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

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2019

Commission File Number: 001-34677

SCORPIO TANKERS INC.
(Translation of registrant’s name into English)

9, Boulevard Charles III, Monaco 98000
(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F [X] Form 40-F [  ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b) (1): [  ]

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [  ]

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
















INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached to this Report on Form 6-K as Exhibit 99.1 is a press release issued by Scorpio Tankers Inc. (the "Company") on February 14, 2019 announcing financial results for the fourth quarter of 2018, declaration of a quarterly dividend, and notice for the redemption of its 8.25% senior unsecured notes due June 2019.

The information contained in this Report on Form 6-K, with the exception of the information contained on page 3 and 4 of Exhibit 99.1 under the heading "Conference Call," is hereby incorporated by reference into the Company's registration statement on Form F-3 (File no. 333-210284) that was filed with the U.S. Securities and Exchange Commission effective March 18, 2016.








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, thereunto duly authorized.

 
 
 
 
 
 
 
 
 
 
 
SCORPIO TANKERS INC.
 
 
 
 
(registrant)
Dated: February 14, 2019
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Brian Lee
 
 
 
 
 
 
Brian Lee
 
 
 
 
 
 
Chief Financial Officer



Exhibit




Exhibit 99.1
http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=12713822&doc=3
Scorpio Tankers Inc. Announces Financial Results for the Fourth Quarter of 2018, Declaration of a Quarterly Dividend, and Notice for the Redemption of its 8.25% Senior Unsecured Notes due June 2019
MONACO--(GLOBE NEWSWIRE - February 14, 2019) - Scorpio Tankers Inc. (NYSE: STNG) ("Scorpio Tankers", or the "Company") today reported its results for the three months and year ended December 31, 2018. The Company also announced that its Board of Directors has declared a quarterly cash dividend of $0.10 per share on the Company’s common stock and that it intends to redeem in full its 8.25% Senior Unsecured Notes, which are scheduled to mature in June 2019.
Share and per share results included herein have been retroactively adjusted to reflect the one for ten reverse stock split of the Company's common shares, which took effect on January 18, 2019.
Results for the three months ended December 31, 2018 and 2017
For the three months ended December 31, 2018, the Company's adjusted net loss (see Non-IFRS Measures section below) was $17.4 million, or $0.38 basic and diluted loss per share, which excludes from the net loss a $0.3 million, or $0.01 per basic and diluted share, write-off of deferred financing fees. For the three months ended December 31, 2018, the Company had a net loss of $17.7 million, or $0.38 basic and diluted loss per share.
For the three months ended December 31, 2017, the Company's adjusted net loss (see Non-IFRS Measures section below) was $39.2 million, or $1.38 basic and diluted loss per share, which excludes from the net loss (i) $1.3 million of transaction costs related to the merger with Navig8 Product Tankers Inc ("NPTI") and (ii) a $1.0 million write-off of deferred financing fees. The adjustments resulted in an aggregate reduction of the Company’s net loss by $2.3 million, or $0.08 per basic and diluted share. For the three months ended December 31, 2017, the Company had a net loss of $41.5 million, or $1.46 basic and diluted loss per share.
Results for the year ended December 31, 2018 and 2017
For the year ended December 31, 2018, the Company's adjusted net loss was $158.7 million (see Non-IFRS Measures section below), or $4.56 basic and diluted loss per share, which excludes from the net loss (i) an aggregate loss of $17.8 million recorded on the Company's exchange of an aggregate of $203.5 million of its convertible notes in the second and third quarters of 2018, (ii) a $13.2 million write-off of deferred financing fees, and (iii) $0.3 million of transaction costs related to the merger with NPTI. The adjustments resulted in an aggregate reduction of the Company's net loss by $31.3 million or $0.90 per basic and diluted share. For the year ended December 31, 2018, the Company had a net loss of $190.1 million, or $5.46 basic and diluted loss per share.
For the year ended December 31, 2017, the Company's adjusted net loss was $101.7 million (see Non-IFRS Measures section below), or $4.72 basic and diluted loss per share, which excludes from the net loss (i) a $23.3 million loss on sales of vessels, (ii) $36.1 million of transaction costs related to the merger with NPTI, (iii) a $5.4 million gain recorded on the purchase of the four NPTI subsidiaries that own four LR1 tankers, and (iv) a $2.5 million write-off of deferred financing fees. The adjustments resulted in an aggregate reduction of the Company's net loss by $56.5 million, or $2.62 per basic and diluted share.  For the year ended December 31, 2017, the Company had a net loss of $158.2 million, or $7.35 basic and diluted loss per share.
Intention to redeem all of the Company's 8.25% Senior Unsecured Notes due June 2019
The Company has announced that it has issued a notice of redemption for all $57,500,000 aggregate principal amount of its 8.25% Senior Unsecured Notes due June 2019 (the "Senior Notes Due June 2019") to be redeemed on March 18, 2019 (the "Redemption Date"). The redemption price of the Senior Notes Due June 2019 is equal to 100% of the principal amount to be redeemed, plus accrued and unpaid interest to, but excluding, the Redemption Date. A notice of redemption is being distributed to all registered holders of the Senior Notes Due June 2019 by Deutsche Bank Trust Company Americas.

