rate Cap”) with a major financial institution covering a notional amount of $350,000 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 2.605% through the termination date of December 31, 2020 . The Company is also party to a floating-to-fixed interest rate swap agreement (“Interest Rate Swap”) with a major financial institution covering a notional amount of $299,179 at September 30, 2018 that effectively converts the Company’s interest rate exposure under the Sinosure Credit Facility from a floating rate based on 3-month LIBOR to a fixed LIBOR rate of 2.99% through the termination date of March 21, 2022 . The Interest Rate Swap agreement is designated and qualified as a cash flow hedge and contains no leverage features. The Company has elected to apply hedge accounting and designated its interest rate cap and interest rate swap as cash flow hedges. Tabular disclosure of derivatives location 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 September 30, 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 September 30, 2018: Derivatives designated as hedging instruments: Interest rate cap: Current portion Current portion of derivative asset $ 619 Current portion of derivative liability $ - Long-term portion Long-term derivative asset 2,278 Long-term derivative liability - Interest rate swaps: Current portion Current portion of derivative asset - Current portion of derivative liability (770) Long-term portion Long-term derivative asset 836 Long-term derivative liability - Total derivatives designated as hedging instruments $ 3,733 $ (770) December 31, 2017: Derivatives designated as hedging instruments: Interest rate cap: Current portion Current portion of derivative asset $ 16 Current portion of derivative liability $ - Long-term portion Long-term derivative asset 886 Long-term derivative liability - 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. 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 and nine months ended September 30, 2018 and 2017 follows: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Interest rate swaps $ 2,098 $ (696) $ 6,319 $ (3,087) Interest rate cap 450 - 1,996 - Total $ 2,548 $ (696) $ 8,315 $ (3,087) 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 and nine months ended September 30, 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) September 30, 2018: Interest rate cap Interest expense $ (4) Interest expense $ - Interest rate swaps Interest expense 3 Interest expense - Total $ (1) $ - September 30, 2017: Interest rate cap Interest expense $ - Interest expense $ - Total $ - $ - Statement of Operations Effective Portion of Gain/(Loss) Reclassified from Accumulated Other For the nine months ended Comprehensive Loss Ineffective Portion Amount of Amount of Location Gain/(Loss) Location Gain/(Loss) September 30, 2018: Interest rate cap Interest expense $ (4) Interest expense $ - Interest rate swaps Interest expense 3 Interest expense - Total $ (1) $ - September 30, 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 September 30, 2018: Derivative Assets (interest rate cap) $ 3,733 $ - $ 3,733 (1) Derivative Liabilities (interest rate swap) (770) - (770) (1) Assets/(Liabilities) at December 31, 2017: Derivative Assets (interest rate cap) $ 902 $ - $ 902 (1) (1) For interest rate caps and swaps, 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. The following table summarizes the fair values of assets for which an impairment charge was recognized for the three and nine months ended September 30, 2018: Description Fair Value Level 2 Total Impairment Charges Assets: Crude Tankers - Vessels held and used (1)(2) 7,025 $ 7,025 $ (948) Crude Tankers - Vessels held for sale (1)(2) $ 17,665 $ 17,665 $ (16,419) (1) Pre-tax impairment charges of $948 related to one Panamax vessel and $16,419 related to one VLCC vessel in the International Crude Tanker segment were recorded during the three-month periods ended June 30, 2018 and September 30, 2018, respectively. The held-for-sale impairment charges aggregating $16,419 as of September 30, 2018 included a charge of $14,226 to write the value of the vessel down to its estimated fair value, and estimated costs to sell the vessel of $361 and write-off of assets on the vessel of $1,832 which were incurred as a result of held-for-sale impairment. (2) Fair value measurement of $7,025 at June 30, 2018 used to determine the impairment for one Panamax vessel and fair value measurement of $17,665 at September 30, 2018 used to determine impairment for one VLCC vessel were based upon a market approach, which considered the expected sale prices of the vessels based on executed memorandums of agreement for the sale of each of the vessels as discussed in Note 5, "Vessels." Because sales of vessels occur somewhat infrequently the expected sales prices are considered to be Level 2. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2018 | |
Debt [Abstract] | |
Debt | Note 9 — Debt: Debt consists of the following: September 30, December 31, 2018 2017 2017 Term Loan, due 2022, net of unamortized discount and deferred costs of $21,422 and $23,074 $ 455,203 $ 523,489 2017 Revolver Facility, net of unamortized deferred finance costs of $552 - 29,448 ABN Term Loan, due 2023, net of unamortized deferred finance costs of $908 26,686 - Sinosure Credit Facility, due 2027 - 2028, net of unamortized deferred finance costs of $2,769 296,410 - 8.5% Senior Notes, due 2023, net of unamortized deferred finance costs of $1,541 23,459 - 10.75% Subordinated Notes, due 2023, net of unamortized deferred finance costs of $1,703 26,227 - 827,985 552,937 Less current portion (57,680) (24,063) Long-term portion $ 770,305 $ 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 (i) 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. On June 14, 2018, the Company entered into an amendment of the 2017 Debt Facilities (the “2017 Debt Facilities Second Amendment”). The amendment (i) increased the interest rate margin from 4.50% per annum to 5.00% per annum for loans determined by the Alternate Base Rate (as defined in the 2017 Debt Facilities) and from 5.50% per annum to 6.00% per annum for any loan determined by reference to the Adjusted LIBOR Rate (as defined in the 2017 Debt Facilities) and (ii) allowed a dividend of $110,000 to be made from the Company's FSO Joint Venture to the Company without incorporating such funds into the cash sweep provisions of the 2017 Debt Facilities, (iii) permitted the acquisition of Gener8 Maritime Subsidiary VII, Inc. and its subsidiaries as Unrestricted Subsidiaries (as defined in the 2017 Debt Facilities) and permitted those entities and their assets to be subject to the Sinosure Credit Facility (as defined below) and be subject to its liens and permitted the funding of the certain liquidity and other accounts in connection with that acquisition and (iv) made certain other amendments to covenants under the 2017 Debt Facilities. As a condition to the effectiveness of the 2017 Debt Facilities, the Company prepaid $60,000 of the amount outstanding under the 2017 Term Loan Facility together with a premium equal to 1% of the $60,000 prepayment and paid a fee to the lenders of 1% of the 2017 Debt Facilities outstanding after that repayment. The 2017 Term Loan Facility amortizes in quarterly installments equal to 0.625% of the original principal amount of the loan for the quarterly installment due June 30, 2018 (paid July 2, 2018) and equal to 1.25% of the original principal amount of the loan reduced by the $60,000 prepayment described above for all quarterly installments thereafter. The 2017 Term Loan Facility is subject to additional mandatory annual prepayments in an aggregate principal amount of 75% 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 nine months ended September 30, 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 September 30, 2018, permitted cash dividends that can be distributed to INSW by ISOC under the 2017 Term Loan Facility was $12,500 . 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 (as defined in the 2017 Debt Facilities) plus the aggregate Fair Market Value of certain joint venture equity interests and Gener8 Maritime Subsidiary VII, Inc. The Company had substantial headroom under this covenant as of September 30, 2018, with an estimated ratio of 46% . Sinosure Credit Facility As part of the Transaction, the Company financed the acquisition price of $434,000 with the assumption of debt secured by the six vessels under a China Export & Credit Insurance Corporation ("Sinosure") credit facility funded by The Export-Import Bank of China, Bank of China (New York Branch) and Citibank, N.A. The Company acceded as a guarantor to the Sinosure Credit Facility agreement originally dated November 30, 2015 ; as supplemented by a supplemental agreement dated December 28, 2015 ; as amended and restated by an amending and restating deed dated June 29, 2016 ; as supplemented by a supplemental agreement dated November 8, 2017 ; as supplemented by a consent, supplemental and amendment letter, dated April 2, 2018 (the facility agreement as of such date, the "Original Sinosure Facility") ; and as amended and restated by an amending and restating agreement dated June 13, 2018 (the "2018 Amending and Restating Agreement"), by and among Gener8 Maritime Subsidiary VII, Inc., Seaways Holding Corporation, a wholly owned subsidiary of the Company, the Company, Citibank, N.A. (London Branch), the Export-Import Bank of China and Bank of China (New York Branch) (and its successors and assigns) and certain other parties thereto (the "Sinosure Credit Facility"). The Sinosure Credit Facility is a term loan facility comprised of six loans, each secured by one of the six VLCCs. As of the Closing Date, it had a principal amount outstanding of $310,968 and bears interest at a rate of 3-month LIBOR plus a margin of 2% . Each loan under the Sinosure Facility requires quarterly amortization payments of 1 2 / 3 % (based on the original outstanding amount of each Vessel loan) together with a balloon repayment payable on the termination date of each loan. Each of the loans under the Sinosure Credit Facility will mature 144 months after its initial utilization date. The 2018 Amending and Restating Agreement effects certain amendments to the Original Sinosure Facility as agreed between the parties thereto and necessitated by the Transaction. The Sinosure Credit Facility is guaranteed by the Company and Seaways Holding Corporation. On the Closing Date, the Company paid to Euronav cash consideration of approximately $120,025 , with the difference reflecting assumed debt and accrued interest thereon through the Closing Date. Supplemental cash flow information for the nine months ended September 30, 2018 associated with the aforementioned non-cash assumption of debt in relation to the acquisition of six VLCCs aggregating $310,968 were non-cash investing activities and financing activities. Under the Sinosure Credit Facility, the Obligors (as defined in the Sinosure Credit Facility) are required to comply with various collateral maintenance and financial covenants, including with respect to: (i) minimum security coverage, which shall not be less than 135% of the aggregate loan principal outstanding under the Sinosure Credit Facility. Any non-compliance with the minimum security coverage shall not constitute an event of default so long as within thirty days of such non-compliance, Gener8 Maritime Subsidiary VII, Inc. has either provided additional collateral or prepaid a portion of the outstanding loan balance to cure such non-compliance; (ii) maximum consolidated leverage ratio, which shall not be greater than 0.60 to 1.00 on any testing date occurring on or after June 30, 2018; (iii) minimum consolidated liquidity, under which unrestricted consolidated cash and cash equivalents shall be no less than $25,000 at any time and total consolidated cash and cash equivalents (including cash restricted under the Sinosure Credit Facility) shall not be less than the greater of $50,000 or 5.0% of Total Indebtedness (as defined in the Sinosure Credit Facility) or $9,000 (i.e., $1,500 per each VLCC securing the Sinosure Credit Facility); and (iv) interest expense coverage ratio, which for Seaways Holding Corporation, shall not be less than 2.00 to 1.00 during the period commencing on July 1, 2018 through June 30, 2019 and will be calculated on a trailing six, nine and twelve-month basis from December 31, 2018, March 31, 2019 and June 30, 2019, respectively. For the Company, the interest expense coverage ratio shall not be less than 2.25 to 1 . 00 for the period commencing on July 1, 2019 through June 30, 2020 and no less than 2.50 to 1 . 