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 November 2021

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 November 11 , 2021 announcing results for the third quarter of 2021 and declaration of a quarterly dividend.

The information contained in this Report on Form 6-K, with the exceptions of the comments of the Company's chief executive officer on page 1 and information contained on page 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. 333-230469) that was filed with the U.S. Securities and Exchange Commission with an effective date of March 22, 2019.





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: November 12, 2021
By:/s/ Brian Lee
Brian Lee
Chief Financial Officer

Document

Exhibit 99.1
https://cdn.kscope.io/43148cf18af1faa1632d8b4a5bcc8848-stnglogoa89a.jpg
Scorpio Tankers Inc. Announces Financial Results for the Third Quarter of 2021 and Declaration of a Quarterly Dividend
MONACO--(GLOBE NEWSWIRE - November 11, 2021) - Scorpio Tankers Inc. (NYSE: STNG) ("Scorpio Tankers" or the "Company") today reported its results for the three and nine months ended September 30, 2021. 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.
Results for the three months ended September 30, 2021 and 2020
For the three months ended September 30, 2021, the Company had a net loss of $73.3 million, or $1.34 basic and diluted loss per share.
For the three months ended September 30, 2021, the Company had an adjusted net loss (see Non-IFRS Measures section below) of $76.1 million, or $1.39 basic and diluted loss per share, which excludes from the net loss a $2.9 million, or $0.05 per basic and diluted share, gain recorded as part of the refinancing of the lease financing for five vessels (the accounting for which is described below under the section entitled 'Debt').
For the three months ended September 30, 2020, the Company had a net loss of $20.2 million, or $0.37 basic and diluted loss per share.
For the three months ended September 30, 2020, the Company had an adjusted net loss (see Non-IFRS Measures section below) of $20.2 million, or $0.37 basic and diluted loss per share, which excludes from the net loss (i) a $1.0 million, or $0.02 per basic and diluted share, gain recorded on the Company’s repurchase of its Convertible Notes due 2022 and (ii) a $1.0 million, or $0.02 per basic and diluted share, write-off of deferred financing fees and unamortized fair value discounts on sale and leaseback liabilities that were refinanced during the period.
Results for the nine months ended September 30, 2021 and 2020
For the nine months ended September 30, 2021, the Company had a net loss of $188.4 million, or $3.46 basic and diluted loss per share.
For the nine months ended September 30, 2021, the Company had an adjusted net loss (see Non-IFRS Measures section below) of $184.5 million, or $3.38 basic and diluted loss per share, which excludes from the net loss (i) a $2.9 million, or $0.05 per basic and diluted share, gain recorded as part of the refinancing of the lease financing for five vessels (the accounting for which is described below under the section entitled 'Debt'), (ii) $5.5 million, or $0.10 per basic and diluted share, of aggregate losses recorded on the March 2021 and June 2021 transactions to exchange the Company's existing Convertible Notes due 2022 for new Convertible Notes due 2025, and (iii) a $1.3 million, or $0.02 per basic and diluted share, write-off of deferred financing fees related to the refinancing of certain credit facilities.
For the nine months ended September 30, 2020, the Company had net income of $170.4 million, or $3.11 basic and $2.95 diluted earnings per share.
For the nine months ended September 30, 2020, the Company had an adjusted net income (see Non-IFRS Measures section below) of $170.6 million, or $3.11 basic and $2.95 diluted earnings per share, which excludes from net income (i) a $1.0 million, or $0.02 per basic and diluted share, gain recorded on the Company’s repurchase of its Convertible Notes due 2022 and (ii) a $1.3 million, or $0.02 per basic and diluted share, write-off of deferred financing fees and unamortized fair value discounts on sale and leaseback liabilities that were refinanced during the period.
Emanuele A. Lauro, Chairman and Chief Executive Officer, commented, “We are pleased with our current liquidity, and we are seeing a significant improvement in rates while the global energy markets are tightening.”
Declaration of Dividend
On November 10, 2021, the Company's Board of Directors declared a quarterly cash dividend of $0.10 per common share, payable on or about December 15, 2021 to all shareholders of record as of December 3, 2021 (the record date). As of November 10, 2021, there were 58,369,516 common shares of the Company outstanding.
1


Summary of Third Quarter and Other Recent Significant Events
Below is a summary of the average daily Time Charter Equivalent ("TCE") revenue (see Non-IFRS Measures section below) and duration of contracted voyages and time charters in the pools (excluding voyages outside of the pools) for the Company's vessels thus far in the fourth quarter of 2021 as of the date hereof (See footnotes to "Other operating data" table below for the definition of daily TCE revenue):
Total
PoolAverage daily TCE revenue% of Days
LR2$13,75058 %
LR1$12,50055 %
MR$10,50055 %
Handymax$8,70052 %