1



January 2019 Reverse Stock Split
On January 18, 2019, the Company effected a one-for-ten reverse stock split. The Company's shareholders approved the reverse stock split and change in authorized common shares at the Company's special meeting of shareholders held on January 15, 2019. Pursuant to this reverse stock split, the total number of authorized common shares was reduced to 150.0 million shares and common shares outstanding were reduced from 513,975,324 shares to 51,397,470 shares (which reflects adjustments for fractional share settlements). The par value was not adjusted as a result of the reverse stock split. All share and per share information contained in this press release has been retroactively adjusted to reflect the reverse stock split.
The Company believes that the increased market price for its common shares as a result of implementing the reverse stock split has and will improve the marketability and liquidity of the Company's common shares and will encourage interest and trading in the Company's common shares. In addition, the Company believes that a number of institutional investors and investment funds are reluctant to invest, and in some cases may be prohibited from investing, in lower-priced stocks and that brokerage firms are reluctant to recommend lower-priced stocks to their clients. By effecting a reverse stock split, the Company believes it may be able to raise the market price of its common shares to a level where its common shares could be viewed more favorably by potential investors. Other investors may also be dissuaded from purchasing lower-priced stocks because brokerage commissions, as a percentage of the total transaction, tend to be higher for lower-priced stocks. A higher share price after a reverse stock split could alleviate this concern.
There can be no assurance that the reverse stock split will achieve any of the desired results.
Declaration of Dividend
On February 13, 2019, the Company's Board of Directors declared a quarterly cash dividend of $0.10 per common share, payable on or about March 28, 2019 to all shareholders of record as of March 13, 2019 (the record date). As of February 13, 2019, there were 51,397,470 common shares outstanding.
Summary of Other Recent and Fourth Quarter Significant Events
Below is a summary of the average daily Time Charter Equivalent (TCE) revenue (see Non-IFRS Measures section below) and duration for voyages fixed for the Company's vessels thus far in the first quarter of 2019 as of the date hereof (See footnotes to 'Other operating data' table below for the definition of daily TCE revenue):
For the LR2s in the pool: approximately $24,000 per day for 60% of the days.
For the LR1s in the pool: approximately $19,000 per day for 55% of the days.
For the MRs in the pool: approximately $17,000 per day for 55% of the days.
For the ice-class 1A and 1B Handymaxes in the pool: approximately $18,000 per day for 50% of the days.
Below is a summary of the average daily TCE revenue earned on the Company's vessels during the fourth quarter of 2018:
For the LR2s in the pool: $15,948 per revenue day.
For the LR1s in the pool: $13,548 per revenue day.
For the MRs in the pool: $14,338 per revenue day.
For the ice-class 1A and 1B Handymaxes in the pool: $14,749 per revenue day.
During November 2018, December 2018 and January 2019, the Company repurchased 1,351,265 of its common shares at an average price of $17.20 per share under its Securities Repurchase Program.
From August 2018 through November 2018, the Company entered into agreements with two separate suppliers to retrofit a total of 77 of the Company's tankers with Exhaust Gas Cleaning Systems ("Scrubbers"), which are expected to be installed throughout 2019 and 2020. The Company also obtained options to retrofit 18 additional tankers under these agreements. The total estimated investment for these systems, including estimated installation costs, is expected to be between $2.0 and $2.5 million per vessel and the Company is currently in discussions with potential lenders to finance a portion (approximately 60-70%) of these investments. The Company's estimates of future payments and offhire days under these agreements are described below under the heading Drydock, Scrubber and Ballast Water Treatment Update.
In December 2018, the Company paid a quarterly cash dividend with respect to the fourth quarter of 2018 on the Company's common stock of $0.10 per share.
In October 2018, the Company closed on the previously announced agreement to refinance seven of its vessels through a $157.5 million lease financing arrangement. This transaction is described below and was part of the Company's previously announced refinancing initiatives.

2



In October 2018, the Company raised net proceeds of approximately $319.6 million in an underwritten public offering of 18.2 million shares of common stock (including 2.0 million shares of common stock issued when the underwriters partially exercised their overallotment option to purchase additional shares) at a public offering price of $18.50 per share. Scorpio Bulkers Inc., or SALT, and Scorpio Services Holding Limited, or SSH, each a related party, purchased 5.4 million common shares and 0.5 million common shares, respectively, at the public offering price.
$157.5 Million Sale and Leaseback
In July 2018, the Company agreed to sell and leaseback six MR product tankers (STI San Antonio, STI Benicia, STI St. Charles, STI Yorkville, STI Mayfair and STI Duchessa) and one LR2 product tanker (STI Alexis) to an international financial institution. The borrowing amount under the arrangement was $157.5 million in aggregate, and these agreements, which have been accounted for as financing arrangements, closed in October 2018. In September 2018, the Company repaid the outstanding indebtedness for two vessels consisting of $14.2 million on the HSH Credit Facility and $13.6 million on the K-Sure Credit Facility, in advance of the October closing of these transactions. Upon closing, the remaining proceeds were partially utilized to repay the outstanding indebtedness of $59.2 million on the 2016 Credit Facility and the outstanding indebtedness of $25.8 million on the DVB 2017 Credit Facility for the remaining five vessels.
Each agreement is for a fixed term of seven years, and the Company has options to purchase the vessels beginning at the end of the third year of each agreement. The leases bear interest at LIBOR plus a margin of 3.0% per annum and will be repaid in equal quarterly principal installments of $0.5 million per MR and $0.6 million for the LR2. Each agreement also has a purchase obligation at the end of the seventh year. The Company is subject to certain additional terms and conditions under this arrangement, including financial covenants, which are similar to those set forth in its existing lease financing arrangements.
$250 Million Securities Repurchase Program
In May 2015, the Company's Board of Directors authorized a Securities Repurchase Program to purchase up to an aggregate of $250 million of the Company's securities which, in addition to its common shares, currently consist of its (i) Convertible Notes due 2019, which were issued in June 2014, (ii) Unsecured Senior Notes Due 2020 (NYSE: SBNA), which were issued in May 2014, (iii) Senior Notes Due June 2019 (NYSE: SBBC), which were issued in March 2017, and (iv) Convertible Notes due 2022, which were issued in May and July 2018.
Since January 2018 through the date of this press release, the Company has acquired an aggregate of 1,351,265 of its common shares at an average price of $17.20 per share; the repurchased shares are being held as treasury shares. There are 51,397,470 shares outstanding as of February 13, 2019.
As of the date hereof, the Company has the authority to purchase up to an additional $123.8 million of its securities under its Securities Repurchase Program. The Company may repurchase its securities in the open market, at times and prices that are considered to be appropriate by the Company, but is not obligated under the terms of the Securities Repurchase Program to repurchase any of its securities.
Diluted Weighted Number of Shares
Diluted earnings per share is determined using the if-converted method. Under this method, the Company assumes that its Convertible Notes due 2019 and Convertible Notes due 2022 (which were issued in June 2014 and May 2018, respectively) were converted into common shares at the beginning of each period and the interest and non-cash amortization expense associated with these notes of $6.0 million and $23.5 million during the three months and year ended December 31, 2018, respectively, were not incurred. Conversion is not assumed if the results of this calculation are anti-dilutive.
For the three months and year ended December 31, 2018, the Company's basic weighted average number of shares was 46,382,795 and 34,824,311, respectively. The weighted average number of shares, both diluted and under the if-converted method, were anti-dilutive for the three months and year ended December 31, 2018, respectively, as the Company incurred net losses.
As of the date hereof, the Convertible Notes due 2019 and Convertible Notes due 2022 are not eligible for conversion.
Conference Call
The Company has scheduled a conference call on February 14, 2019 at 8:30 AM Eastern Standard Time and 2:30 PM Central European Time. The dial-in information is as follows:
US Dial-In Number: 1 (855) 861-2416
International Dial-In Number: +1 (703) 736-7422
Conference ID: 8498535

3



Participants should dial into the call 10 minutes before the scheduled time. The information provided on the teleconference is only accurate at the time of the conference call, and the Company will take no responsibility for providing updated information.
Slides and Audio Webcast:
There will also be a simultaneous live webcast over the internet, through the Scorpio Tankers Inc. website www.scorpiotankers.com. Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.
Webcast URL: https://edge.media-server.com/m6/p/p9aq9fjc
Current Liquidity
As of February 13, 2019, the Company had $607.4 million in unrestricted cash and cash equivalents.
Drydock, Scrubber and Ballast Water Treatment Update
Two of the Company's 2014 built MRs entered drydock for their class required special survey at the end of December 2018. These drydocks were completed in January 2019.
Set forth below are the expected, estimated payments through 2020 for the Company's drydocks, ballast water treatment system installations, and scrubber installations: 
In millions of USD
As of February 13, 2019 (1)
Q1 2019
$
29.9

Q2 2019
56.3

Q3 2019
71.2

Q4 2019
89.8

FY 2020
81.8

(1) 
Includes estimated cash payments for drydock, ballast water treatment systems and scrubbers.  These amounts include installment payments that are due in advance of the scheduled service and may be scheduled to occur in quarters prior to the actual installation. In addition to these installment payments, these amounts also include estimates of the installation costs of such systems.  The timing of the payments set forth are estimates only and may vary as the timing of the related drydocks and installations finalize. 
Set forth below are the expected, estimated number of ships and estimated offhire days for the Company's drydocks ("DD"), ballast water treatment installations (“BWTS”), and scrubber installations (2):

 
Q1 2019
 
 
Ships Scheduled for:
Offhire
 
DD
BWTS
Scrubbers
Days
LR2


2

72

LR1




MR*
3

2

1

76

Handymax




 
 
 
 
 
Q1 2019
3

2

3

148


* Q1 2019 MR drydocks include two vessels which entered drydock at the end of December 2018 and concluded in January 2019.