00 for the period commencing on July 1, 2020 and thereafter and shall be calculated on a trailing twelve-month basis. No event of default under this covenant will occur if the failure to comply is capable of remedy and is remedied within thirty days of the Facility Agent giving notice to the Company or (if earlier) any Obligor becoming aware of the failure to comply, and (i) if such action is being taken with respect to a Test Date falling on or prior to December 31, 2019, then such remedy shall be in the form of cash and cash equivalents being (or having been) deposited by Seaways Holding Corporation to the Minimum Liquidity Account within the thirty day period mentioned above in the manner and in the amounts required to remedy such breach as tested at the Seaways Holding Corporation level and (ii) if such action is being taken with respect to a Test Date falling on or after January 1, 2020, then any such remedy and the form of the same shall be considered and determined by the Lenders in their absolute discretion. The Sinosure Credit Facility also requires the Company to comply with a number of covenants, including the delivery of quarterly and annual financial statements, budgets and annual projections; maintaining required insurances; compliance with laws (including environmental); compliance with ERISA: maintenance of flag and class of the collateral vessels; restrictions on consolidations, mergers or sales of assets; limitations on liens; limitations on issuance of certain equity interests; limitations on transactions with affiliates; and other customary covenants and related provisions. As of September 30, 2018, the Company was in compliance with all such covenants that were in effect on such date. ABN Term Loan Facility On June 7, 2018, the Company entered into a credit agreement, secured by the Seaways Raffles, a VLCC tanker, by and among, inter alia, Seaways Shipping Corporation, a Marshall Islands corporation and wholly-owned indirect subsidiary of the Company, the Company (as a guarantor), another guarantor which is an indirect subsidiary of the Company, the lenders named therein and ABN AMRO Capital USA LLC as mandated lead arranger and facility agent (the "ABN Term Loan Facility"), for an aggregate principal amount of up to the lesser of (i) $29,150 , and (ii) 55% of the fair market value of the Seaways Raffles. On June 12, 2018, the Company drew down approximately $28,463 . The ABN Term Loan Facility bears interest at a rate of 3-month LIBOR plus a margin of 3.25% and is repayable in 19 quarterly installments of approximately $869 with a final balloon payment due on the maturity date in the second quarter of 2023. Additionally, the ABN Term Loan Facility includes certain financial covenants and is guaranteed by the Company. The Company's guarantee is unsecured. The Company used the proceeds from the ABN Term Loan Facility to fund a portion of the Transaction. The ABN Term Loan Facility requires Seaways Shipping Corporation to maintain a minimum unrestricted cash balance of $825 per vessel and a balance of $2,500 and up to $2,100 in a debt service reserve accounts and a dry dock reserve account, respectively, and provides for a restriction on dividends unless minimum unrestricted cash levels are maintained and Seaways Shipping Corporation is in compliance with its covenants. The ABN Term Loan Facility also has a vessel value maintenance clause that requires the Company to ensure that the fair market value of the Seaways Raffles is at all times not less than 150% of the outstanding principal amount of the loan. The Company was in compliance with these covenants as of September 30, 2018. The ABN Term Loan Facility also requires that the loan agreement be amended as soon as reasonably practical following the effective date of the loan to incorporate financial covenants (other than the vessel value maintenance covenant) included in other loan facilities or agreements evidencing indebtedness (with principal balances in excess of $50,000 ) to which the Company becomes a party, that are deemed to be materially more advantageous to the lenders under such agreements than those currently required by the ABN Term Loan Facility. The Company expects to execute such an amendment during the fourth quarter of 2018. The ABN Term Loan Facility also requires the Company to comply with a number of covenants, including the delivery of quarterly and annual financial statements, budgets and annual projections; maintaining required insurances; compliance with laws (including environmental); compliance with ERISA ; maintenance of flag and class of the Seaways Raffles; restrictions on consolidations, mergers or sales of assets; limitations on liens; limitations on issuance of certain equity interests; limitations on the payment of dividends or other distributions; limitations on transactions with affiliates; and other customary covenants and related provisions. 8.5% Senior Notes On May 31, 2018, the Company completed a registered public offering of $25,000 aggregate principal amount of its 8.5% senior unsecured notes due 2023 (the “8.5% Senior Notes”), which resulted in aggregate net proceeds to the Company of approximately $23,375 , after deducting commissions and estimated expenses. The Company used the net proceeds to fund the Transaction, to repay a portion of its outstanding 2017 Debt Facility and for general corporate purposes. The Company issued the Notes under an indenture dated as of May 31, 2018 (the “Base Indenture”), between the Company and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by a supplemental indenture dated as of May 31, 2018 (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), between the Company and the Trustee. The Notes will mature on June 30, 2023 and bear interest at a rate of 8.50% per annum. Interest on the Notes will be payable in arrears on March 30, June 30, September 30 and December 30 of each year, commencing on September 30, 2018. The terms of the Indenture, among other things, limit the Company’s ability to merge, consolidate or sell assets. The Company may redeem the Notes at its option, in whole or in part, at any time on or after June 30, 2020 at a redemption price equal to 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the redemption date. In addition, if the Company undergoes a Change of Control (as defined in the Indenture) the Company may be required to repurchase all of the Notes at a purchase price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest (including additional interest, if any), to, but excluding, the repurchase date. The Indenture contains certain restrictive covenants, including covenants that, subject to certain exceptions and qualifications, restrict our ability to make certain payments if a default under the Indenture has occurred and is continuing or will result therefrom and require us to limit the amount of debt we incur, maintain a certain minimum net worth and provide certain reports. The Indenture also provides for certain customary events of default (subject, in certain cases, to receipt of notice of default and/or customary grace or cure periods). Pursuant to the limitation on borrowings covenant, the Company shall not permit Total Borrowings (as defined in the Indenture) to equal or exceed 70% of Total Assets (as defined in the Indenture). The Company shall also ensure that Net Worth (defined as Total Assets, less Intangible assets and Total Borrowings, as defined in the Indenture) exceeds $600,000 pursuant to the Minimum Net Worth covenant. The Company was in compliance with financial covenants under the 8.5% Senior Notes as of September 30, 2018. 10.75% Subordinated Notes On June 13, 2018, the Company completed the sale of $30,000 of its 10.75% subordinated step-up notes due 2023 (the "10.75% Subordinated Notes") in a private placement to certain funds and accounts managed by BlackRock, Inc. ("BlackRock") (the "Private Placement"). The 10.75% Subordinated Notes are unsecured and rank junior to the 8.5% Senior Notes, the Company's guarantees of the 2017 Debt Facilities, the ABN Term Loan Facility and Sinosure Credit Facility and other unsubordinated indebtedness of the Company. The Private Placement resulted in aggregate proceeds to the Company of approximately $28,000 , after deducting fees paid to the purchasers of those notes and estimated expenses. The Company used the net proceeds from the Private Placement to fund a portion of the Transactions and the offer to prepay $60,000 of the 2017 Debt Facilities pursuant to the Second Amendment. On September 17, 2018, the Company repurchased $2,069 of the 10.75% Subordinated Notes at a price equal to 100% of the principal amount. The 10.75% Subordinated Notes were issued under an indenture dated as of June 13, 2018 (the "Subordinated Notes Indenture"), between the Company and GLAS Trust Company LLC, as trustee (the "Subordinated Notes Trustee"). The 10.75% Subordinated Notes bear interest from June 13, 2018 at an annual rate of 10.75% ; provided that the 10.75% Subordinated Notes shall bear interest at the rate of 13.00% per annum beginning on the earlier of (i) December 15, 2020 and (ii) if the Refinance Date (as defined below) has occurred, the later of the Refinance Date and June 15, 2020. Interest on the 10.75% Subordinated Notes is payable quarterly in arrears on the 15th day of March, June, September and December of each year, commencing on September 15, 2018. The stated maturity date of the 10.75% Subordinated Notes is June 15, 2023 ; provided that in certain circumstances after the indebtedness outstanding under the 2017 Debt Facilities (as amended by the Second Amendment) ceases to be outstanding (such date, the "Refinance Date"), the stated maturity of the 10.75% Subordinated Notes will become June 15, 2022. The 10.75% Subordinated Notes may be redeemed, in whole or in part, at any time prior to June 15, 2020, at a redemption price equal to 100% of the aggregate principal amount of the 10.75% Subordinated Notes being redeemed, plus accrued and unpaid interest to, but not including, the date of redemption, plus a "make-whole" premium. On or after June 15, 2020, the 10.75% Unsecured Subordinated Notes may be redeemed at par, plus accrued and unpaid interest. The 10.75% Subordinated Notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Subordinated Notes Indenture contains covenants requiring the Company to maintain a minimum net worth similar to that required by the 8.5% Senior Notes. The Subordinated Notes Indenture also contains covenants restricting the ability of the Company and its subsidiaries to incur additional indebtedness, sell assets, incur liens, amend the 2017 Debt Facilities, enter into sale and leaseback transactions and enter into certain extraordinary transactions. In addition, the Subordinated Notes Indenture prohibits the Company from paying any dividends unless certain financial and other conditions are satisfied. The Subordinated Notes Indenture also contains events of default consistent with those under the 2017 Debt Facilities. The Company was in compliance with the covenants under the Subordinated Notes Indenture as of September 30, 2018. 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 all of the Company’s debt facilities, including the INSW Facilities (which were terminated in accordance with their terms on June 22, 2017), for the three and nine months ended September 30, 2018 was $16,974 and $41,131 , respectively, and for the three and nine months ended September 30, 2017 was $10,935 and $28,651 , respectively. Interest paid for the Company’s debt facilities, including the INSW Facilities for the three and nine months ended September 30, 2018 was $14,347 and $37,938 , respectively, and for the three and nine months ended September 30, 2017 was $10,165 and $26,897 , respectively. Debt Modifications, Repurchases and Extinguishments During the three and nine months ended September 30, 2018, the Company incurred issuance costs aggregating $14,524 in connection with ABN Term Loan Facility, Sinosure Credit Facility, 8.5% Senior Notes, 10.75% Subordinated Notes, and 2017 Debt Facilities Second Amendment. Issuance costs paid to all lenders and third-party fees associated with the ABN Term Loan Facility, Sinosure Credit Facility, 8.5% Senior Notes, and 10.75% Subordinated Notes aggregating $7,511 were capitalized as deferred finance charges. Issuance costs paid to lenders and third-party fees associated with 2017 Debt Facilities Second Amendment totaled $7,013 , of which $4,489 associated with lenders’ fees paid that were deemed to be a modification and third-party fees paid that were deemed to be an extinguishment were capitalized as deferred finance charges and the remaining $2,524 were expensed, of which $1,229 associated with third-party fees paid that were deemed to be a modification were included in third-party debt modification fees and $1,295 associated with lender fees paid that were deemed to be an extinguishment were included in other income/(expense) in the unaudited condensed consolidated statement of operations. In addition, aggregate net losses of $127 and $2,400 for the three and nine months ended September 30, 2018 recognized on the repurchases of the Company’s debt facilities, is included in other income/(expense) in the unaudited condensed consolidated statement of operations. The net loss reflects a write-off of unamortized original issue discount and deferred financing costs associated with the prepayment of $60,000 made in connection with the 2017 Debt Facilities Second Amendment and the redemption of $2,069 of the 10.75% Subordinated Notes , which were treated as partial extinguishments. Issuance costs incurred and capitalized as deferred finance charges have been treated as a reduction of debt proceeds. During the three and nine months ended September 30, 2017, the Company incurred issuance costs aggregating $2,191 and $24,197 , respectively, in connection with the 2017 Debt Facilities. Issuance costs paid to all lenders and third-party fees associated with lenders of the 2017 Debt Facilities who had not participated in the INSW Facilities aggregating $15,067 were capitalized as deferred finance charges. Third party fees associated with the First Amendment and with lenders of the 2017 Debt Facilities who had participated in the INSW Facilities aggregating $1,191 and $9,130 , for the three and nine months ended September 30, 2017, respectively, were expensed and are included in third-party debt modification fees in the unaudited condensed consolidated statement of operations. In addition, an aggregate net loss of $7,020 for the nine months ended September 30, 2017 realized on the modification of the Company’s debt facilities, is included in other expense in the unaudited condensed consolidated statement of operations. The net loss reflects a write-off of unamortized original issue discount and deferred financing costs associated with the INSW Facilities, which were treated as partial extinguishments. |
Taxes
Taxes | 9 Months Ended |
Sep. 30, 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. The Company qualifies 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, because less than 50 percent of the total value of the Company’s stock has been 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 September 30, 2018, and December 31, 2017, the Company has recognized a reserve for uncertain tax positions of $33 and $153 , respectively, and accrued interest of $2 and $51 , respectively, in accounts payable, accrued expenses and other current liabilities in the accompanying condensed consolidated balance sheets. |
Related Parties
Related Parties | 9 Months Ended |
Sep. 30, 2018 | |
Related Parties [Abstract] | |
Related Parties | Note 11 — Related Parties: Transition Services Agreement and Other Spin-off Related Activity During the three and nine months ended September 30, 2017, INSW earned fees totaling $2 and $63 , respectively, for services provided to its former parent, Overseas Shipholding Group, Inc. (“OSG”) and incurred fees totaling $0 and $731 , respectively, 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 September 30, 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 $110,000 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 $50,000 and 5% of Total Indebtedness of INSW, (ii) INSW shall have Cash of at least $30,000 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 9, “Debt”). As of September 30, 2018, the maximum potential amount of future principal payments (undiscounted) that INSW could be required to make relating to equity method investees secured bank debt was $98,746 and the carrying amount of the liability related to this guarantee was $806 . 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. |
Capital Stock and Stock Compens
Capital Stock and Stock Compensation | 9 Months Ended |