Below is a summary of the average daily TCE revenue earned by the Company's vessels in each of the pools (excluding voyages outside of the pools) during the third quarter of 2021:
PoolAverage daily TCE revenue
LR2$10,871
LR1$10,015
MR$10,320
Handymax$7,457
In August 2021, the Company acquired a minority interest in a portfolio of nine product tankers, among which are five dual-fuel MR methanol tankers (built between 2016 and 2021). These five vessels carry methanol as well as traditional petroleum products, and they are powered either by methanol or by traditional marine fuels.
In January 2021, the Company entered into a note distribution agreement with B. Riley Securities, Inc., as sales agent, pursuant to which the Company may offer and sell, from time to time, up to $75.0 million of additional aggregate principal amount of its 7.00% Senior Unsecured Notes due 2025 (the "Senior Notes due 2025"). Since July 1, 2021 and through the date of this press release, the Company issued $10.6 million aggregate principal amount of additional Senior Notes due 2025 for aggregate net proceeds (net of sales agent commissions and offering expenses) of $10.3 million. There is $33.8 million of remaining availability under this program as of November 10, 2021.
In September 2021, the Company closed on the refinancing of the outstanding debt on five LR2s, raising $11.8 million in aggregate new liquidity.
In November 2021, the Company closed on the refinancing of the outstanding debt on six vessels (four LR2s and two Handymax vessels), raising $41.3 million in aggregate new liquidity.
The Company is in discussions with certain financial institutions to further increase its liquidity by up to $34.1 million in connection with the refinancing of six vessels.
The Company also has $18.0 million of additional liquidity available (after the repayment of existing debt) from previously announced financings that have been committed. These drawdowns are expected to occur at varying points in the future as these financings are tied to scrubber installations on the Company’s vessels.
The Company has $228.9 million in cash and cash equivalents as of November 10, 2021.
2


Investment in Dual Fuel Tankers
In August 2021, the Company acquired a minority interest in a portfolio of nine product tankers, consisting of five dual-fuel MR methanol tankers (built between 2016 and 2021) which, in addition to traditional petroleum products, are designed to both carry methanol as a cargo and to consume it as a fuel, along with four ice class 1A LR1 product tankers. The dual-fuel MR methanol tankers are currently on long-term time charter contracts greater than five years. As part of this agreement, the Company acquired a 50% interest in a joint venture that ultimately has a minority interest in the entities that own the vessels for final consideration of $6.7 million.
Diluted Weighted Number of Shares
The computation of earnings or loss per share is determined by taking into consideration the potentially dilutive shares arising from (i) the Company’s equity incentive plan, and (ii) the Company’s Convertible Notes due 2022 and Convertible Notes due 2025. These potentially dilutive shares are excluded from the computation of earnings or loss per share to the extent they are anti-dilutive.
The impact of the Convertible Notes due 2022 and Convertible Notes due 2025 on earnings or loss per share is computed using the if-converted method. Under this method, the Company first includes the potentially dilutive impact of restricted shares issued under the Company’s equity incentive plan, and then assumes that its Convertible Notes due 2022 and Convertible Notes due 2025, which were issued in March and June 2021 were converted into common shares at the beginning of each period. The if-converted method also assumes that the interest and non-cash amortization expense associated with these notes of $6.0 million and $14.4 million during the three and nine months ended September 30, 2021, respectively, were not incurred. Conversion is not assumed if the results of this calculation are anti-dilutive.
For the three and nine months ended September 30, 2021, the Company’s basic weighted average number of shares outstanding were 54,757,241 and 54,512,767, respectively. There were 56,702,496 and 56,766,685 weighted average shares outstanding including the potentially dilutive impact of restricted shares issued under the Company's equity incentive plan, for the three and nine months ended September 30, 2021, respectively. There were 63,936,546 and 62,625,888 weighted average shares outstanding for the three and nine months ended September 30, 2021, respectively, under the if-converted method. Since the Company was in a net loss position in both periods, the potentially dilutive shares arising from both the Company’s restricted shares issued under the Company's equity incentive plan and under the if-converted method were anti-dilutive for purposes of calculating the loss per share. Accordingly, basic weighted average shares outstanding were used to calculate both basic and diluted loss per share for this period.
COVID-19
Initially, the onset of the COVID-19 pandemic in March 2020 resulted in a sharp reduction in economic activity and a corresponding reduction in the global demand for oil and refined petroleum products. This period of time was marked by extreme volatility in the oil markets and the development of a steep contango in the prices of oil and refined petroleum products. Consequently, an abundance of arbitrage and floating storage opportunities opened up, which resulted in record increases in spot TCE rates late in the first quarter of 2020 and throughout the second quarter of 2020. These market dynamics, which were driven by arbitrage trading rather than underlying consumption, led to a build-up of global oil and refined petroleum product inventories. In June 2020, as underlying oil markets stabilized and global economies began to recover, the excess inventories that built up during this period began to slowly unwind thus causing demand for the seaborne transportation of refined petroleum products to decline.
These market conditions, coupled with underlying oil consumption that has yet to reach pre-pandemic levels, have had an adverse impact on spot TCE rates beginning in the third quarter of 2020 and continuing through the third quarter of 2021. Nevertheless, during the second quarter of 2021, the easing of restrictive measures and successful roll-out of vaccines in certain countries served as a catalyst for an economic recovery in many countries throughout the world. Consequently, oil prices have recently reached multi-year highs on the back of steadily increasing consumption, and existing inventories of refined petroleum products have fallen below multi-year averages. Though these dynamics have set the stage for a long-term recovery, spot TCE rates have remained subdued as demand has yet to reach pre-pandemic levels.
The Company expects that the COVID-19 virus will continue to cause volatility in the commodities markets. The scale and duration of these circumstances is unknowable but could continue to have a material impact on the Company's earnings, cash flow and financial condition. An estimate of the impact on the Company's results of operations and financial condition cannot be made at this time.
3