4



 
Q2 2019
 
 
Ships Scheduled for:
Offhire
 
DD
BWTS
Scrubbers
Days
LR2


6

168

LR1


3

84

MR
7

5

7

189

Handymax
2

2


40

 
 
 
 
 
Q2 2019
9

7

16

481

 
 
 
 
 
 
Q3 2019
 
 
Ships Scheduled for:
Offhire
 
DD
BWTS
Scrubbers
Days
LR2
5

4

10

279

LR1


3

84

MR
6

4

6

162

Handymax
5

5


100

 
 
 
 
 
Q3 2019
16

13

19

625

 
 
 
 
 
 
Q4 2019
 
 
Ships Scheduled for:
Offhire
 
DD
BWTS
Scrubbers
Days
LR2
10

8

12

329

LR1


1

28

MR
10

9

10

270

Handymax
5

5


100

 
 
 
 
 
Q4 2019
25

22

23

727

 
 
 
 
 
 
FY 2020
 
 
Ships Scheduled for:
Offhire
 
DD
BWTS
Scrubbers
Days
LR2
7


8

217

LR1
5


5

135

MR
4

4

21

584

Handymax
2

2


40

 
 
 
 
 
2020 Total
18

6

34

976

(2) 
The number of vessels in these tables reflect a certain amount of overlap where certain vessels may be drydocked and have ballast water treatment systems and/or scrubbers installed simultaneously.  Additionally, the timing set forth may vary as drydock, ballast water treatment system installation and scrubber installation times are finalized.
Debt
Set forth below is a summary of the Company’s outstanding indebtedness as of the dates presented:

5



 
In thousands of U.S. dollars
 
Outstanding as of September 30, 2018
Drawdowns, and (repayments), net
Outstanding as of December 31, 2018
Drawdowns, and (repayments), net
Outstanding as of February 13, 2019
1
KEXIM Credit Facility
 
299,300


299,300

(4,300
)
295,000

2
ABN AMRO Credit Facility
 
102,646

(2,138
)
100,508

(1,602
)
98,906

3
ING Credit Facility
 
147,361

(3,185
)
144,176

(1,071
)
143,105

4
$35.7 Million Term Loan Facility
 
35,658

(808
)
34,850

(808
)
34,042

5
2016 Credit Facility
 
59,189

(59,189
)



6
2017 Credit Facility
 
147,398

(2,632
)
144,766


144,766

7
DVB 2017 Credit Facility
 
25,800

(25,800
)



8
Credit Agricole Credit Facility
 
101,437

(2,142
)
99,295


99,295

9
ABN AMRO/K-Sure Credit Facility
 
50,492

(962
)
49,530


49,530

10
Citi/K-Sure Credit Facility
 
105,754

(2,104
)
103,650


103,650

11
ABN AMRO/SEB Credit Facility
 
117,700

(2,875
)
114,825


114,825

12
Ocean Yield Lease Financing
 
162,947

(2,685
)
160,262

(921
)
159,341

13
CMBFL Lease Financing
 
63,198

(1,227
)
61,971


61,971

14
BCFL Lease Financing (LR2s)
 
102,633

(1,844
)
100,789

(617
)
100,172

15
CSSC Lease Financing
 
250,854

(4,328
)
246,526

(1,442
)
245,084

16
BCFL Lease Financing (MRs)
 
101,478

(2,647
)
98,831

(920
)
97,911

17
2018 CMB Lease Financing
 
139,071

(2,528
)
136,543

(2,529
)
134,014

18
$116.0 Million Lease Financing
 
114,255

(1,582
)
112,673

(558
)
112,115

19
AVIC International Lease Financing
 
142,052

(2,949
)
139,103


139,103

20
China Huarong Shipping Lease Financing
 
140,625

(3,375
)
137,250


137,250

21
$157.5 Million Lease Financing
 

152,086

152,086


152,086

22
$88.0 Million Lease Financing
 
86,075

(1,925
)
84,150


84,150

23
2020 Senior Unsecured Notes
 
53,750


53,750


53,750

24
2019 Senior Unsecured Notes
 
57,500


57,500


57,500

25
Convertible Notes due 2019
 
145,000


145,000


145,000

26
Convertible Notes due 2022
 
203,500


203,500


203,500

 
 
 
$
2,955,673

$
25,161

$
2,980,834

$
(14,768
)
$
2,966,066



6




Set forth below are the expected, estimated future principal repayments on the Company's outstanding indebtedness which includes principal amounts due under lease financing arrangements:
 In millions of U.S. dollars
As of February 13, 2019
Q1 2019 - principal payments made to date
$
14.8

Q1 2019 - remaining principal payments (1)
105.6

Q2 2019
46.4

Q3 2019 (2)
208.4

Q4 2019
46.6

Q1 2020
63.5

Q2 2020 (3)
100.6

Q3 2020 (4)
149.0

Q4 2020
44.4

2021 and thereafter
2,201.5

 
 
 
$
2,980.8


(1)
Repayments include $57.5 million due as part of the early redemption of the Company's Senior Notes Due June 2019.
(2)
Repayments include $145.0 million due upon the maturity of the Company's Convertible Notes due 2019.
(3)
Repayments include $53.8 million due upon the maturity of the Company's Senior Unsecured Notes due 2020.
(4)
Repayments include $87.7 million due upon the maturity of the Company's ABN AMRO Credit Facility.