Sep. 30, 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: Director Compensation - Restricted Common Stock The Company awarded a total of 46,431 restricted common stock shares during the nine months ended September 30, 2018 to its non-employee directors. The weighted average fair value of INSW’s stock on the measurement date of such awards was $18.74 per share. Such restricted share awards vest in full on the earlier of the next annual meeting of the stockholders or May 24, 2019, subject to each director continuing to provide services to INSW through such date. The restricted share awards granted may not be transferred, pledged, assigned or otherwise encumbered prior to vesting. Prior to the vesting date, a holder of restricted share awards otherwise has all the rights of a shareholder of INSW, including the right to vote such shares and the right to receive dividends paid with respect to such shares at the same time as common shareholders generally. Management Compensation - Restricted Stock Units and Stock Options During the nine months ended September 30, 2018, the Company granted 55,536 time-based restricted stock units (“RSUs”) to certain senior officers. The weighted average grant date fair value of these awards was $17.46 per RSU. Each RSU represents a contingent right to receive one share of INSW common stock upon vesting. Each award of RSUs will vest in equal installments on each of the first three anniversaries of the grant date. During the nine months ended September 30, 2018, the Company awarded 55,534 performance-based RSUs to its senior officers. Each performance stock unit represents a contingent right to receive RSUs based upon the covered employees being continuously employed through the end of the period over which the performance goals are measured and shall vest as follows: (i) one-half of the target RSUs shall vest on December 31, 2020, subject to INSW’s return on invested capital (“ROIC”) performance in the three-year ROIC performance period relative to a target rate (the “ROIC Target”) set forth in the award agreements; and (ii) one-half of the target RSUs shall vest on December 31, 2020, subject to INSW’s three-year total shareholder return (“TSR”) performance relative to that of a performance peer group over a three-year performance period (“TSR Target”). Vesting is subject in each case to the Human Resources and Compensation Committee of the Company’s Board of Directors’ certification of achievement of the performance measures and targets no later than March 15, 2021. As of September 30, 2018, INSW management believes the ROIC Target performance condition is not probable of being achieved. Accordingly, no compensation costs has been recognized for these awards during 2018. The weighted average grant date fair value of the awards with performance conditions was determined to be $17.46 per RSU. The weighted average grant date fair value of the TSR based performance awards, which have a market condition, was estimated using a Monte Carlo probability model and determined to be $18.87 per RSU. In addition, in April 2018, the Company awarded an executive officer, 11,882 performance-based restricted stock units, representing 2018 tranche of the award originally made on February 14, 2017. The grant date fair value of the performance award was determined to be $17.46 per RSU. Each performance stock unit represents a contingent right to receive RSUs based upon certain performance related goals being met and the covered employees being continuously employed through the end of the period over which the performance goals are measured. These performance awards shall vest on December 31, 2018, subject to INSW’s ROIC performance for the year ended December 31, 2018 relative to a target rate (the “2018 ROIC Target”) set forth in the award agreement. Vesting is subject to INSW’s Human Resources and Compensation Committee’s certification of achievement of the performance measure and target no later than March 31, 2019. As of September 30, 2018, achievement of the performance condition in this award was determined to be not probable, and accordingly, compensation cost has no t been recognized. During the nine months ended September 30, 2018, the Company awarded to certain of its senior officers an aggregate of 124,955 stock options. Each stock option represents an option to purchase one share of INSW common stock for an exercise price of $17.46 per share. Each stock option will vest in equal installments on each of the first three anniversaries of the award date. The weighted average grant date fair value of the options was $7.76 per option. The fair values of the options were estimated using the Black-Scholes option pricing model with inputs that include the INSW stock price, the INSW exercise price and the following weighted average assumptions: risk free interest rates of 2.67% , dividend yields of 0.0% , expected stock price volatility factor of .42 , and expected lives at inception of six years. Stock options may not be transferred, pledged, assigned or otherwise encumbered prior to vesting. The stock options expire on the business day immediately preceding the tenth anniversary of the award date. If a stock option grantee’s employment is terminated for cause (as defined in the applicable Form of Grant Agreement), stock options (whether then vested or exercisable or not) will lapse and will not be exercisable. If a stock option grantee’s employment is terminated for reasons other than cause, the option recipient may exercise the vested portion of the stock option but only within such period of time ending on the earlier to occur of (i) the 90th day ending after the option recipient’s employment terminated and (ii) the expiration of the options, provided that if the optionee’s employment terminates for death or disability the vested portion of the option may be exercised until the earlier of (i) the first anniversary of employment termination and (ii) the expiration date of the options. Share Repurchases In connection with the settlement of vested restricted stock units, the Company repurchased 589 and 23,013 shares of common stock during the three and nine months ended September 30, 2018, respectively, at an average cost of $21.48 and $17.81 , respectively, per share (based on the market prices on the dates of vesting) from certain members of management to cover withholding taxes. The Company repurchased 969 and 13,961 shares of common stock during the three and nine months ended September 30, 2017, respectively, at an average cost of $19.69 and $18.66 , 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 under such program during the nine months ended September 30, 2018. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 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: September 30, December 31, 2018 2017 Unrealized losses on derivative instruments $ (13,919) $ (28,989) Items not yet recognized as a component of net periodic benefit cost (pension plans) (9,900) (11,418) $ (23,819) $ (40,407) The changes in the balances of each component of accumulated other comprehensive loss, net of related taxes, during the three and nine months ended September 30, 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 June 30, 2018 $ (18,420) $ (10,027) $ (28,447) Current period change, excluding amounts reclassified from accumulated other comprehensive loss 2,548 127 2,675 Amounts reclassified from accumulated other comprehensive loss 1,953 - 1,953 Total change in accumulated other comprehensive loss 4,501 127 4,628 Balance as of September 30, 2018 $ (13,919) $ (9,900) $ (23,819) Balance as of June 30, 2017 $ (36,065) $ (12,622) $ (48,687) Current period change, excluding amounts reclassified from accumulated other comprehensive loss (696) (359) (1,055) Amounts reclassified from accumulated other comprehensive loss 3,122 - 3,122 Total change in accumulated other comprehensive loss 2,426 (359) 2,067 Balance as of September 30, 2017 $ (33,639) $ (12,981) $ (46,620) 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 8,315 (161) 8,154 Amounts reclassified from accumulated other comprehensive loss 6,755 1,679 8,434 Total change in accumulated other comprehensive loss 15,070 1,518 16,588 Balance as of September 30, 2018 $ (13,919) $ (9,900) $ (23,819) Balance as of December 31, 2016 $ (40,317) $ (11,950) $ (52,267) Current period change, excluding amounts reclassified from accumulated other comprehensive loss (3,087) (1,031) (4,118) Amounts reclassified from accumulated other comprehensive loss 9,765 - 9,765 Total change in accumulated other comprehensive loss 6,678 (1,031) 5,647 Balance as of September 30, 2017 $ (33,639) $ (12,981) $ (46,620) Amounts reclassified out of each component of accumulated other comprehensive loss follow: Three Months Ended Nine Months Ended September 30, September 30, Accumulated Other Comprehensive Loss Component 2018 2017 2018 2017 Statement of Operations Line Item Unrealized losses on cash flow hedges: Interest rate swaps entered into by the Company's equity method Equity in income of joint venture investees $ (1,952) $ (3,122) $ (6,754) $ (9,634) affiliated companies Interest rate swaps entered into by the Company's subsidiaries 3 - 3 - Interest expense Interest rate caps entered into by the Company's subsidiaries (4) - (4) (131) Interest expense Items not yet recognized as a component of net periodic benefit cost (pension plans): Net periodic benefit costs associated with pension and postretirement benefit plans for shore-based employees - - (1,679) - Other income Total before and $ (1,953) $ (3,122) $ (8,434) $ (9,765) after tax At September 30, 2018, the Company expects that it will reclassify $6,095 (gross and net of tax) of net losses on derivative instruments from accumulated other comprehensive loss to earnings during the next twelve months due to the payment of variable rate interest associated with floating rate debt of INSW’s equity method investees and the interest rate cap and swaps held by the Company. See Note 8, “Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures,” for additional disclosures relating to derivative instruments. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 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 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 and nine months ended September 30, 2018 as there was no non-lease voyage charter in progress as of September 30, 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 and nine months ended September 30, 2018. Crude Product Tankers Carriers Other Totals Three months ended September 30, 2018: Pool revenues Asset lease component $ 9,325 $ (885) $ - $ 8,440 Technical management services component 16,919 11,362 - 28,281 Time and bareboat charter revenues Asset lease component 1,703 506 - 2,209 Technical management services component 3,723 - - 3,723 Voyage charter revenues Asset lease component 4,638 23 - 4,661 Technical management services component 1,466 - - 1,466 Lightering services component 12,146 - - 12,146 Total shipping revenues $ 49,920 $ 11,006 $ - $ 60,926 Nine months ended September 30, 2018: Pool revenues Asset lease component $ 18,406 $ 7,053 $ - $ 25,459 Technical management services component 42,634 37,743 - 80,377 Time and bareboat charter revenues Asset lease component 5,746 1,502 - 7,248 Technical management services component 13,205 - - 13,205 Voyage charter revenues Asset lease component 13,478 76 - 13,554 Technical management services component 3,803 - - 3,803 Lightering services component 26,167 - - 26,167 Total shipping revenues $ 123,439 $ 46,374 $ - $ 169,813 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 September 30, 2018 4,475 69,471 (434) 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 $170 and $2,673 was recognized during the three and nine months ended September 30, 2018, respectively, and related to: (i) pool adjustments; (ii) change in estimate of performance obligations related to voyage charters; (iii) off hire adjustments related to time and bareboat charters; and (iv) recoveries in excess of insurance claims receivables accrued for in prior periods, which accounted fo r $2,188 of the activity during the nine months ended September 30, 2018. These are all normal course adjustments that are common in the shipping industry when pool voyages are closed out and disputes or claims are settled. Costs to Obtain or Fulfill a Contract As of September 30, 2018, there were no unamortized deferred costs of obtaining or fulfilling a contract. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Leases | Note 15 — Leases: 1. Charters-in: As of September 30, 2018, INSW had commitments to charter in four MR and two Aframax vessels. All of the charters-in, of which two are bareboat charters with expiry dates ranging from December 2023 to March 2024 and four are time charters with expiry dates ranging from December 2018 to June 2019, are accounted for as operating leases. 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 September 30, 2018 Amount Operating Days 2018 $ 1,582 184 2019 6,278 730 2020 6,295 732 2021 6,278 730 2022 6,278 730 Thereafter 6,828 794 Net minimum lease payments $ 33,539 3,900 Time Charters-in: At September 30, 2018 Amount Operating Days 2018 $ 6,413 694 2019 5,504 529 Net minimum lease payments $ 11,917 1,223 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 September 30, 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 September 30, 2018 Amount Revenue Days 2018 $ 4,451 399 2019 209 19 Future minimum revenues $ 4,660 418 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 . |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 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 September 30, 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 August 2018, INSW recorded a reserve of £172 ($ 224 ) as of September 30, 2018 for the estimated deficit assessment by the trustees of the MNRPF. The Company made a deficit payment £123 ( $163 ) in October 2018 and expects to pay the balance of the deficit assessment in October 2019. 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 a pending dispositive motion seeking dismissal of all claims against it. The subsidiary separately filed an action 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 “T&T Defendants”). In July 2018, t he federal court overseeing the declaratory judgment action issued an order dismissing the case on the basis that it lacked subject-matter jurisdiction to hear the dispute. This was not a decision on the merits of the underlying contractual dispute. The subsidiary and its excess insurers, who are co-plaintiffs in the action, have filed an appeal of that decision in the U.S. Fifth Circuit Court of Appeals and are currently awaiting issuance of a briefing schedule . I n the meantime, the T&T defendants filed a new lawsuit in a Texas state court to assert their contractual claims against the subsidiary and its insurers, which the defendants then removed to federal court in Houston, Texas, where it currently is pending with preliminary liability dispositive motions due in early November 2018 . 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. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Significant Accounting Policies [Abstract] | |
