International Seaways Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Other Events
UNITED STATES
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SECURITIES EXCHANGE ACT OF 1934
October 10, 2025 (
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| Title of each class | Symbol | Name of each exchange on which registered |
| N/A |
| Section 1 | Registrant’s Business and Operations. |
| Item 1.01 | Entry Into a Material Definitive Agreement. |
On October 7, 2025, International Seaways, Inc. (the “Company”) and certain of its subsidiaries, including International Seaways Operating Corporation (the “Borrower”), entered into an amendment (each, an “Amendment” and collectively, the “Amendments”) to each of (1) that certain credit agreement dated as of May 22, 2022 (as amended by the First Amendment to the Credit Agreement, dated as of March 10, 2023, the Second Amendment to the Credit Agreement, dated as of April 26, 2024, and as further amended and/or restated, the “$500 Million RCF”) among the Company, International Seaways Operating Corporation (the “Borrower”), the subsidiary guarantors thereunder, Nordea Bank Abp, New York Branch (as administrative agent, collateral agent, security trustee and a lender) and the other lenders thereunder and (2) that certain $160 million revolving credit agreement dated as of September 27, 2023 (the “$160 Million RCF” and together with the $500 Million RCF, the “Credit Facilities”) among the Company, the Borrower, the subsidiary guarantors thereunder, Nordea Bank Abp, New York Branch (as administrative agent, collateral agent, security trustee and a lender) and the other lenders thereunder.
Pursuant to the Amendments, the Borrower and certain of subsidiary guarantors originally formed in the Republic of the Marshall Islands or the Republic of Liberia, as applicable, under each of the Credit Facilities will be permitted to redomicile to Bermuda. The contemplated redomiciliations are expected to take place during the fourth quarter of 2025. There were no other material changes to the terms of the Credit Facilities.
| Section 8 | Other Events |
| Item 8.01 | Other Events. |
As disclosed in Item 1.01 above, on October 7, 2025, the Company, the Borrower and the subsidiary guarantors under the Credit Facilities entered into Amendments to the Credit Facilities permitting the redomiciliation of the Borrower and the subsidiary guarantors to Bermuda. The Company’s intention is to change the domicile of its vessel-owning entities and various intermediate holding companies under International Seaways, Inc. from the Marshall Islands and Liberia to Bermuda. The Company expects the redomiciliation process to be completed by the end of the fourth quarter of 2025. The Company is undertaking these changes to maximize future strategic flexibility while maintaining operational and tax efficiency. The Company itself is remaining organized under the laws of the Republic of the Marshall Islands. The Company estimates incurring expenses of between three and five million dollars in aggregate in legal and administrative costs in connection with this initiative.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| INTERNATIONAL SEAWAYS, INC. | |||
| (Registrant) | |||
| Date: October 10, 2025 | By | /s/ James D. Small III | |
| Name: | James D. Small III | ||
| Title: | Chief Administrative Officer, Senior Vice President, Secretary and General Counsel | ||