Explanation of Variances on the Fourth Quarter of 2018 Financial Results Compared to the Fourth Quarter of 2017
For the three months ended December 31, 2018, the Company recorded a net loss of $17.7 million compared to a net loss of $41.5 million for the three months ended December 31, 2017. The following were the significant changes between the two periods:
TCE revenue, a Non-IFRS measure, is vessel revenues less voyage expenses (including bunkers and port charges). TCE revenue is included herein because it is a standard shipping industry performance measure used primarily to compare period-to-period changes in a shipping company's performance irrespective of changes in the mix of charter types (i.e., spot charters, time charters, and pool charters), and it provides useful information to investors and management. The following table depicts TCE revenue for the three months ended December 31, 2018 and 2017:
 
 
 
For the three months ended December 31,
In thousands of U.S. dollars
 
2018
 
2017
 
Vessel revenue
 
$
167,525

 
$
148,394

 
Voyage expenses
 
(304
)
 
(3,013
)
 
TCE revenue
 
$
167,221

 
$
145,381



7



TCE revenue for the three months ended December 31, 2018 increased $21.8 million to $167.2 million, from $145.4 million for the three months ended December 31, 2017. This increase was the result of an improvement in TCE revenue per day, which increased to $15,008 per day during the three months ended December 31, 2018, from $12,805 per day during the three months ended December 31, 2017. The fourth quarter of 2018, particularly November and December, reflected a dramatic improvement in the product tanker market, which had experienced significant headwinds since the latter half of 2016. The positive trends developed as a result of a confluence of factors, including (i) increased U.S. Gulf exports to Latin America, (ii) the opening of arbitrage windows on several trading routes, (iii) the reduction of oil prices followed by a reduction in refined commodities leading to an increase in demand for refined commodities, (iv) the continued drawdown of global product inventories thus increasing the need for imports at the points of consumption, and (v) strength in the crude tanker market earlier in the quarter resulting in certain product tankers transitioning to the trading of crude and related cargos. This increase in TCE revenue per day was partially offset by a reduction of the Company's fleet to an average of 121.9 operating vessels during the three months ended December 31, 2018 from an average of 125.5 operating vessels during the three months ended December 31, 2017, which was the result of the redelivery of 10 time chartered-in vessels throughout 2018.
Vessel operating costs for the three months ended December 31, 2018 decreased $3.6 million to $71.2 million, from $74.8 million for the three months ended December 31, 2017. This decrease was primarily due to take over costs that the Company incurred for 10 vessels acquired from NPTI that transitioned technical management during the three months ended December 31, 2017.  These costs included additional crew severance and repatriation costs along with the costs for new spares, stores and other supplies. No such costs were incurred during the three months ended December 31, 2018. 
This decrease was partially offset by an increase in the average number of owned and bareboat chartered-in vessels for the three months ended December 31, 2018 to 119.0 vessels from 116.7 vessels for the three months ended December 31, 2017, which is due to the delivery of two vessels under the Company's newbuilding program during the first quarter of 2018.
Charterhire expense for the three months ended December 31, 2018 decreased $7.3 million to $10.6 million, from $18.0 million for the three months ended December 31, 2017. This decrease was the result of a decrease in the number of time chartered-in vessels during those periods. The Company's time and bareboat chartered-in fleet consisted of an average of 2.9 time chartered-in vessels and 10.0 bareboat chartered-in vessels for the three months ended December 31, 2018, and the Company's time and bareboat chartered-in fleet consisted of an average of 8.8 time chartered-in vessels and 10.0 bareboat chartered-in vessels for the three months ended December 31, 2017. The average daily base rates on the Company's time chartered-in fleet during the three months ended December 31, 2018 and December 31, 2017 were $13,517 per vessel per day and $13,681 per vessel per day, respectively. The average daily base rates for the Company's bareboat chartered-in fleet during the three months ended December 31, 2018 and December 31, 2017 were $7,656 per vessel per day and $7,362 per vessel per day, respectively.
Depreciation expense for the three months ended December 31, 2018 increased $1.1 million to $44.6 million, from $43.5 million for the three months ended December 31, 2017. This increase was primarily driven by the delivery of two MRs under the Company's newbuilding program in January 2018.
Financial expenses for the three months ended December 31, 2018 increased $9.5 million to $48.2 million, from $38.6 million for the three months ended December 31, 2017. The increase in financial expenses was primarily a result of (i) increases in LIBOR rates as compared to the three months ended December 31, 2017, (ii) an increase in the Company's average debt to $2.9 billion during the three months ended December 31, 2018 from $2.8 billion during the three months ended December 31, 2017 as a result of the Company's previously announced refinancing initiatives and (iii) increased borrowing costs associated with the Company's lease financing arrangements that were entered into during 2018.


8



Scorpio Tankers Inc. and Subsidiaries
Condensed Consolidated Statements of Income or Loss
(unaudited)
 
 
For the three months ended December 31,
 
For the year ended December 31,
In thousands of U.S. dollars except per share and share data
2018
 
2017
 
2018
 
2017
Revenue
 
 
 
 
 
 
 
 
Vessel revenue
$
167,525

 
$
148,394

 
$
585,047

 
$
512,732

 
 
 
 
 
 
 
 
 
Operating expenses
 
 
 
 
 
 
 
 
Vessel operating costs
(71,219
)
 
(74,824
)
 
(280,460
)
 
(231,227
)
 
Voyage expenses
(304
)
 
(3,013
)
 
(5,146
)
 
(7,733
)
 
Charterhire
(10,644
)
 
(17,959
)
 
(59,632
)
 
(75,750
)
 
Depreciation
(44,592
)
 
(43,535
)
 
(176,723
)
 
(141,418
)
 
General and administrative expenses
(12,927
)
 
(11,370
)
 
(52,272
)
 
(47,511
)
 
Loss on sale of vessels

 

 

 
(23,345
)
 
Merger transaction related costs

 
(1,299
)
 
(272
)
 
(36,114
)
 
Bargain purchase gain

 

 

 
5,417

 
Total operating expenses
(139,686
)
 
(152,000
)
 
(574,505
)
 
(557,681
)
Operating income / (loss)
27,839

 
(3,606
)
 
10,542

 
(44,949
)
Other (expense) and income, net
 
 
 
 
 
 
 
 
Financial expenses
(48,156
)
 
(38,619
)
 
(186,628
)
 
(116,240
)
 
Loss on exchange of convertible notes

 

 
(17,838
)
 

 
Realized loss on derivative financial instruments

 

 

 
(116
)
 
Financial income
2,908

 
384

 
4,458

 
1,538

 
Other expenses, net
(259
)
 
332

 
(605
)
 
1,527

 
Total other expense, net
(45,507
)
 
(37,903
)
 
(200,613
)
 
(113,291
)
Net loss
$
(17,668
)
 
$
(41,509
)
 
$
(190,071
)
 
$
(158,240
)
 
 
 
 
 
 
 
 
 
Loss per share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic
$
(0.38
)
 
$
(1.46
)
 
$
(5.46
)
 
$
(7.35
)
 
Diluted
$
(0.38
)
 
$
(1.46
)
 
$
(5.46
)
 
$
(7.35
)
 
Basic weighted average shares outstanding
46,382,795

 
28,366,872

 
34,824,311

 
21,533,340

 
Diluted weighted average shares outstanding (1)
46,382,795

 
28,366,872

 
34,824,311

 
21,533,340


(1)
The dilutive effect of (i) unvested shares of restricted stock and (ii) the potentially dilutive securities relating to the Company's Convertible Notes due 2019 and Convertible Notes due 2022 were excluded from the computation of diluted earnings per share for the three months and year ended December 31, 2018 because their effect would have been anti-dilutive. Weighted average shares under the if-converted method (which includes the potential dilutive effect of the unvested shares of restricted stock, the Convertible Notes due 2019, and the Convertible Notes due 2022) were 53,232,552 and 40,788,217 for the three months and year ended December 31, 2018, respectively.