Cash, cash equivalents and Restricted cash | 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 $32,313 and $10,579 as of September 30, 2018 and December 31, 2017, respectively, represents legally restricted cash relating to the Company’s 2017 Term Loan Facility, Sinosure Credit Facility, ABN Term Loan Facility, and 10.75% Unsecured Subordinated Notes (as defined in Note 9, “Debt”). Such restricted cash reserves are included in the non-current assets section of the consolidated balance sheet. |
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 and nine months periods ended September 30, 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 92% and 89% of consolidated voyage receivables at September 30, 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 $448 relating to the 2017 Revolver Facility are included in other assets in the condensed consolidated balance sheet as of September 30, 2018. Unamortized deferred financing charges of $28,343 relating to the 2017 Term Loan Facility, Sinosure Credit Facility, ABN Term Loan Facility, 8.5% Senior Notes and 10.75% Subordinated Notes and (as defined in Note 9, “Debt”) 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 September 30, 2018 and December 31, 2017, respectively. Interest expense relating to the amortization of deferred financing charges amounted to $1,243 and $2,699 for the three and nine months ended September 30, 2018, respectively, and $652 and $4,452 for the three and nine months ended September 30, 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 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. 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 acquisition of six VLCC tankers (see Note 5, “Vessels”) should be accounted for as an acquisition of a group of assets as substantially all of the fair value of the gross assets acquired was 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 nine months ended September 30, 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. Such practical expedient was not utilized by the Company. The adoption of this accounting standard resulted in the reclassification of $115 and $349 of net actuarial gains and $202 and $606 of benefit obligation interest costs from the general and administrative expense line to the other income/(expense) and interest expense lines on the condensed consolidated statements of operations for the three and nine months ended September 30, 2017, respectively. Net periodic pension costs comprised of a net actuarial gain of $135 and a net actuarial loss of $1,033 and $177 and $530 of benefit obligation interest costs, are included in the other income/(expense) and interest expense lines on the condensed consolidated statements of operations for the three and nine months ended September 30, 2018, respectively. In November 2016, the FASB issued ASU 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 nine months ended September 30, 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, $95,987 of the total distributions of $135,754 received from certain affiliated companies accounted for by the equity method during the nine months ended September 30, 2018 is presented as a cash inflow from investing activities while the balance of $39,767 is presented as a cash inflow from operating activities, and $11,729 of the total distributions of $26,500 received from certain affiliated companies accounted for by the equity method during the nine months ended September 30, 2017 is presented as a cash inflow from investing activities while the balance of $14,771 is presented as a cash inflow from operating activities. In addition, the adoption of this accounting standard resulted in the separate line presentation of $5,125 and $1,005 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 nine months ended September 30, 2018 and 2017, respectively. In May 2014, the FASB issued ASU 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 August 2018, the FASB issued ASU 2018-14 , Defined Benefit Plans (ASC 715), which amends ASC 715 to add, remove, and clarify disclosure requirements related to defined benefit pension and other postretirement plans. ASU 2018-14 adds requirements for an entity to disclose the following: (1) the weighted average interest crediting rates used in the entity’s cash balance pension plans and other similar plans; (2) a narrative description of the reasons for significant gains and losses affecting the benefit obligation for the period; and (3) an explanation of any other significant changes in the benefit obligation or plan assets that are not otherwise apparent in the other disclosures required by ASC 715. Further, the ASU removes guidance that requires the following disclosures: (1) the amounts in accumulated other comprehensive income expected to be recognized as part of net periodic benefit cost over the next year; (2) information about plan assets to be returned to the entity, including amounts and expected timing; (3) information about benefits covered by related-party insurance and annuity contracts and significant transactions between the plan and related parties; and (4) effects of a one-percentage-point change i n the assumed health care costs and the effect of this change in rates on service cost, interest cost, and the benefit obligation for postretirement health care benefits. The standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2020 and early adoption is permitted. Management does not expect the adoption of this accounting standard to have a material impact on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-13 , Fair Value Measurement (ASC 820), which changes the fair value measurement disclosure requirements. The new disclosure requirements are: (1) changes in unrealized gains or losses included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period; and (2) the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The eliminated disclosure requirements are: (1) transfers between Level 1 and Level 2 of the fair value hierarchy; and (2) policies related to valuation processes and the timing of transfers between levels of the fair value hierarchy. Under ASU 2018-13, entities are no longer required to estimate and disclose the timing of liquidity events for investments measured at fair value. Instead, the requirement to disclose such events applies only when they have been communicated to the reporting entities by the investees or announced publicly. The standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2019 and early adoption is permitted. Management does not expect the adoption of this accounting standard to have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 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. In July 2018, the FASB issued ASU 2018-10 , Leases (ASC 842), which provides clarifying guidance on ASU 2016-02. Also, in July 2018, the FASB issued ASU 2018-11 , Leases (ASC 842), which updates requirements related to transition relief on comparative reporting at adoption and separating components of a contract for lessors. This update provides another transition method in addition to the existing transition method by allowing entities to initially apply the new leases standard at the adoption date (January 1, 2019, for calendar year-end public business entities) and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. In addition, this update provides lessors with a practical expedient, by class of underlying asset, to not separate nonlease components from the associated lease component and, instead, to account for those components as a single component if the nonlease components otherwise would be accounted for under the new revenue guidance (ASC 606) ; and both of the following are met: (1) the timing and pattern of transfer of the nonlease components and associated lease component are the same; and (2) the lease component, if accounted for separately, would be classified as an operating lease. If lease and nonlease components are aggregated under this practical expedient, a lessor would account for the combined component as follows: if the nonlease components associated with the lease component are the predominant component of the combined component, an entity is required to account for the combined component in accordance with the new revenue guidance; otherwise, the entity must account for the combined component as an operating lease in accordance with the new leases guidance. If elected, the practical expedient will need to be applied consistently as an accounting policy by class of underlying asset. Additional disclosures are also required. For entities that have not adopted ASC 842 before the issuance of this update, the effective date and transition requirements for the amendments in this update related to separating components of a contract are the same as the effective date and transition requirements in ASU 2016-02. Upon adoption of ASC 842, management expects that based on our current portfolio of leases, assets and liabilities (primarily chartered-in vessels and leased office space) on the consolidated balance sheet will increase by $28,000 to $35,000 due to the recognition of right-of-use assets (Vessels and other property) and corresponding lease liabilities. We are in the process of implementing changes to our systems and processes in conjunction with our review of lease agreements. We will adopt ASC 842 effective January 1, 2019 and expect to elect certain available transitional practical expedients. 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 not reflect the adoptions of ASC 606 and ASC 842 until January 1, 2019 and January 1, 2020, respectively. |
Contingencies (Policy)
Contingencies (Policy) | 9 Months Ended |
Sep. 30, 2018 | |
Contingencies [Abstract] | |
Legal costs | INSW’s policy for recording legal costs related to contingencies is to expense such legal costs as incurred. |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 9 Months Ended |
Sep. 30, 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 Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Net loss $ (47,786) $ (21,816) $ (95,898) $ (15,368) Weighted average common shares outstanding: Basic 29,154,366 29,202,437 29,130,435 29,192,392 Diluted 29,154,366 29,202,437 29,130,435 29,192,392 Reconciliations of the numerator of the basic and diluted earnings per share computations are as follows: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Net loss allocated to: Common Stockholders $ (47,786) $ (21,816) $ (95,898) $ (15,368) Participating securities - - - - $ (47,786) $ (21,816) $ (95,898) $ (15,368) |
Business and Segment Reporting
Business and Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 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 and nine months ended September 30, 2018 and 2017 follows: Crude Product Tankers Carriers Other Totals Three months ended September 30, 2018: Shipping revenues $ 49,920 $ 11,006 $ - $ 60,926 Time charter equivalent revenues 40,348 10,905 - 51,253 Depreciation and amortization 14,848 4,434 35 19,317 Loss on disposal of vessels and other property, including impairments 17,360 - - 17,360 Adjusted loss from vessel operations (4,641) (8,560) (35) (13,236) Equity in income of affiliated companies 4,718 - 620 5,338 Investments in and advances to affiliated companies at September 30, 2018 149,387 13,686 112,347 275,420 Adjusted total assets at September 30, 2018 1,297,101 348,253 112,347 1,757,701 Three months ended September 30, 2017: Shipping revenues $ 38,318 $ 21,650 $ - $ 59,968 Time charter equivalent revenues 34,905 21,584 - 56,489 Depreciation and amortization 14,798 5,696 34 20,528 Loss on disposal of vessels and other property, including impairments 4,565 841 - 5,406 Adjusted loss from vessel operations (5,823) (5,268) (1) (11,092) Equity in income of affiliated companies 8,901 - 3,895 12,796 Investments in and advances to affiliated companies at September 30, 2017 269,521 16,651 94,546 380,718 Adjusted total assets at September 30, 2017 1,159,936 393,774 94,172 1,647,882 Crude Product Tankers Carriers Other Totals Nine months ended September 30, 2018: Shipping revenues $ 123,439 $ 46,374 $ - $ 169,813 Time charter equivalent revenues 103,953 46,113 - 150,066 Depreciation and amortization 39,961 13,682 102 53,745 Loss/(gain) on disposal of vessels and other property, including impairments 23,293 (6,100) - 17,193 Adjusted (loss)/income from vessel operations (21,863) (15,120) 600 (36,383) Equity in income of affiliated companies 15,002 - 7,498 22,500 Expenditures for vessels and vessel improvements 133,756 1,459 - 135,215 Payments for drydockings 3,359 609 - 3,968 Nine months ended September 30, 2017: Shipping revenues $ 146,124 $ 74,551 $ - $ 220,675 Time charter equivalent revenues 136,695 73,206 - 209,901 Depreciation and amortization 41,149 16,994 100 58,243 Loss on disposal of vessels and other property, including impairments 4,565 841 - 5,406 Adjusted income/(loss) from vessel operations 19,672 (6,406) (149) 13,117 Equity in income of affiliated companies 29,074 - 11,194 40,268 Expenditures for vessels and vessel improvements 117,576 793 - 118,369 Payments for drydockings 16,005 3,782 - 19,787 |
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 Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Time charter equivalent revenues $ 51,253 $ 56,489 $ 150,066 $ 209,901 Add: Voyage expenses 9,673 3,479 19,747 10,774 Shipping revenues $ 60,926 $ 59,968 $ 169,813 $ 220,675 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | Reconciliations of adjusted (loss)/income from vessel operations of the segments to loss before income taxes, as reported in the condensed consolidated statements of operations follow: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total adjusted (loss)/income from vessel operations of all segments $ (13,236) $ (11,092) $ (36,383) $ 13,117 General and administrative expenses (5,434) (6,516) (17,527) (17,886) Third-party debt modification fees 9 (1,191) (1,293) (9,130) Separation and transition costs - 543 - (488) Loss on disposal of vessels and other property, net of impairments (17,360) (5,406) (17,193) (5,406) Consolidated loss from vessel operations (36,021) (23,662) (72,396) (19,793) Equity in income of affiliated companies 5,338 12,796 22,500 40,268 Other income/(expense) 220 305 (3,964) (6,135) Interest expense (17,320) (11,232) (42,027) (29,677) Loss before income taxes $ (47,783) $ (21,793) $ (95,887) $ (15,337) |
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 September 30, 2018 2017 Total assets of all segments $ 1,757,701 $ 1,647,882 Corporate unrestricted cash and cash equivalents 91,547 73,390 Restricted cash 32,313 - Other unallocated amounts 5,145 3,053 Consolidated total assets $ 1,886,706 $ 1,724,325 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 9 Months Ended |