$250 Million Securities Repurchase Program
In September 2020, the Company's Board of Directors authorized a new 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 Senior Notes due 2025 (NYSE: SBBA), Convertible Notes due 2022, and Convertible Notes due 2025. No securities have been repurchased under the new program since its inception through the date of this press release.
Conference Call
The Company has scheduled a conference call on November 11, 2021 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: 5281973
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.
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/mmc/p/2d8p5voo

Current Liquidity
As of November 10, 2021, the Company had $228.9 million in unrestricted cash and cash equivalents.
Drydock, Scrubber and Ballast Water Treatment Update
Set forth below is a table summarizing the drydock, scrubber, and ballast water treatment system activity that occurred during the third quarter of 2021. There was no such activity in progress as of October 1, 2021.
Number of VesselsDrydock Ballast Water Treatment SystemsScrubbers
Aggregate Costs ($ in millions) (1)
Aggregate Off-hire Days in Q3 2021
Completed in the third quarter of 2021
LR233$4.6119
LR1222.288
MR
Handymax
55$6.8207

(1)    Aggregate costs for vessels completed in the quarter represent the total costs incurred, some of which may have been incurred in prior periods.
4


Set forth below are the estimated expected payments to be made for the Company's drydocks, ballast water treatment system installations, and scrubber installations through 2022 (which also include actual payments made during the fourth quarter of 2021 and through November 10, 2021): 
In millions of U.S. dollars
As of September 30, 2021 (1) (2)
Q4 2021 - payments made through November 10, 2021$2.0 
Q4 2021 - remaining payments12.8 
Q1 20227.9 
Q2 20228.9 
Q3 202216.1 
Q4 20226.0 
(1)    Includes estimated cash payments for drydocks, ballast water treatment system installations and scrubber installations.  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. 
(2)    Based upon the commitments received to date, which include the remaining availability under certain financing transactions that have been previously announced, the Company expects to raise approximately $18.0 million of aggregate additional liquidity to finance the purchase and installations of scrubbers (after the repayment of existing debt) once all of the agreements are closed and drawn.  These drawdowns are expected to occur at varying points in the future as these financings are tied to scrubber installations on the Company’s vessels.
Set forth below are the estimated expected number of vessels and estimated expected off-hire days for the Company's drydocks, ballast water treatment system installations, and scrubber installations (1):
Q4 2021
Vessels Scheduled for (2):
Off-hire
Drydock Ballast Water Treatment SystemsScrubbers
Days (3)
LR2— — 80 
LR1— 102 
MR— — — — 
Handymax— — — — 
Total Q4 20216  2 182 
Q1 2022
Vessels Scheduled for (2):
Off-hire
Drydock Ballast Water Treatment SystemsScrubbers
Days (3)
LR2— 71 
LR1— — 170 
MR— — 20 
Handymax— — — — 
Total Q1 20223  4 261 
Q2 2022
5