9



Scorpio Tankers Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(unaudited)
 
As of
In thousands of U.S. dollars
December 31, 2018
 
December 31, 2017
Assets
 
 
 
Current assets
 
 
 
Cash and cash equivalents
$
593,652

 
$
186,462

Accounts receivable
67,207

 
65,458

Prepaid expenses and other current assets
18,182

 
17,720

Inventories
8,300

 
9,713

Total current assets
687,341

 
279,353

Non-current assets
 
 
 
Vessels and drydock
3,997,789

 
4,090,094

Vessels under construction

 
55,376

Other assets
75,210

 
50,684

Goodwill
11,539

 
11,482

Restricted cash
12,285

 
11,387

Total non-current assets
4,096,823

 
4,219,023

Total assets
$
4,784,164

 
$
4,498,376

Current liabilities
 
 
 
Current portion of long-term debt
$
297,934

 
$
113,036

Finance lease liability
114,429

 
50,146

Accounts payable
11,865

 
13,044

Accrued expenses
22,973

 
32,838

Total current liabilities
447,201

 
209,064

Non-current liabilities
 
 
 
Long-term debt
1,192,000

 
1,937,018

Finance lease liability
1,305,952

 
666,993

Total non-current liabilities
2,497,952


2,604,011

Total liabilities
2,945,153

 
2,813,075

Shareholders' equity
 
 
 
Issued, authorized and fully paid-in share capital:
 
 
 
Share capital
5,776

 
3,766

Additional paid-in capital
2,648,599

 
2,283,591

Treasury shares
(467,056
)
 
(443,816
)
Accumulated deficit (1)
(348,308
)
 
(158,240
)
Total shareholders' equity
1,839,011

 
1,685,301

Total liabilities and shareholders' equity
$
4,784,164

 
$
4,498,376


(1) 
Accumulated deficit reflects the impact of the adoption of IFRS 15, Revenue from Contracts with Customers, which is effective for annual periods beginning on January 1, 2018. The standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption (the "modified retrospective method"). We have applied the modified retrospective method upon the date of transition. Accordingly, the cumulative effect of the application of this standard resulted in a $3,888 reduction in the opening balance of Accumulated deficit on January 1, 2018.
 


10



Scorpio Tankers Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(unaudited)

 
For the year ended December 31,
In thousands of U.S. dollars
2018
 
2017
Operating activities
 
 
 
Net loss
$
(190,071
)
 
$
(158,240
)
Loss on sales of vessels

 
23,345

Depreciation
176,723

 
141,418

Amortization of restricted stock
25,547

 
22,385

Amortization of deferred financing fees
10,541

 
13,381

Write-off of deferred financing fees
13,212

 
2,467

Bargain purchase gain

 
(5,417
)
Share-based transaction costs

 
5,973

Accretion of convertible notes
13,225

 
12,211

Accretion of fair value measurement on debt assumed from NPTI
3,779

 
1,478

Loss on exchange of convertible notes
17,838

 

 
70,794

 
59,001

Changes in assets and liabilities:
 
 
 
Decrease / (increase) in inventories
1,535

 
(1,319
)
Increase in accounts receivable
(1,788
)
 
(1,478
)
(Increase) / decrease in prepaid expenses and other current assets
(163
)
 
12,219

Increase in other assets
(1,226
)
 
(22,651
)
(Decrease) / increase in accounts payable
(1,382
)
 
3,694

Decrease in accrued expenses
(9,980
)
 
(7,665
)
 
(13,004
)
 
(17,200
)
Net cash inflow from operating activities
57,790

 
41,801

Investing activities
 
 
 
Acquisition of vessels and payments for vessels under construction
(26,057
)
 
(258,311
)
Proceeds from disposal of vessels

 
127,372

Net cash paid for the merger with NPTI

 
(23,062
)
Drydock, scrubber and BWTS payments (owned and bareboat-in vessels)
(26,680
)
 
(5,922
)
Net cash outflow from investing activities
(52,737
)
 
(159,923
)
Financing activities
 
 
 
Debt repayments
(865,594
)
 
(546,296
)
Issuance of debt
1,007,298

 
525,642

Debt issuance costs
(23,056
)
 
(11,758
)
Refund of debt issuance costs due to early debt repayment
2,826

 

Increase in restricted cash
(897
)
 
(2,279
)
Gross proceeds from issuance of common stock
337,000

 
303,500

Equity issuance costs
(17,073
)
 
(15,056
)
Dividends paid
(15,127
)
 
(9,561
)
Redemption of NPTI Redeemable Preferred Shares

 
(39,495
)
Repurchase of common stock
(23,240
)
 

Net cash inflow from financing activities
402,137

 
204,697

Increase in cash and cash equivalents
407,190

 
86,575

Cash and cash equivalents at January 1,
186,462

 
99,887

Cash and cash equivalents at December 31,
$
593,652

 
$
186,462



11



Scorpio Tankers Inc. and Subsidiaries
Other operating data for the three months and year ended December 31, 2018 and 2017
(unaudited)
 
 
For the three months ended December 31,
 
For the year ended December 31,
 
 
2018
 
2017
 
2018
 
2017
Adjusted EBITDA(1)   (in thousands of U.S. dollars)
 
$
78,316

 
$
46,464

 
$
212,479

 
$
174,307

 
 
 
 
 
 
 
 
 
Average Daily Results
 
 
 
 
 
 
 
 
Time charter equivalent per day(2)
 
$
15,008

 
$
12,805

 
$
12,782

 
$
13,146

Vessel operating costs per day(3)
 
$
6,505

 
$
6,971

 
$
6,463

 
$
6,559

 
 
 
 
 
 
 
 
 
LR2
 
 
 
 
 
 
 
 
TCE per revenue day (2)
 
$
16,228

 
$
15,005

 
$
13,968

 
$
14,849

Vessel operating costs per day(3)
 
$
6,574

 
$
7,187

 
$
6,631

 
$
6,705

Average number of owned or finance leased vessels
 
38.0

 
38.0

 
38.0

 
27.5

Average number of time chartered-in vessels
 
1.0

 
1.0

 
1.5

 
1.2

 
 
 
 
 
 
 
 
 
LR1
 
 
 
 
 
 
 
 
TCE per revenue day (2)
 
$
13,548

 
$
11,275

 
$
10,775

 
$
11,409

Vessel operating costs per day(3)
 
$
6,595

 
$
7,488

 
$
6,608

 
$
7,073

Average number of owned or finance leased vessels
 
12.0

 
12.0

 
12.0

 
4.9

Average number of time chartered-in vessels
 

 

 

 
0.4

 
 
 
 
 
 
 
 
 
MR
 
 
 
 
 
 
 
 
TCE per revenue day (2)
 
$
14,412

 
$
12,377

 
$
12,589

 
$
12,975

Vessel operating costs per day(3)
 