Sep. 30, 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 Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Shipping revenues $ 50,105 $ 58,465 $ 156,427 $ 181,125 Ship operating expenses (28,407) (25,854) (82,738) (78,455) Income from vessel operations 21,698 32,611 73,689 102,670 Other income 424 704 1,125 3,156 Interest expense (11,095) (8,697) (29,862) (28,122) Income tax provision (837) - (2,665) - Net income $ 10,190 $ 24,618 $ 42,287 $ 77,704 |
Variable Interest Entities ("_2
Variable Interest Entities ("VIEs") (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, 2018: Condensed Consolidated Balance Sheet Investments in Affiliated Companies $ 145,683 |
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 September 30, 2018: Condensed Consolidated Balance Sheet Maximum Exposure to Loss Other Liabilities $ 806 $ 244,429 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Tables) | 9 Months Ended |
Sep. 30, 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 September 30, 2018: Cash and cash equivalents (1) $ 123,860 $ 123,860 $ - 2017 Term Loan Facility (479,604) - (479,604) ABN Term Loan Facility (27,593) - (27,593) Sinosure Credit Facility (299,179) - (299,179) 8.5% Senior Notes (24,800) (24,800) - 10.75% Subordinated Notes (27,931) - (27,931) 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 $ 32,313 and $10,579 at September 30, 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 September 30, 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 September 30, 2018: Derivatives designated as hedging instruments: Interest rate cap: Current portion Current portion of derivative asset $ 619 Current portion of derivative liability $ - Long-term portion Long-term derivative asset 2,278 Long-term derivative liability - Interest rate swaps: Current portion Current portion of derivative asset - Current portion of derivative liability (770) Long-term portion Long-term derivative asset 836 Long-term derivative liability - Total derivatives designated as hedging instruments $ 3,733 $ (770) December 31, 2017: Derivatives designated as hedging instruments: Interest rate cap: Current portion Current portion of derivative asset $ 16 Current portion of derivative liability $ - Long-term portion Long-term derivative asset 886 Long-term derivative liability - 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 and nine months ended September 30, 2018 and 2017 follows: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Interest rate swaps $ 2,098 $ (696) $ 6,319 $ (3,087) Interest rate cap 450 - 1,996 - Total $ 2,548 $ (696) $ 8,315 $ (3,087) 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 and nine months ended September 30, 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) September 30, 2018: Interest rate cap Interest expense $ (4) Interest expense $ - Interest rate swaps Interest expense 3 Interest expense - Total $ (1) $ - September 30, 2017: Interest rate cap Interest expense $ - Interest expense $ - Total $ - $ - Statement of Operations Effective Portion of Gain/(Loss) Reclassified from Accumulated Other For the nine months ended Comprehensive Loss Ineffective Portion Amount of Amount of Location Gain/(Loss) Location Gain/(Loss) September 30, 2018: Interest rate cap Interest expense $ (4) Interest expense $ - Interest rate swaps Interest expense 3 Interest expense - Total $ (1) $ - September 30, 2017: Interest rate cap Interest expense $ (131) Interest expense $ - Total $ (131) $ - |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | 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 September 30, 2018: Derivative Assets (interest rate cap) $ 3,733 $ - $ 3,733 (1) Derivative Liabilities (interest rate swap) (770) - (770) (1) Assets/(Liabilities) at December 31, 2017: Derivative Assets (interest rate cap) $ 902 $ - $ 902 (1) (1) For interest rate caps and swaps, 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. |
Schedule of Fair Value, Assets and Liabilities Measured on Nonrecurring Basis | The following table summarizes the fair values of assets for which an impairment charge was recognized for the three and nine months ended September 30, 2018: Description Fair Value Level 2 Total Impairment Charges Assets: Crude Tankers - Vessels held and used (1)(2) 7,025 $ 7,025 $ (948) Crude Tankers - Vessels held for sale (1)(2) $ 17,665 $ 17,665 $ (16,419) (1) Pre-tax impairment charges of $948 related to one Panamax vessel and $16,419 related to one VLCC vessel in the International Crude Tanker segment were recorded during the three-month periods ended June 30, 2018 and September 30, 2018, respectively. The held-for-sale impairment charges aggregating $16,419 as of September 30, 2018 included a charge of $14,226 to write the value of the vessel down to its estimated fair value, and estimated costs to sell the vessel of $361 and write-off of assets on the vessel of $1,832 which were incurred as a result of held-for-sale impairment. (2) Fair value measurement of $7,025 at June 30, 2018 used to determine the impairment for one Panamax vessel and fair value measurement of $17,665 at September 30, 2018 used to determine impairment for one VLCC vessel were based upon a market approach, which considered the expected sale prices of the vessels based on executed memorandums of agreement for the sale of each of the vessels as discussed in Note 5, "Vessels." Because sales of vessels occur somewhat infrequently the expected sales prices are considered to be Level 2. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consists of the following: September 30, December 31, 2018 2017 2017 Term Loan, due 2022, net of unamortized discount and deferred costs of $21,422 and $23,074 $ 455,203 $ 523,489 2017 Revolver Facility, net of unamortized deferred finance costs of $552 - 29,448 ABN Term Loan, due 2023, net of unamortized deferred finance costs of $908 26,686 - Sinosure Credit Facility, due 2027 - 2028, net of unamortized deferred finance costs of $2,769 296,410 - 8.5% Senior Notes, due 2023, net of unamortized deferred finance costs of $1,541 23,459 - 10.75% Subordinated Notes, due 2023, net of unamortized deferred finance costs of $1,703 26,227 - 827,985 552,937 Less current portion (57,680) (24,063) Long-term portion $ 770,305 $ 528,874 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accumulated Other Comprehensive Loss [Abstract] | |
Components of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss, net of related taxes, in the condensed consolidated balance sheets follow: September 30, December 31, 2018 2017 Unrealized losses on derivative instruments $ (13,919) $ (28,989) Items not yet recognized as a component of net periodic benefit cost (pension plans) (9,900) (11,418) $ (23,819) $ (40,407) The changes in the balances of each component of accumulated other comprehensive loss, net of related taxes, during the three and nine months ended September 30, 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 June 30, 2018 $ (18,420) $ (10,027) $ (28,447) Current period change, excluding amounts reclassified from accumulated other comprehensive loss 2,548 127 2,675 Amounts reclassified from accumulated other comprehensive loss 1,953 - 1,953 Total change in accumulated other comprehensive loss 4,501 127 4,628 Balance as of September 30, 2018 $ (13,919) $ (9,900) $ (23,819) Balance as of June 30, 2017 $ (36,065) $ (12,622) $ (48,687) Current period change, excluding amounts reclassified from accumulated other comprehensive loss (696) (359) (1,055) Amounts reclassified from accumulated other comprehensive loss 3,122 - 3,122 Total change in accumulated other comprehensive loss 2,426 (359) 2,067 Balance as of September 30, 2017 $ (33,639) $ (12,981) $ (46,620) 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 8,315 (161) 8,154 Amounts reclassified from accumulated other comprehensive loss 6,755 1,679 8,434 Total change in accumulated other comprehensive loss 15,070 1,518 16,588 Balance as of September 30, 2018 $ (13,919) $ (9,900) $ (23,819) Balance as of December 31, 2016 $ (40,317) $ (11,950) $ (52,267) Current period change, excluding amounts reclassified from accumulated other comprehensive loss (3,087) (1,031) (4,118) Amounts reclassified from accumulated other comprehensive loss 9,765 - 9,765 Total change in accumulated other comprehensive loss 6,678 (1,031) 5,647 Balance as of September 30, 2017 $ (33,639) $ (12,981) $ (46,620) |
Reclassification Out of Accumulated Other Comprehensive Income (Loss) | Amounts reclassified out of each component of accumulated other comprehensive loss follow: Three Months Ended Nine Months Ended September 30, September 30, Accumulated Other Comprehensive Loss Component 2018 2017 2018 2017 Statement of Operations Line Item Unrealized losses on cash flow hedges: Interest rate swaps entered into by the Company's equity method Equity in income of joint venture investees $ (1,952) $ (3,122) $ (6,754) $ (9,634) affiliated companies Interest rate swaps entered into by the Company's subsidiaries 3 - 3 - Interest expense Interest rate caps entered into by the Company's subsidiaries (4) - (4) (131) Interest expense Items not yet recognized as a component of net periodic benefit cost (pension plans): Net periodic benefit costs associated with pension and postretirement benefit plans for shore-based employees - - (1,679) - Other income Total before and $ (1,953) $ (3,122) $ (8,434) $ (9,765) after tax |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue [Abstract] | |
Schedule of Disaggregated Revenue | The following table presents the Company’s revenue disaggregated by revenue source for the three and nine months ended September 30, 2018. Crude Product Tankers Carriers Other Totals Three months ended September 30, 2018: Pool revenues Asset lease component $ 9,325 $ (885) $ - $ 8,440 Technical management services component 16,919 11,362 - 28,281 Time and bareboat charter revenues Asset lease component 1,703 506 - 2,209 Technical management services component 3,723 - - 3,723 Voyage charter revenues Asset lease component 4,638 23 - 4,661 Technical management services component 1,466 - - 1,466 Lightering services component 12,146 - - 12,146 Total shipping revenues $ 49,920 $ 11,006 $ - $ 60,926 Nine months ended September 30, 2018: Pool revenues Asset lease component $ 18,406 $ 7,053 $ - $ 25,459 Technical management services component 42,634 37,743 - 80,377 Time and bareboat charter revenues Asset lease component 5,746 1,502 - 7,248 Technical management services component 13,205 - - 13,205 Voyage charter revenues Asset lease component 13,478 76 - 13,554 Technical management services component 3,803 - - 3,803 Lightering services component 26,167 - - 26,167 Total shipping revenues $ 123,439 $ 46,374 $ - $ 169,813 |
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 September 30, 2018 4,475 69,471 (434) Revenue recognized in the period from: Amounts included in contract liability at the beginning of the period $ - $ - $ 918 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Charters-Out [Member] | |
Lease [Abstract] | |
Operating Leases of Lessee Disclosure | At September 30, 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 September 30, 2018 Amount Revenue Days 2018 $ 4,451 399 2019 209 19 Future minimum revenues $ 4,660 418 |
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 September 30, 2018 Amount Operating Days 2018 $ 1,582 184 2019 6,278 730 2020 6,295 732 2021 6,278 730 2022 6,278 730 Thereafter 6,828 794 Net minimum lease payments $ 33,539 3,900 |
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 September 30, 2018 Amount Operating Days 2018 $ 6,413 694 2019 5,504 529 Net minimum lease payments $ 11,917 1,223 |
Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) | Sep. 30, 2018property |
Vessel/Fleet [Member] | |
Property, Plant and Equipment [Line Items] | |
Number of vessels in fleet | 52 |
Charter In Vessels [Member] | |
Property, Plant and Equipment [Line Items] | |
Number of vessels in fleet | 6 |
Vessels with Interest In [Member] | |
Property, Plant and Equipment [Line Items] | |
Number of vessels in fleet | 6 |
Significant Accounting Polici_3
Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands | Jan. 02, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Restricted cash and cash equivalents, noncurrent | $ 32,313 | $ 32,313 | $ 10,579 | |||
Amortization of financing costs | 1,243 | $ 652 | 2,699 | $ 4,452 | ||
Cash paid to tax authority upon vesting of stock-based compensation | 410 | 261 | ||||
Increase in cash and cash equivalent | 53,254 | (18,611) | ||||
Equity method distributions, operating activities | 14,771 | |||||
Repayments of advances from joint venture investees | 95,987 | 11,729 | ||||
Aggregate distributions from affiliates, equity method investment | 135,754 | 26,500 | ||||
Insurance claims proceeds related to vessel operations | 5,125 | 1,005 | ||||
Property, Plant and Equipment, Net, Total | 1,354,359 | 1,354,359 | $ 1,104,727 | |||
Accounting Standards Update 2017-07 [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Net actuarial gain | 135 | 115 | (1,033) | 349 | ||
Defined benefit plan, interest cost | 177 | $ 202 | 530 | 606 | ||
Accounting Standards Update 2016-15 [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Equity method distributions, operating activities | 39,767 | |||||
Insurance claims proceeds related to vessel operations | $ 5,125 | $ 1,005 | ||||
Accounts Receivable [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Concentration risk, percentage | 92.00% | 89.00% | ||||
Term Loan [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred finance costs, gross | 28,343 | $ 28,343 | $ 23,626 | |||
Revolving Credit Facility [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Deferred finance costs, gross | $ 448 | $ 448 | ||||
Minimum [Member] | Scenario, Plan [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Increase (decrease) to Property Plant and Equipment due to accounting standard change | $ 28,000 | |||||
Maximum [Member] | Scenario, Plan [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Increase (decrease) to Property Plant and Equipment due to accounting standard change | $ 35,000 |
Earnings per Common Share (Narr
Earnings per Common Share (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Dilutive awards | 0 | 0 | 0 | 0 |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Participating securities allocated a portion of income | 43,961 | 38,938 | 40,888 | 34,844 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities | 169,767 | |||
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities | 400,785 | |||
Antidilutive securities excluded from computation of earnings per share, amount | 571,221 | 426,196 | 506,223 | 367,033 |
Earnings per Common Share (Calc
Earnings per Common Share (Calculation of EPS) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings per Common Share [Abstract] | ||||
Net Loss | $ (47,786) | $ (21,816) | $ (95,898) | $ (15,368) |
Weighted average common shares outstanding: | ||||
Basic | 29,154,366 | 29,202,437 | 29,130,435 | 29,192,392 |
Diluted | 29,154,366 | 29,202,437 | 29,130,435 | 29,192,392 |
Earnings per Common Share (Reco
Earnings per Common Share (Reconciliation of Net Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings per Common Share [Abstract] | ||||
Common Stockholders | $ (47,786) | $ (21,816) | $ (95,898) | $ (15,368) |
Participating securities | ||||
Net Loss | $ (47,786) | $ (21,816) | $ (95,898) | $ (15,368) |
Business and Segment Reportin_2
Business and Segment Reporting (Reportable Segments Information) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)segment | Sep. 30, 2017USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 2 | |||
Shipping revenues | $ 60,926 | $ 59,968 | $ 169,813 | $ 220,675 |
Time charter equivalent revenues | 51,253 | 56,489 | 150,066 | 209,901 |
Depreciation and amortization | 19,317 | 20,528 | 53,745 | 58,243 |
Loss/(gain) on disposal of vessels and other property, including impairments | 17,360 | 5,406 | 17,193 | 5,406 |
Adjusted income/(loss) from vessel operations | (13,236) | (11,092) | (36,383) | 13,117 |
Equity in income of affiliated companies | 5,338 | 12,796 | 22,500 | 40,268 |
Investments in and advances to affiliated companies | 275,420 | 380,718 | 275,420 | 380,718 |
Adjusted total assets | 1,757,701 | 1,647,882 | 1,757,701 | 1,647,882 |
Expenditures for vessels and vessel improvements | 135,215 | 118,369 | ||
Payments for drydockings | 3,968 | 19,787 | ||
International Crude Tankers Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Shipping revenues | 49,920 | 38,318 | 123,439 | 146,124 |
Time charter equivalent revenues | 40,348 | 34,905 | 103,953 | 136,695 |
Depreciation and amortization | 14,848 | 14,798 | 39,961 | 41,149 |
Loss/(gain) on disposal of vessels and other property, including impairments | 17,360 | 4,565 | 23,293 | 4,565 |
Adjusted income/(loss) from vessel operations | (4,641) | (5,823) | (21,863) | 19,672 |
Equity in income of affiliated companies | 4,718 | 8,901 | 15,002 | 29,074 |
Investments in and advances to affiliated companies | 149,387 | 269,521 | 149,387 | 269,521 |
Adjusted total assets | 1,297,101 | 1,159,936 | 1,297,101 | 1,159,936 |
Expenditures for vessels and vessel improvements | 133,756 | 117,576 | ||
Payments for drydockings | 3,359 | 16,005 | ||
International Product Carriers Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Shipping revenues | 11,006 | 21,650 | 46,374 | 74,551 |
Time charter equivalent revenues | 10,905 | 21,584 | 46,113 | 73,206 |
Depreciation and amortization | 4,434 | 5,696 | 13,682 | 16,994 |
Loss/(gain) on disposal of vessels and other property, including impairments | 841 | (6,100) | 841 | |
Adjusted income/(loss) from vessel operations | (8,560) | (5,268) | (15,120) | (6,406) |
Investments in and advances to affiliated companies | 13,686 | 16,651 | 13,686 | 16,651 |
Adjusted total assets | 348,253 | 393,774 | 348,253 | 393,774 |
Expenditures for vessels and vessel improvements | 1,459 | 793 | ||
Payments for drydockings | 609 | 3,782 | ||
Other Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | 35 | 34 | 102 | 100 |
Adjusted income/(loss) from vessel operations | (35) | (1) | 600 | (149) |
Equity in income of affiliated companies | 620 | 3,895 | 7,498 | 11,194 |
Investments in and advances to affiliated companies | 112,347 | 94,546 | 112,347 | 94,546 |
Adjusted total assets | $ 112,347 | $ 94,172 | $ 112,347 | $ 94,172 |
Business and Segment Reportin_3
Business and Segment Reporting (Reconciliation of Time Charter Revenue to Shipping Revenues) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business and Segment Reporting [Abstract] | ||||
Time charter equivalent revenues | $ 51,253 | $ 56,489 | $ 150,066 | $ 209,901 |
Add: Voyage expenses | 9,673 | 3,479 | 19,747 | 10,774 |
Shipping revenues | $ 60,926 | $ 59,968 | $ 169,813 | $ 220,675 |
Business and Segment Reportin_4
Business and Segment Reporting (Reconciliation of Income from Vessel Operations to Profit (Loss) Before Reorganization) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business and Segment Reporting [Abstract] | ||||
Total adjusted income from vessel operations of all segments | $ (13,236) | $ (11,092) | $ (36,383) | $ 13,117 |
General and administrative expenses | (5,434) | (6,516) | (17,527) | (17,886) |
Third-party debt modification fees | 9 | (1,191) | (1,293) | (9,130) |
Separation and transition costs | 543 | (488) | ||
Loss on disposal of vessels and other property, net of impairments | (17,360) | (5,406) | (17,193) | (5,406) |
Loss from vessel operations | (36,021) | (23,662) | (72,396) | (19,793) |
Equity in income of affiliated companies | 5,338 | 12,796 | 22,500 | 40,268 |
Other income | 220 | 305 | (3,964) | (6,135) |
Interest expense | (17,320) | (11,232) | (42,027) | (29,677) |
Loss before income taxes | $ (47,783) | $ (21,793) | $ (95,887) | $ (15,337) |
Business and Segment Reportin_5
Business and Segment Reporting (Reconcilation of Assets of Segments to Consolidated Amounts) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 |
Business and Segment Reporting [Abstract] | |||
Adjusted total assets | $ 1,757,701 | $ 1,647,882 | |
Cash and cash equivalents | 91,547 | $ 60,027 | 73,390 |
Restricted cash | 32,313 | 10,579 | |
Other unallocated amounts | 5,145 | 3,053 | |
Consolidated total assets | $ 1,886,706 | $ 1,664,484 | $ 1,724,325 |
Vessels (Narrative) (Details)
Vessels (Narrative) (Details) - USD ($) $ in Thousands | Oct. 19, 2018 | Jun. 14, 2018 | Jun. 14, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 |
Property, Plant and Equipment [Line Items] | |||||||
Payments to acquire equipment | $ 135,215 | $ 118,369 | |||||
Impairment of long-lived assets held-for-use | 17,367 | 7,346 | |||||
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | 174 | $ 1,940 | |||||
Long Lived Assets Held-for-sale, Impairment Charge | $ 16,419 | ||||||
Payable associated with acquisition of assets | 20,935 | 20,935 | |||||
Vessel/Fleet [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | $ 170 | ||||||
One Paramax Vessel [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Impairment of long-lived assets held-for-use | $ 948 | ||||||
Aframax Vessel [Member] | Subsequent Event [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Gain (Loss) on Disposition of Property Plant Equipment, Excluding Oil and Gas Property and Timber Property | $ (550) | ||||||
Very Large Crude Carrier [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Long Lived Assets Held-for-sale, Impairment Charge | 14,226 | ||||||
Very Large Crude Carrier Cost to Sell [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Long Lived Assets Held-for-sale, Impairment Charge | 361 | ||||||
Very Large Crude Carrier Operational Costs [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Long Lived Assets Held-for-sale, Impairment Charge | $ 1,832 | ||||||
6 Very Large Crude Carriers [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Payments to acquire equipment | $ 120,025 | $ 120,025 | |||||
Purchase agreement, purchase amount | $ 434,000 | $ 434,000 |
Equity Method Investments (Narr
Equity Method Investments (Narrative) (Details) $ in Thousands | Apr. 26, 2018USD ($) | Mar. 29, 2018USD ($) | Sep. 30, 2018USD ($)item | Dec. 31, 2017USD ($) |
Schedule of Equity Method Investments [Line Items] | ||||
Accumulated other comprehensive gain (loss) | $ (23,819) | $ (40,407) | ||
Investments in and advances to affiliated companies | 275,420 | 378,894 | ||
Current installments of long-term debt | $ 57,680 | 24,063 | ||
Number of joint ventures | item | 3 | |||
FSO Term Loan [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Long term debt carrying amount | $ 98,746 | |||
Interest Rate Swap [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Accumulated other comprehensive gain (loss) | 194 | |||
Interest Rate Swap [Member] | FSO Revolver [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Derivative, notional amount | 197,493 | |||
Other Equity Method Investments [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Investments in and advances to affiliated companies | 21,061 | |||
LNG Joint Venture [Member] | Liquid Natural Gas Carrier Vessel [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Investments in and advances to affiliated companies | $ 112,347 | |||
FSO Joint Venture [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Long term debt carrying amount | $ 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 | |||
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 | |||
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 | |||
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 | |||
Proceeds from long-term lines of credit | $ 110,000 | |||
Debt instrument, description of variable rate basis | based on 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] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Derivative, fair value, asset (liability) | $ 388 | |||
FSO Joint Venture [Member] | Interest Rate Swap [Member] | Secured Debt [Member] | Medium-term Notes [Member] | FSO Term Loan [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Derivative, fixed interest rate | 4.858% | |||
FSO Joint Venture [Member] | FSO Asia and FSO Africa [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Investments in and advances to affiliated companies | $ 142,012 | |||
LNG Joint Venture, TI Africa and TI Asia Limited [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 50.00% | |||
Equity Method Investee [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Guarantor obligations, maximum exposure, undiscounted | $ 98,746 | |||
Guarantor obligations, current carrying value | $ 806 |
Equity Method Investments (Resu
Equity Method Investments (Results of Operations of Equity Method Investments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Equity Method Investments [Abstract] | ||||
Shipping revenues | $ 50,105 | $ 58,465 | $ 156,427 | $ 181,125 |
Ship operating expenses | (28,407) | (25,854) | (82,738) | (78,455) |
Income from vessel operations | 21,698 | 32,611 | 73,689 | 102,670 |
Other income | 424 | 704 | 1,125 | 3,156 |
Interest expense | (11,095) | (8,697) | (29,862) | (28,122) |
Income tax provision | (837) | (2,665) | ||
Net income | $ 10,190 | $ 24,618 | $ 42,287 | $ 77,704 |
Variable Interest Entities ("_3
Variable Interest Entities ("VIEs") (Narrative) (Details) $ in Thousands | Sep. 30, 2018USD ($)item | Dec. 31, 2017USD ($) |
Variable Interest Entity [Line Items] | ||
Number of commercial pools | 6 | |
Number of joint ventures | 3 | |
Accounts receivable, net, current | $ | $ 73,946 | $ 58,187 |
Variable Interest Entity, Not Primary Beneficiary [Member] | ||
Variable Interest Entity [Line Items] | ||
Number of commercial pools | 1 | |
Number of joint ventures | 2 | |
Accounts receivable, net, current | $ | $ 15,984 |
Variable Interest Entities ("_4
Variable Interest Entities ("VIEs") (Balance Sheet Carrying Amounts Related to VIEs) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Sep. 30, 2017 |
Variable Interest Entity [Line Items] | ||
Investments in Affiliated Companies | $ 275,420 | $ 380,718 |
Variable Interest Entity, Not Primary Beneficiary [Member] | ||
Variable Interest Entity [Line Items] | ||
Investments in Affiliated Companies | $ 145,683 |
Variable Interest Entities ("_5
Variable Interest Entities ("VIEs") (Comparison of Liability to Maximum Exposure to Loss) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Variable Interest Entity [Line Items] | ||
Other Liabilities | $ 3,822 | $ 2,721 |
Variable Interest Entity, Not Primary Beneficiary [Member] | ||
Variable Interest Entity [Line Items] | ||
Other Liabilities | 806 | |
Maximum Exposure to Loss | $ 244,429 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Narrative) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Interest Rate Cap [Member] | |
Fair Value Of Financial Instruments Derivatives And Fair Value Disclosures [Line Items] | |
Derivative, notional amount | $ 350,000 |
Derivative, cap interest rate | 2.605% |
Derivative, maturity date | Dec. 31, 2020 |
Sinosure Credit Facility [Member] | Interest Rate Swap [Member] | |
Fair Value Of Financial Instruments Derivatives And Fair Value Disclosures [Line Items] | |
Derivative, notional amount | $ 299,179 |
Derivative, fixed interest rate | 2.99% |
Derivative, maturity date | Mar. 21, 2022 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Fair Value of Financial Instruments Other Than Derivatives) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 13, 2018 | May 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Cash and cash equivalents including restricted cash | $ 123,860 | $ 70,606 | $ 73,390 | $ 92,001 | ||
Restricted cash and cash equivalents, noncurrent | 32,313 | 10,579 | ||||
Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Cash and cash equivalents including restricted cash | 123,860 | 70,606 | ||||
Fair Value, Inputs, Level 1 [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Cash and cash equivalents including restricted cash | 123,860 | 70,606 | ||||
Sinosure Credit Facility [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | (299,179) | |||||
Sinosure Credit Facility [Member] | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | (299,179) | |||||
Term Loan [Member] | INSW Facilities [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | (479,604) | (550,689) | ||||
Term Loan [Member] | INSW Facilities [Member] | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | (479,604) | (550,689) | ||||
Term Loan [Member] | ABN Term Loan Facility [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | (27,593) | |||||
Term Loan [Member] | ABN Term Loan Facility [Member] | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | $ (27,593) | |||||
Revolver Facility [Member] | INSW Facilities [Member] | Estimate of Fair Value Measurement [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] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | $ (30,227) | |||||
Senior Notes [Member] | 8.5% Senior Notes [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 8.50% | 8.50% | ||||
Senior Notes [Member] | 8.5% Senior Notes [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | $ (24,800) | |||||
Senior Notes [Member] | 8.5% Senior Notes [Member] | Fair Value, Inputs, Level 1 [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | $ (24,800) | |||||
Subordinated Debt [Member] | 10.75% Subordinated Notes [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 10.75% | 10.75% | ||||
Subordinated Debt [Member] | 10.75% Subordinated Notes [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | $ (27,931) | |||||
Subordinated Debt [Member] | 10.75% Subordinated Notes [Member] | Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Loans Payable, Fair Value Disclosure | $ (27,931) |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Derivative Asset | $ 3,733 | $ 902 |
Derivative liability | (770) | |