$
6,504

 
$
6,662

 
$
6,366

 
$
6,337

Average number of owned or finance leased vessels
 
45.0

 
42.7

 
44.9

 
41.7

Average number of time chartered-in vessels
 
1.9

 
5.9

 
4.3

 
6.7

Average number of bareboat chartered-in vessels
 
3.0

 
3.0

 
3.0

 
2.1

 
 
 
 
 
 
 
 
 
Handymax
 
 
 
 
 
 
 
 
TCE per revenue day (2)
 
$
14,999

 
$
10,747

 
$
12,196

 
$
11,706

Vessel operating costs per day(3)
 
$
6,331

 
$
6,956

 
$
6,295

 
$
6,716

Average number of owned or finance leased vessels
 
14.0

 
14.0

 
14.0

 
14.0

Average number of time chartered-in vessels
 

 
2.0

 
0.5

 
2.0

Average number of bareboat chartered-in vessels
 
7.0

 
7.0

 
7.0

 
6.1

 
 
 
 
 
 
 
 
 
Fleet data
 
 
 
 
 
 
 
 
Average number of owned or finance leased vessels
 
109.0

 
106.7

 
108.9

 
88.0

Average number of time chartered-in vessels
 
2.9

 
8.8

 
6.3

 
10.3

Average number of bareboat chartered-in vessels
 
10.0

 
10.0

 
10.0

 
8.2

 
 
 
 
 
 
 
 
 
Drydock
 
 
 
 
 
 
 
 
Drydock, scrubber, and BWTS payments for owned or bareboat-in vessels (in thousands of U.S. dollars)
 
$
14,137

 
$
1,197

 
$
26,680

 
$
6,353





12



(1)
See Non-IFRS Measures section below.
(2)
Freight rates are commonly measured in the shipping industry in terms of time charter equivalent per day (or TCE per day), which is calculated by subtracting voyage expenses, including bunkers and port charges, from vessel revenue and dividing the net amount (time charter equivalent revenues) by the number of revenue days in the period. Revenue days are the number of days the vessel is owned or chartered-in less the number of days the vessel is off-hire for drydock and repairs.
(3)
Vessel operating costs per day represent vessel operating costs divided by the number of operating days during the period. Operating days are the total number of available days in a period with respect to the owned or bareboat chartered-in vessels, before deducting available days due to off-hire days and days in drydock. Operating days is a measurement that is only applicable to our owned, finance leased or bareboat chartered-in vessels, not our time chartered-in vessels.
 

13



Fleet list as of February 13, 2019

 
Vessel Name
Year Built
DWT
Ice class
Employment
Vessel type
 
Owned or finance leased vessels
 
 
 
 
 