Interest Rate Cap [Member] | Other Noncurrent Assets [Member] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | 2,278 | 886 |
Interest Rate Cap [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | 619 | $ 16 |
Interest Rate Swap [Member] | Other Noncurrent Assets [Member] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | 836 | |
Interest Rate Swap [Member] | Accounts Payable and Accrued Liabilities [Member] | ||
Derivative Instruments in Hedges, Liabilities, at Fair Value | $ (770) |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Effect of Cash Flow Hedging Relationships) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Unrealized gain (loss) on derivative instruments | $ 2,548 | $ (696) | $ 8,315 | $ (3,087) |
Interest Rate Cap [Member] | ||||
Unrealized gain (loss) on derivative instruments | 450 | 1,996 | ||
Interest Rate Swap [Member] | ||||
Unrealized gain (loss) on derivative instruments | $ 2,098 | $ (696) | $ 6,319 | $ (3,087) |
Fair Value of Financial Instr_7
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] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | |
Effective portion of gain/(loss) reclassified from accumulated other comprehensive loss | $ (1) | $ (1) | $ (131) |
Interest Rate Cap [Member] | |||
Effective portion of gain/(loss) reclassified from accumulated other comprehensive loss | (4) | (4) | $ (131) |
Interest Rate Swap [Member] | |||
Effective portion of gain/(loss) reclassified from accumulated other comprehensive loss | $ 3 | $ 3 |
Fair Value of Financial Instr_8
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Fair Values of Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Derivative asset | $ 619 | $ 16 |
Derivative liability | (770) | |
Interest Rate Cap [Member] | Fair Value, Measurements, Recurring [Member] | ||
Derivative asset | 3,733 | 902 |
Interest Rate Cap [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Derivative asset | 3,733 | $ 902 |
Interest Rate Swap [Member] | ||
Derivative liability | (770) | |
Interest Rate Swap [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Derivative liability | $ (770) |
Fair Value of Financial Instr_9
Fair Value of Financial Instruments, Derivatives and Fair Value Disclosures (Fair Values of Assets and Liabilities Measured on Nonrecurring Basis) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of held for sale asset | $ (16,419) | ||
Fair Value, Measurements, Nonrecurring [Member] | International Crude Tankers Segment [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Property, plant and equipment, fair value | 7,025 | $ 7,025 | |
Assets, held for sale, fair value discolusre | 17,665 | 17,665 | |
Vessels held for use, Impairment Charges | (948) | ||
Impairment of held for sale asset | (16,419) | ||
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Nonrecurring [Member] | International Crude Tankers Segment [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Property, plant and equipment, fair value | 7,025 | 7,025 | |
Assets, held for sale, fair value discolusre | 17,665 | $ 17,665 | |
Very Large Crude Carrier [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of held for sale asset | (14,226) | ||
Very Large Crude Carrier Cost to Sell [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of held for sale asset | (361) | ||
Very Large Crude Carrier Operational Costs [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of held for sale asset | $ (1,832) | ||
Panamaxes [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Property, plant and equipment, fair value | $ 7,025 | ||
Vessels held for use, Impairment Charges | $ (948) |
Debt (2017 Debt Facilities) (Na
Debt (2017 Debt Facilities) (Narrative) (Details) - USD ($) | Mar. 21, 2018 | Jun. 22, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 13, 2018 |
Debt Instrument [Line Items] | |||||
Payments on debt | $ (52,596,000) | $ (51,546,000) | |||
Repayments of unsecured debt | 62,069,000 | $ 458,416,000 | |||
FSO Joint Venture [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument amount of dividend allowed | $ 110,000,000 | ||||
2017 Debt Facilities [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 covenant on collateral fair market value | $ 300,000,000 | ||||
Debt instrument covenant percentage benchmark against certain fair market values | 65.00% | ||||
Debt Instrument Covenant Fair Market Value Of Collateral Percentage | 46.00% | ||||
Repayments of unsecured debt | $ 60,000,000 | ||||
Debt instrument premium percentage of prepaid amount | 1.00% | ||||
Debt instrument percentage fee to debt facilities holders | 1.00% | ||||
2017 Debt Facilities [Member] | (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 6.00% | 5.50% | |||
2017 Debt Facilities [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 5.00% | 4.50% | |||
2017 Debt Facilities [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | ||||
Line of credit facility, expiration date | Dec. 22, 2021 | ||||
Payments on debt | $ (30,000,000) | ||||
Term Loan [Member] | 2017 Debt Facilities [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 | 75.00% | ||||
Debt instrument, covenant related to base Available Amount | $ 12,500,000 |
Debt (Sinosure Credit Facility)
Debt (Sinosure Credit Facility) (Details) $ in Thousands | Jun. 14, 2018USD ($) | Jun. 14, 2018USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Payments to acquire equipment | $ 135,215 | $ 118,369 | ||||
Debt instrument covenant percentage of total indebtedness | 5.00% | |||||
6 Very Large Crude Carriers [Member] | ||||||
Unrecorded Unconditional Purchase Obligation | $ 434,000 | $ 434,000 | ||||
Payments to acquire equipment | 120,025 | 120,025 | ||||
Sinosure Credit Facility [Member] | ||||||
Long-term debt | $ 310,968 | $ 310,968 | $ 296,410 | |||
Debt instrument, basis spread on variable rate | 2.00% | |||||
Debt instrument, maturity date, description | Each of the loans under the Sinosure Credit Facility will mature 144 months after its initial utilization date. | |||||
Debt instrument covenant minimum security coverage percentage of aggregate loan principal | 135.00% | |||||
Debt instrument maximum consolidated leverage ratio | 0.006% | |||||
Debt instrument minimum consolidated liquidity unrestricted consolidated cash and cash equivalents | $ 25,000 | |||||
Debt instrument minimum consolidated liquidity total consolidated cash and cash equivalents | 50,000 | |||||
Debt instrument property aggregate covenant | 9,000 | |||||
Debt instrument per piece of property covenant | $ 1,500 | |||||
Debt instrument, covenant compliance | As of September 30, 2018, the Company was in compliance with all such covenants that were in effect on such date. | |||||
Debt instrument quarterly amortization payment percentage | 1.66% | |||||
Sinosure Credit Facility [Member] | Scenario, Plan [Member] | ||||||
Debt instrument interest expense coverage ratio | 2.50 | 2.25 | ||||
Sinosure Credit Facility [Member] | Seaways Holding Company [Member] | ||||||
Debt instrument interest expense coverage ratio | 2 |
Debt (ABN Term Loan Facility) (
Debt (ABN Term Loan Facility) (Details) - USD ($) | Jun. 13, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 07, 2018 |
Proceeds from issuance of long-term debt | $ 70,266,000 | $ 584,963,000 | ||
Term Loan [Member] | ABN Term Loan Facility [Member] | ||||
Debt instrument covenant percentage of fair market price of secured property | 55.00% | |||
Proceeds from issuance of long-term debt | $ 28,463,000 | |||
Debt instrument, frequency of periodic payment | 19 quarterly installments | |||
Debt instrument, periodic payment | $ 869,000 | |||
Debt instrument covenant percentage of fair market value of secured property minimum to outstanding principal | 150.00% | |||
Debt instrument, covenant compliance | The Company was in compliance with these covenants as of September 30, 2018. | |||
Debt instrument threshold for loan agreement to be amended | $ 50,000,000 | |||
Term Loan [Member] | ABN Term Loan Facility [Member] | (LIBOR) [Member] | ||||
Debt instrument, basis spread on variable rate | 3.25% | |||
Term Loan [Member] | ABN Term Loan Facility [Member] | Seaways Shipping Corporation [Member] | ||||
Debt instrument covenant debt service reserve account minimum | $ 2,500,000 | |||
Debt instrument covenant dry dock reserve account maximum | 2,100,000 | |||
Debt instrument per piece of property covenant | $ 825,000 | |||
Maximum [Member] | Term Loan [Member] | ABN Term Loan Facility [Member] | ||||
Debt instrument, face amount | $ 29,150,000 |
Debt (Senior and Subordinated N
Debt (Senior and Subordinated Notes) (Details) - USD ($) | Sep. 17, 2018 | Jun. 13, 2018 | May 31, 2018 | Sep. 30, 2018 |
Senior Notes [Member] | 8.5% Senior Notes [Member] | ||||
Debt instrument, face amount | $ 25,000,000 | |||
Debt instrument, interest rate, stated percentage | 8.50% | 8.50% | ||
Debt instrument, maturity date, description | notes due 2023 | |||
Proceeds from issuance of senior long-term debt | $ 23,375,000 | |||
Debt instrument, redemption price, percentage | 100.00% | |||
Debt instrument covenant limitation on total borrowings percentage of total assets | 70.00% | |||
Debt instrument covenant net worth | $ 600,000,000 | |||
Debt instrument, covenant compliance | The Company was in compliance with financial covenants under the 8.5% Senior Notes as of September 30, 2018. | |||
Debt instrument, maturity date | Jun. 30, 2023 | |||
Subordinated Debt [Member] | 10.75% Subordinated Notes [Member] | ||||
Debt instrument, face amount | $ 30,000,000 | |||
Debt instrument, interest rate, stated percentage | 10.75% | 10.75% | ||
Proceeds from issuance of subordinated long-term debt | $ 28,000,000 | |||
Debt instrument, interest rate, effective percentage | 10.75% | |||
Debt instrument, redemption price, percentage | 100.00% | |||
Debt instrument, covenant compliance | The Company was in compliance with the covenants under the Subordinated Notes Indenture as of September 30, 2018. | |||
Debt instrument, maturity date | Jun. 15, 2023 | |||
Repayments of subordinated debt | $ 2,069,000 | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 100.00% | |||
Scenario, Plan [Member] | Senior Notes [Member] | 8.5% Senior Notes [Member] | ||||
Debt instrument, redemption price, percentage | 101.00% | |||
Scenario, Plan [Member] | Subordinated Debt [Member] | 10.75% Subordinated Notes [Member] | ||||
Debt instrument, interest rate, effective percentage | 13.00% |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt Instruments) (Details) - USD ($) $ in Thousands | Jun. 22, 2017 | Sep. 30, 2018 | Jun. 14, 2018 | Jun. 13, 2018 | May 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||||
Less current portion | $ (57,680) | $ (24,063) | ||||
Long-term portion | 770,305 | 528,874 | ||||
2017 Debt Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Less current portion | (57,680) | (24,063) | ||||
Unamortized discount and deferred finance costs | 21,422 | 23,074 | ||||
ABN Term Loan Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Unamortized discount and deferred finance costs | 908 | |||||
Sinosure Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 296,410 | $ 310,968 | ||||
Unamortized discount and deferred finance costs | 2,769 | |||||
Term Loan [Member] | 2017 Debt Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 455,203 | 523,489 | ||||
Debt instrument, maturity date | Jun. 22, 2022 | |||||
Term Loan [Member] | ABN Term Loan Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 26,686 | |||||
Revolver Facility [Member] | 2017 Debt Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 29,448 | |||||
Unamortized discount and deferred finance costs | 552 | |||||
Senior Notes [Member] | 8.5% Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 23,459 | |||||
Unamortized discount and deferred finance costs | $ 1,541 | |||||
Debt instrument, interest rate, stated percentage | 8.50% | 8.50% | ||||
Debt instrument, maturity date | Jun. 30, 2023 | |||||
Subordinated Debt [Member] | 10.75% Subordinated Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 26,227 | |||||
Unamortized discount and deferred finance costs | $ 1,703 | |||||
Debt instrument, interest rate, stated percentage | 10.75% | 10.75% | ||||
Debt instrument, maturity date | Jun. 15, 2023 | |||||
Revolving Credit Facility [Member] | 2017 Debt Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 827,985 | $ 552,937 |
Debt (Debt Modification, Repurc
Debt (Debt Modification, Repurchases and Extinguishment) (Narrative) (Details) - USD ($) | Mar. 21, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Jun. 22, 2017 |
Debt Instrument [Line Items] | |||||||
Payments on debt | $ (52,596,000) | $ (51,546,000) | |||||
Proceeds from issuance of long-term debt | 70,266,000 | 584,963,000 | |||||
Debt related commitment fees and debt issuance costs | $ 14,524,000 | 14,524,000 | |||||
Third-party debt modification fees | (9,000) | $ 1,191,000 | 1,293,000 | 9,130,000 | |||
International Seaways Exit Facilities and 2017 Debt Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest Expense | 16,974,000 | 10,935,000 | 41,131,000 | 28,651,000 | |||
2017 Debt Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt related commitment fees and debt issuance costs | 2,191,000 | 24,197,000 | |||||
Gains (losses) on restructuring of debt | 127,000 | 2,400,000 | |||||
2017 Second Amendment Debt Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Payments of debt issuance costs | 7,013,000 | ||||||
2017 Second Amendment Debt Facilities Deemed Extinguishment Of Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Payments of debt issuance costs | 4,489,000 | ||||||
2017 Second Amendment Debt Facilities Remaining [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Payments of debt issuance costs | 2,524,000 | ||||||
2017 Second Amendment Debt Facilities Third Party Fees [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Payments of debt issuance costs | 1,229,000 | ||||||
2017 Second Amendment Debt Facilities Lender Fees [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Payments of debt issuance costs | 1,295,000 | ||||||
INSW Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest Expense | 14,347,000 | $ 10,165,000 | 37,938,000 | 26,897,000 | |||
Payments of debt issuance costs | 15,067,000 | ||||||
Gains (losses) on restructuring of debt | $ 7,020,000 | ||||||
ABN Term Loan Facility and Sinosure Credit Facility and Eight Point Five Senior Notes and Ten Point Seven Five Subordinated Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Deferred finance costs, gross | 7,511,000 | 7,511,000 | |||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Deferred finance costs, gross | 448,000 | 448,000 | |||||
Revolving Credit Facility [Member] | 2017 Debt Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Payments on debt | $ (30,000,000) | ||||||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | ||||||
Term Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Deferred finance costs, gross | 28,343,000 | 28,343,000 | $ 23,626,000 | ||||
Term Loan [Member] | 2017 Debt Facilities [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 550,000,000 | ||||||
Debt instrument, covenant related to base Available Amount | $ 12,500,000 | $ 12,500,000 |
Taxes (Narrative) (Details)
Taxes (Narrative) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Taxes [Abstract] | ||
Income tax examination, interest accrued | $ 2 | $ 51 |
Reserve for uncertain tax positions | $ 33 | $ 153 |
Related Parties (Narrative) (De
Related Parties (Narrative) (Details) - USD ($) $ in Thousands | Mar. 29, 2017 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2019 | Dec. 31, 2017 |
Non-cash expense relating to stock compensation benefits | $ 2,203 | $ 2,733 | ||||
Cash distributions from affiliated companies | 39,767 | 14,771 | ||||
Equity Method Investee [Member] | ||||||
Guarantor obligations, maximum exposure, undiscounted | 98,746 | |||||
Guarantor obligations, current carrying value | 806 | |||||
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 | $ 2 | 63 | ||||
Related party incurred fees | $ 0 | $ 731 | ||||
Corporate Joint Venture [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 |
Capital Stock and Stock Compe_2
Capital Stock and Stock Compensation (Narrative) (Details) - USD ($) | Feb. 14, 2017 | Apr. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 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 | $ 3,177,000 | |||||
Non-cash expense relating to stock compensation benefits | $ 2,203,000 | $ 2,733,000 | |||||
Restricted Stock [Member] | Directors [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted | 46,431 | ||||||
Weighted average grant date fair value per share | $ 18.74 | ||||||
Time Based Restricted Stock [Member] | Senior Officers [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted | 55,536 | ||||||
Weighted average grant date fair value per share | $ 17.46 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | Each RSU represents a contingent right to receive one share of INSW common stock upon vesting. Each award of RSUs will vest in equal installments on each of the first three anniversaries of the grant date. | ||||||
Performance Shares [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Non-cash expense relating to stock compensation benefits | $ 0 | ||||||
Performance Shares [Member] | Senior Officers [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted | 55,534 | ||||||
Weighted average grant date fair value per share | $ 17.46 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | Each performance stock unit represents a contingent right to receive RSUs based upon the covered employees being continuously employed through the end of the period over which the performance goals are measured and shall vest as follows: (i) one-half of the target RSUs shall vest on December 31, 2020, subject to INSW's return on invested capital ("ROIC") performance in the three-year ROIC performance period relative to a target rate (the "ROIC Target") set forth in the award agreements; and (ii) one-half of the target RSUs shall vest on December 31, 2020, subject to INSW's three-year total shareholder return ("TSR") performance relative to that of a performance peer group over a three-year performance period ("TSR Target"). Vesting is subject in each case to the Human Resources and Compensation Committee of the Company's Board of Directors' certification of achievement of the performance measures and targets no later than March 15, 2021. As of September 30, 2018, INSW management believes the ROIC Target performance condition is not probable of being achieved. | ||||||
Non-cash expense relating to stock compensation benefits | $ 0 | ||||||
Performance Shares [Member] | Executive Officer [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average grant date fair value per share | $ 17.46 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | Each performance stock unit represents a contingent right to receive RSUs based upon certain performance related goals being met and the covered employees being continuously employed through the end of the period over which the performance goals are measured. These performance awards shall vest on December 31, 2018, subject to INSW's ROIC performance for the year ended December 31, 2018 relative to a target rate (the "2018 ROIC Target") set forth in the award agreement. Vesting is subject to INSW's Human Resources and Compensation Committee's certification of achievement of the performance measure and target no later than March 31, 2019. | ||||||
Performance Shares [Member] | Executive Officer [Member] | February 14 2017 [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted | 11,882 | ||||||
TSR [Member] | Senior Officers [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average grant date fair value per share | $ 18.87 | ||||||
Stock Compensation Plan [Member] | Senior Officers [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted, options | 124,955 | ||||||
Grants, options, per share | $ 7.76 | ||||||
Share Price | $ 17.46 | $ 17.46 | |||||
Fair value assumptions, method used | Black-Scholes option pricing model | ||||||
Fair value assumptions, risk free interest rate | 2.67% | ||||||
Fair value assumptions, expected dividend rate | 0.00% | ||||||
Fair value assumptions, expected volatility factor | 0.42% | ||||||
Fair value assumptions, expected life | 6 years | ||||||
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 | 589 | 969 | 23,013 | 13,961 | |||
Shares paid for tax withholding for share based compensation, per share amount | $ 21.48 | $ 19.69 | $ 17.81 | $ 18.66 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Narrative) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Accumulated Other Comprehensive Loss [Abstract] | |
Derivative instruments, gain (loss) reclassification from accumulated oci to income, estimated net amount to be transferred | $ 6,095 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss (Components of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Accumulated Other Comprehensive Loss [Abstract] | ||
Unrealized losses on derivative instruments | $ (13,919) | $ (28,989) |
Items not yet recognized as a component of net periodic benefit cost (pension plans) | (9,900) | (11,418) |
Accumulated other comprehensive loss | $ (23,819) | $ (40,407) |
Accumulated Other Comprehensi_5
Accumulated Other Comprehensive Loss (Changes in Components of AOCI, Net of Related Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Balance, beginning | $ 1,085,654 | $ 1,179,512 | ||
Other Comprehensive Income, net of tax | $ 4,628 | $ 2,067 | 16,588 | 5,647 |
Balance, ending | 1,008,048 | 1,169,086 | 1,008,048 | 1,169,086 |
Accumulated Other Comprehensive Loss [Member] | ||||
Balance, beginning | (28,447) | (48,687) | (40,407) | (52,267) |
Current period change, excluding amounts reclassified from accumulated other comprehensive loss | 2,675 | (1,055) | 8,154 | (4,118) |
Amounts reclassified from accumulated other comprehensive loss | 1,953 | 3,122 | 8,434 | 9,765 |
Other Comprehensive Income, net of tax | 4,628 | 2,067 | 16,588 | 5,647 |
Balance, ending | (23,819) | (46,620) | (23,819) | (46,620) |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||||
Balance, beginning | (18,420) | (36,065) | (28,989) | (40,317) |
Current period change, excluding amounts reclassified from accumulated other comprehensive loss | 2,548 | (696) | 8,315 | (3,087) |
Amounts reclassified from accumulated other comprehensive loss | 1,953 | 3,122 | 6,755 | 9,765 |
Other Comprehensive Income, net of tax | 4,501 | 2,426 | 15,070 | 6,678 |
Balance, ending | (13,919) | (33,639) | (13,919) | (33,639) |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Balance, beginning | (10,027) | (12,622) | (11,418) | (11,950) |
Current period change, excluding amounts reclassified from accumulated other comprehensive loss | 127 | (359) | (161) | (1,031) |
Amounts reclassified from accumulated other comprehensive loss | 1,679 | |||
Other Comprehensive Income, net of tax | 127 | (359) | 1,518 | (1,031) |
Balance, ending | $ (9,900) | $ (12,981) | $ (9,900) | $ (12,981) |
Accumulated Other Comprehensi_6
Accumulated Other Comprehensive Loss (Amounts Reclassified out of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Unrealized losses on available-for-sale securities: | ||||
Interest expense | $ 17,320 | $ 11,232 | $ 42,027 | $ 29,677 |
Other income/(expense) | 220 | 305 | (3,964) | (6,135) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Unrealized losses on available-for-sale securities: | ||||
Total reclassified out of AOCL, before tax | (1,953) | (3,122) | (8,434) | (9,765) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Unrealized losses on available-for-sale securities: | ||||
Other income/(expense) | (1,679) | |||
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 | (1,952) | $ (3,122) | (6,754) | (9,634) |
Interest expense | 3 | 3 | ||
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 | $ (4) | $ (4) | $ (131) |
Revenue (Narrative) (Details)
Revenue (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues, Total | $ 60,926,000 | $ 59,968,000 | $ 169,813,000 | $ 220,675,000 |
Contract with Customer, Liability, Cumulative Catch-up Adjustment to Revenue, Modification of Contract | 0 | |||
Capitalized contract cost, gross | 0 | 0 | ||
Insured event, gain (loss) | 2,188,000 | |||
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 | $ 170,000 | $ 2,673,000 |
Revenue (Schedule of Disaggrega
Revenue (Schedule of Disaggregated Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | $ 60,926 | $ 169,813 |
Asset Lease Component [Member] | Pooled Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 8,440 | 25,459 |
Asset Lease Component [Member] | Time and Bareboat Charter Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 2,209 | 7,248 |
Asset Lease Component [Member] | Voyage Charter [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 4,661 | 13,554 |
Technical Management Services Component [Member] | Pooled Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 28,281 | 80,377 |
Technical Management Services Component [Member] | Time and Bareboat Charter Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 3,723 | 13,205 |
Technical Management Services Component [Member] | Voyage Charter [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 1,466 | 3,803 |
Lightering Services Component [Member] | Voyage Charter [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 12,146 | 26,167 |
International Crude Tankers Segment [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 49,920 | 123,439 |
International Crude Tankers Segment [Member] | Asset Lease Component [Member] | Pooled Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 9,325 | 18,406 |
International Crude Tankers Segment [Member] | Asset Lease Component [Member] | Time and Bareboat Charter Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 1,703 | 5,746 |
International Crude Tankers Segment [Member] | Asset Lease Component [Member] | Voyage Charter [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 4,638 | 13,478 |
International Crude Tankers Segment [Member] | Technical Management Services Component [Member] | Pooled Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 16,919 | 42,634 |
International Crude Tankers Segment [Member] | Technical Management Services Component [Member] | Time and Bareboat Charter Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 3,723 | 13,205 |
International Crude Tankers Segment [Member] | Technical Management Services Component [Member] | Voyage Charter [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 1,466 | 3,803 |
International Crude Tankers Segment [Member] | Lightering Services Component [Member] | Voyage Charter [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 12,146 | 26,167 |
International Product Carriers Segment [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 11,006 | 46,374 |
International Product Carriers Segment [Member] | Asset Lease Component [Member] | Pooled Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | (885) | 7,053 |
International Product Carriers Segment [Member] | Asset Lease Component [Member] | Time and Bareboat Charter Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 506 | 1,502 |
International Product Carriers Segment [Member] | Asset Lease Component [Member] | Voyage Charter [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | 23 | 76 |
International Product Carriers Segment [Member] | Technical Management Services Component [Member] | Pooled Services [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total shipping revenues | $ 11,362 | $ 37,743 |
Revenue (Schedule of Contract R
Revenue (Schedule of Contract Related Receivables, Assets and Liabilities with Customers) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Revenue [Abstract] | ||
Voyage receivables - receivables | $ 4,475 | $ 3,486 |
Contract asset (voyage receivables unbilled receivables) | 69,471 | 54,701 |
Contract liability (deferred revenues) | (434) | $ (1,775) |
Amounts included in contract liability at the beginning of the period | $ 918 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) | Sep. 30, 2018property |
Charter-In [Member] | MR Vessel [Member] | |
Leases [Line Items] | |
Commitments to charter in vessels, Number of Units | 4 |
Time Charters-In [Member] | Aframaxes [Member] | |
Leases [Line Items] | |
Commitments to charter in vessels, Number of Units | 2 |
Leases (Bareboat and Time Chart
Leases (Bareboat and Time Charters-In) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Bareboat Charters-In [Member] | |
Leases [Line Items] | |
2,018 | $ 1,582 |
2,019 | 6,278 |
2,020 | 6,295 |
2,021 | 6,278 |
2,022 | 6,278 |
Thereafter | 6,828 |
Net minimum lease payments | $ 33,539 |
2018, operating days | 184 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 | 3900 days |
Time Charters-In [Member] | |
Leases [Line Items] | |
2,018 | $ 6,413 |
2,019 | 5,504 |
Net minimum lease payments | $ 11,917 |
2018, operating days | 694 days |
2019, operating days | 529 days |
Operating days, total | 1223 days |
Leases (Future Minimum Revenues
Leases (Future Minimum Revenues on Charters-Out) (Details) - Charters-Out [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
2,018 | $ 4,451 |
2,019 | 209 |
Future minimum revenues | $ 4,660 |
2018, revenue days | 399 days |
2019, revenue days | 19 days |
Revenue Days | 418 days |
Contingencies (Narrative) (Deta
Contingencies (Narrative) (Details) £ in Thousands, $ in Thousands | 1 Months Ended | ||||
Oct. 31, 2018GBP (£) | Oct. 31, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018GBP (£) | Sep. 30, 2018USD ($) | |
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 | £ 172 | $ 224 | |||
Merchant Navy Ratings Pension Fund [Member] | Subsequent Event [Member] | |||||
Loss Contingencies [Line Items] | |||||
Defined benefit plan, contributions by employer | £ 123 | $ 163 |