1

STI Brixton
2014
38,734

1A
 SHTP (1)
Handymax
2

STI Comandante
2014
38,734

1A
 SHTP (1)
Handymax
3

STI Pimlico
2014
38,734

1A
Time Charter (5)
Handymax
4

STI Hackney
2014
38,734

1A
 SHTP (1)
Handymax
5

STI Acton
2014
38,734

1A
 SHTP (1)
Handymax
6

STI Fulham
2014
38,734

1A
 SHTP (1)
Handymax
7

STI Camden
2014
38,734

1A
 SHTP (1)
Handymax
8

STI Battersea
2014
38,734

1A
 SHTP (1)
Handymax
9

STI Wembley
2014
38,734

1A
 SHTP (1)
Handymax
10

STI Finchley
2014
38,734

1A
 SHTP (1)
Handymax
11

STI Clapham
2014
38,734

1A
 SHTP (1)
Handymax
12

STI Poplar
2014
38,734

1A
 SHTP (1)
Handymax
13

STI Hammersmith
2015
38,734

1A
 SHTP (1)
Handymax
14

STI Rotherhithe
2015
38,734

1A
 SHTP (1)
Handymax
15

STI Amber
2012
49,990

SMRP (2)
MR
16

STI Topaz
2012
49,990

SMRP (2)
MR
17

STI Ruby
2012
49,990

SMRP (2)
MR
18

STI Garnet
2012
49,990

SMRP (2)
MR
19

STI Onyx
2012
49,990

SMRP (2)
MR
20

STI Fontvieille
2013
49,990

SMRP (2)
MR
21

STI Ville
2013
49,990

SMRP (2)
MR
22

STI Duchessa
2014
49,990

SMRP (2)
MR
23

STI Opera
2014
49,990

SMRP (2)
MR
24

STI Texas City
2014
49,990

SMRP (2)
MR
25

STI Meraux
2014
49,990

SMRP (2)
MR
26

STI San Antonio
2014
49,990

SMRP (2)
MR
27

STI Venere
2014
49,990

SMRP (2)
MR
28

STI Virtus
2014
49,990

SMRP (2)
MR
29

STI Aqua
2014
49,990

SMRP (2)
MR
30

STI Dama
2014
49,990

SMRP (2)
MR
31

STI Benicia
2014
49,990

SMRP (2)
MR
32

STI Regina
2014
49,990

SMRP (2)
MR
33

STI St. Charles
2014
49,990

SMRP (2)
MR
34

STI Mayfair
2014
49,990

SMRP (2)
MR
35

STI Yorkville
2014
49,990

SMRP (2)
MR
36

STI Milwaukee
2014
49,990

SMRP (2)
MR
37

STI Battery
2014
49,990

SMRP (2)
MR
38

STI Soho
2014
49,990

SMRP (2)
MR
39

STI Memphis
2014
49,990

SMRP (2)
MR
40

STI Tribeca
2015
49,990

SMRP (2)
MR
41

STI Gramercy
2015
49,990

SMRP (2)
MR
42

STI Bronx
2015
49,990

SMRP (2)
MR
43

STI Pontiac
2015
49,990

SMRP (2)
MR
44

STI Manhattan
2015
49,990

SMRP (2)
MR

14



45

STI Queens
2015
49,990

SMRP (2)
MR
46

STI Osceola
2015
49,990

SMRP (2)
MR
47

STI Notting Hill
2015
49,687

1B
SMRP (2)
MR
48

STI Seneca
2015
49,990

SMRP (2)
MR
49

STI Westminster
2015
49,687

1B
SMRP (2)
MR
50

STI Brooklyn
2015
49,990

SMRP (2)
MR
51

STI Black Hawk
2015
49,990

SMRP (2)
MR
52

STI Galata
2017
49,990

SMRP (2)
MR
53

STI Bosphorus
2017
49,990

SMRP (2)
MR
54

STI Leblon
2017
49,990

SMRP (2)
MR
55

STI La Boca
2017
49,990

SMRP (2)
MR
56

STI San Telmo
2017
49,990

1B
SMRP (2)
MR
57

STI Donald C Trauscht
2017
49,990

1B
SMRP (2)
MR
58

STI Esles II
2018
49,990

1B
SMRP (2)
MR
59

STI Jardins
2018
49,990

1B
SMRP (2)
MR
60

STI Excel
2015
74,000

SLR1P (3)
LR1
61

STI Excelsior
2016
74,000

SLR1P (3)
LR1
62

STI Expedite
2016
74,000

SLR1P (3)
LR1
63

STI Exceed
2016
74,000

SLR1P (3)
LR1
64

STI Executive
2016
74,000

SLR1P (3)
LR1
65

STI Excellence
2016
74,000

SLR1P (3)
LR1
66

STI Experience
2016
74,000

SLR1P (3)
LR1
67

STI Express
2016
74,000

SLR1P (3)
LR1
68

STI Precision
2016
74,000

SLR1P (3)
LR1
69

STI Prestige
2016
74,000

SLR1P (3)
LR1
70

STI Pride
2016
74,000

SLR1P (3)
LR1
71

STI Providence
2016
74,000

SLR1P (3)
LR1
72

STI Elysees
2014
109,999

SLR2P (4)
LR2
73

STI Madison
2014
109,999

SLR2P (4)
LR2
74

STI Park
2014
109,999

SLR2P (4)
LR2
75

STI Orchard
2014
109,999

SLR2P (4)
LR2
76

STI Sloane
2014
109,999

SLR2P (4)
LR2
77

STI Broadway
2014
109,999

SLR2P (4)
LR2
78

STI Condotti
2014
109,999

SLR2P (4)
LR2
79

STI Rose
2015
109,999

SLR2P (4)
LR2
80

STI Veneto
2015
109,999

SLR2P (4)
LR2
81

STI Alexis
2015
109,999

SLR2P (4)
LR2
82

STI Winnie
2015
109,999

SLR2P (4)
LR2
83

STI Oxford
2015
109,999

SLR2P (4)
LR2
84

STI Lauren
2015
109,999

SLR2P (4)
LR2
85

STI Connaught
2015
109,999

SLR2P (4)
LR2
86

STI Spiga
2015
109,999

SLR2P (4)
LR2
87

STI Savile Row
2015
109,999

SLR2P (4)
LR2
88

STI Kingsway
2015
109,999

SLR2P (4)
LR2
89

STI Carnaby
2015
109,999

SLR2P (4)
LR2
90

STI Solidarity
2015
109,999

SLR2P (4)
LR2
91

STI Lombard
2015
109,999

SLR2P (4)
LR2
92

STI Grace
2016
109,999

SLR2P (4)
LR2
93

STI Jermyn
2016
109,999

SLR2P (4)
LR2
94

STI Sanctity
2016
109,999

SLR2P (4)
LR2
95

STI Solace
2016
109,999

SLR2P (4)
LR2

15



96

STI Stability
2016
109,999

SLR2P (4)
LR2
97

STI Steadfast
2016
109,999

SLR2P (4)
LR2
98

STI Supreme
2016
109,999

SLR2P (4)
LR2
99

STI Symphony
2016
109,999

SLR2P (4)
LR2
100

STI Gallantry
2016
113,000

SLR2P (4)
LR2
101

STI Goal
2016
113,000

SLR2P (4)
LR2
102

STI Nautilus
2016
113,000

SLR2P (4)
LR2
103

STI Guard
2016
113,000

SLR2P (4)
LR2
104

STI Guide
2016
113,000

SLR2P (4)
LR2
105

STI Selatar
2017
109,999

SLR2P (4)
LR2
106

STI Rambla
2017
109,999

SLR2P (4)
LR2
107

STI Gauntlet
2017
113,000

SLR2P (4)
LR2
108

STI Gladiator
2017
113,000

SLR2P (4)
LR2
109

STI Gratitude
2017
113,000

SLR2P (4)
LR2
 
 
 
 
 
 
 
 
Total owned or finance leased DWT
 
7,883,190

 
 
 
 
 
 
 
 
 
 
 
Vessel Name
 
Year Built
 
DWT
 
Ice class
 
Employment
 
Vessel type
 
Charter type
 
Daily Base Rate
 
Expiry (6)
 
 
Time or bareboat chartered-in vessels
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
110

Silent
 
2007
 
37,847

 
1A
 
 SHTP (1)
 
Handymax
 
Bareboat
 
$
7,500

 
31-Mar-19
 
111

Single
 
2007
 
37,847

 
1A
 
 SHTP (1)
 
Handymax
 
Bareboat
 
$
7,500

 
31-Mar-19
 
112

Star I
 
2007
 
37,847

 
1A
 
 SHTP (1)
 
Handymax
 
Bareboat
 
$
7,500

 
31-Mar-19
 
113

Sky
 
2007
 
37,847

 
1A
 
 SHTP (1)
 
Handymax
 
Bareboat
 
$
6,000

 
31-Mar-19
 
114

Steel
 
2008
 
37,847

 
1A
 
 SHTP (1)
 
Handymax
 
Bareboat
 
$
6,000

 
31-Mar-19
 
115

Stone I
 
2008
 
37,847

 
1A
 
 SHTP (1)
 
Handymax
 
Bareboat
 
$
6,000

 
31-Mar-19
 
116

Style
 
2008
 
37,847

 
1A
 
 SHTP (1)
 
Handymax
 
Bareboat
 
$
6,000

 
31-Mar-19
 
117

STI Beryl
 
2013
 
49,990

 
 
SMRP (2)
 
MR
 
Bareboat
 
$
8,800

 
18-Apr-25
(7)
118

STI Le Rocher
 
2013
 
49,990

 
 
SMRP (2)
 
MR
 
Bareboat
 
$
8,800

 
21-Apr-25
(7)
119

STI Larvotto
 
2013
 
49,990

 
 
SMRP (2)
 
MR
 
Bareboat
 
$
8,800

 
28-Apr-25
(7)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total time or bareboat chartered-in DWT
 
 
 
414,899

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Fleet DWT
 
 
 
8,298,089

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


16



(1
)
This vessel operates in the Scorpio Handymax Tanker Pool, or SHTP. SHTP is a Scorpio Group Pool and is operated by Scorpio Commercial Management S.A.M., or SCM. SHTP and SCM are related parties to the Company.
(2
)
This vessel operates in the Scorpio MR Pool, or SMRP. SMRP is a Scorpio Group Pool and is operated by SCM. SMRP and SCM are related parties to the Company.
(3
)
This vessel operates in the Scorpio LR1 Pool, or SLR1P. SLR1P is a Scorpio Group Pool and is operated by SCM. SLR1P and SCM are related parties to the Company.
(4
)
This vessel operates in the Scorpio LR2 Pool, or SLR2P. SLR2P is a Scorpio Group Pool and is operated by SCM. SLR2P and SCM are related parties to the Company.
(5
)
This vessel is currently time chartered-out to an unrelated third-party for three years at $18,000 per day. This time charter is scheduled to expire in March 2019.
(6
)
Redelivery from the charterer is plus or minus 30 days from the expiry date.
(7
)
In April 2017, we sold and leased back this vessel, on a bareboat basis, for a period of up to eight years for $8,800 per day. The sales price was $29.0 million, and we have the option to purchase this vessel beginning at the end of the fifth year of the agreement through the end of the eighth year of the agreement, at market based prices. Additionally, a deposit of $4.35 million was retained by the buyer and will either be applied to the purchase price of the vessel if a purchase option is exercised, or refunded to us at the expiration of the agreement.
Dividend Policy
The declaration and payment of dividends is subject at all times to the discretion of the Company's Board of Directors. The timing and amount of dividends, if any, depends on the Company's earnings, financial condition, cash requirements and availability, fleet renewal and expansion, restrictions in the loan agreements, the provisions of Marshall Islands law affecting the payment of dividends and other factors.
The Company's dividends paid during 2017 and 2018 were as follows:
 
Date paid
Dividends per
share
 
March 2017
$0.100
 
June 2017
$0.100
 
September 2017
$0.100
 
December 2017
$0.100
 
March 2018
$0.100
 
June 2018
$0.100
 
September 2018
$0.100
 
December 2018
$0.100

On February 13, 2019, the Company's Board of Directors declared a quarterly cash dividend of $0.10 per share, payable on or about March 28, 2019 to all shareholders of record as of March 13, 2019 (the record date). As of February 13, 2019, there were 51,397,470 shares outstanding.
Securities Repurchase Program
In May 2015, the Company's Board of Directors authorized a Securities Repurchase Program to purchase up to an aggregate of $250 million of the Company's securities which, in addition to its common shares, currently consist of its (i) Convertible Notes due 2019, which were issued in June 2014, (ii) Unsecured Senior Notes Due 2020 (NYSE: SBNA), which were issued in May 2014, (iii) Senior Notes Due June 2019 (NYSE: SBBC), which were issued in March 2017, and (iv) Convertible Notes due 2022 which were issued in May and July 2018.
Since January 2018 through the date of this press release, the Company has acquired an aggregate of 1,351,265 of its common shares at an average price of $17.20 per share; the repurchased shares are being held as treasury shares. There were 51,397,470 shares outstanding as of February 13, 2019.
As of the date hereof, the Company has the authority to purchase up to an additional $123.8 million of its securities under its Securities Repurchase Program. The Company may repurchase its securities in the open market, at times and prices that are considered to be appropriate by the Company, but is not obligated under the terms of the Securities Repurchase Program to repurchase any of its securities.

17



About Scorpio Tankers Inc.
Scorpio Tankers Inc. is a provider of marine transportation of petroleum products worldwide. Scorpio Tankers Inc. currently owns or finance leases 109 product tankers (38 LR2 tankers, 12 LR1 tankers, 45 MR tankers, 14 Handymax tankers) with an average age of 3.5 years and time or bareboat charters-in 10 product tankers (three MR tankers and seven Handymax tankers). Additional information about the Company is available at the Company's website www.scorpiotankers.com, which is not a part of this press release.

Non-IFRS Measures
Reconciliation of IFRS Financial Information to Non-IFRS Financial Information
This press release describes time charter equivalent revenue, or TCE revenue, adjusted net income or loss and adjusted EBITDA, which are not measures prepared in accordance with IFRS (i.e. "Non-IFRS" measures). The Non-IFRS measures are presented in this press release as we believe that they provide investors and other users of our financial statements, such as our lenders, with a means of evaluating and understanding how the Company's management evaluates the Company's operating performance. These Non-IFRS measures should not be considered in isolation from, as substitutes for, or superior to financial measures prepared in accordance with IFRS.
The Company believes that the presentation of time charter equivalent revenue, adjusted net income or loss with adjusted earnings or loss per share, basic and diluted, and adjusted EBITDA are useful to investors or other users of our financial statements, such as our lenders, because they facilitate the comparability and the evaluation of companies in the Company’s industry. In addition, the Company believes that time charter equivalent revenue, adjusted net income or loss with adjusted earnings or loss per share, basic and diluted, and adjusted EBITDA are useful in evaluating its operating performance compared to that of other companies in the Company’s industry. The Company’s definitions of time charter equivalent revenue, adjusted net income or loss with the adjusted earnings or loss per share, basic and diluted, and adjusted EBITDA may not be the same as reported by other companies in the shipping industry or other industries.
Time charter equivalent revenue is reconciled above in the section entitled 'Explanation of Variances on the Fourth Quarter of 2018 Financial Results Compared to the Fourth Quarter of 2017'.
Reconciliation of Net Loss to Adjusted Net Loss
 
 
 
For the three months ended December 31, 2018
 
 
 
 
 
 
Per share
 
Per share
 
In thousands of U.S. dollars except per share data
 
Amount
 
 basic
 
 diluted
 
 
Net loss
 
$
(17,668
)
 
$
(0.38
)
 
$
(0.38
)
 
 
Adjustment:
 
 
 
 
 
 
 
 
   Deferred financing fees write-off
 
266

 
0.01

 
0.01

 
 
Adjusted net loss
 
$
(17,402
)
 
$
(0.38
)
(1) 
$
(0.38
)
(1) 

 
 
 
For the three months ended December 31, 2017
 
 
 
 
 
 
Per share
 
Per share
 
In thousands of U.S. dollars except per share data
 
Amount
 
 basic
 
 diluted
 
 
Net loss
 
$
(41,509
)
 
$
(1.46
)
 
$
(1.46
)
 
 
Adjustments:
 
 
 
 
 
 
 
 
   Merger transaction related costs
 
1,299

 
0.05

 
0.05

 
 
   Deferred financing fees write-off
 
970

 
0.03

 
0.03

 
 
Adjusted net loss
 
$
(39,240
)
 
$
(1.38
)
 
$
(1.38
)
 



18



 
 
 
For the year ended December 31, 2018
 
 
 
 
 
Per share
 
Per share
In thousands of U.S. dollars except per share data
 
Amount
 
 basic
 
 diluted
 
Net loss
 
$
(190,071
)
 
$
(5.46
)
 
(5.46
)
 
Adjustments:
 
 
 
 
 
 
 
   Merger transaction related costs
 
272

 
0.01

 
0.01

 
   Deferred financing fees write-off
 
13,212

 
0.38

 
0.38

 
   Loss on exchange of convertible notes
 
17,838

 
0.51

 
0.51

 
Adjusted net loss
 
$
(158,749
)
 
$
(4.56
)
 
$
(4.56
)



 
 
 
For the year ended December 31, 2017
 
 
 
 
 
 
Per share
 
Per share
 
In thousands of U.S. dollars except per share data
 
Amount
 
 basic
 
 diluted
 
 
Net loss
 
$
(158,240
)
 
$
(7.35
)
 
$
(7.35
)
 
 
Adjustments:
 
 
 
 
 
 
 
 
   Deferred financing fees write-off
 
2,467

 
0.11

 
0.11

 
 
   Merger transaction related costs
 
36,114

 
1.68

 
1.68

 
 
   Bargain purchase gain
 
(5,417
)
 
(0.25
)
 
(0.25
)
 
 
   Loss on sales of vessels
 
23,345

 
1.08

 
1.08

 
 
Adjusted net loss
 
$
(101,731
)
 
$
(4.72
)
(1) 
$
(4.72
)
(1) 

(1) Summation differences due to rounding


Reconciliation of Net Loss to Adjusted EBITDA

 
 
 
For the three months ended December 31,
 
For the year ended December 31,
In thousands of U.S. dollars
 
2018
 
2017
 
2018
 
2017
 
Net loss
 
$
(17,668
)
 
$
(41,509
)
 
$