Vessels Scheduled for (2):
Off-hire
DrydockBallast Water Treatment SystemsScrubbers
Days (3)
LR2— — 29 
LR1— — — — 
MR— 40 
Handymax— — — — 
Total Q2 20222  1 69 
Q3 2022
Vessels Scheduled for (2):
Off-hire
DrydockBallast Water Treatment SystemsScrubbers
Days (3)
LR2— — — — 
LR1— — — — 
MR160 
Handymax— — — — 
Total Q3 20227 5 1 160 
Q4 2022
Vessels Scheduled for (2):
Off-hire
DrydockBallast Water Treatment SystemsScrubbers
Days (3)
LR2— — — — 
LR1— — — — 
MR— 80 
Handymax— — — — 
Total Q4 20222  2 80 
(1)    The number of vessels in these tables may reflect a certain amount of overlap where certain vessels are expected to be drydocked and have ballast water treatment systems and/or scrubbers installed simultaneously.  Additionally, the timing set forth in these tables may vary as drydock, ballast water treatment system installation and scrubber installation times are finalized.
(2)    Represents the number of vessels scheduled to commence drydock, ballast water treatment system, and/or scrubber installations during the period. It does not include vessels that commenced work in prior periods but will be completed in the subsequent period.
(3)    Represents total estimated off-hire days during the period, including vessels that commenced work in a previous period.

6


Debt
Set forth below is a summary of the principal balances of the Company’s outstanding indebtedness as of the dates presented.
In thousands of U.S. DollarsOutstanding Principal as of June 30, 2021Outstanding Principal as of Sept. 30, 2021Outstanding Principal as of Nov. 10, 2021
1
ING Credit Facility (2)
32,386 31,350 — 
2Credit Agricole Credit Facility77,877 75,734 75,734 
3
ABN AMRO / K-Sure Credit Facility (3)
39,901 38,938 38,938 
4Citibank / K-Sure Credit Facility82,610 80,506 80,506 
5
ABN / SEB Credit Facility (2)
76,164 73,634 — 
6Hamburg Commercial Credit Facility38,670 37,847 37,847 
7Prudential Credit Facility47,605 46,219 45,295 
82019 DNB / GIEK Credit Facility49,007 47,229 47,229 
9BNPP Sinosure Credit Facility91,481 91,481 86,314 
102020 $225.0 Million Credit Facility198,389 193,139 193,139 
112021 $21.0 Million Credit Facility20,415 19,830 19,830 
12Ocean Yield Lease Financing132,993 130,148 129,174 
13BCFL Lease Financing (LR2s)84,783 82,063 81,153 
14
CSSC Lease Financing (1)
128,844 139,486 138,272 
15
CSSC Scrubber Lease Financing (1)
2,483 — — 
16BCFL Lease Financing (MRs)76,427 72,659 71,425 
172018 CMBFL Lease Financing 118,489 115,237 114,401 
18$116.0 Million Lease Financing100,887 98,336 97,506 
19AVIC Lease Financing113,069 109,737 109,737 
20China Huarong Lease Financing111,833 107,625 107,625 
21$157.5 Million Lease Financing116,729 113,193 113,193 
22COSCO Lease Financing64,900 62,975 62,975 
232020 CMBFL Lease Financing42,952 42,142 42,142 
242020 TSFL Lease Financing45,589 44,759 44,759 
252020 SPDBFL Lease Financing93,259 91,629 91,629 
262021 AVIC Lease Financing95,517 93,699 93,699 
272021 CMBFL Lease Financing 77,825 76,195 75,790 
282021 TSFL Lease Financing56,567 55,472 55,472 
292021 CSSC Lease Financing 56,523 55,208 54,770 
30
2021 $146.3 Million Lease Financing (2)
— — 146,250 
31IFRS 16 - Leases - 3 MR33,171 31,221 30,582 
32$670.0 Million Lease Financing570,261 558,430 554,503 
33
Unsecured Senior Notes Due 2025 (3)
58,757 68,271 69,347 
34Convertible Notes Due 2022 69,695 69,695 69,695 
35
Convertible Notes Due 2025 (4)
202,930 205,394 206,585 
Gross debt outstanding$3,208,988 $3,159,481 $3,185,516 
Cash and cash equivalents282,229 192,420 228,947 
Net debt$2,926,759 $2,967,061 $2,956,569 
7


(1)    In September 2021, the Company amended and restated the terms of the sale and leaseback arrangement with CSSC (Hong Kong) Shipping Company Limited for five LR2 vessels (STI Gratitude, STI Gladiator, STI Gauntlet, STI Guide and STI Goal). Under the terms of the amended and restated agreement, the borrowing amount increased to $140.7 million from $128.9 million at the time of the transaction (which is inclusive of scrubber financing), resulting in a net additional borrowing of $11.8 million.
The tenor of the arrangement remained unchanged with each lease scheduled to expire throughout 2026 and 2027, however the Company now has the option to extend the lease for each vessel by an additional 24 months. The interest under the amended and restated agreement was reduced to LIBOR plus a margin of 3.50% per annum from LIBOR plus a margin of 4.60% per annum and the principal balance is scheduled to be repaid in equal installments of approximately $0.2 million per vessel per month. Each lease also contains purchase options to re-acquire each of the subject vessels beginning on the second anniversary date from the effective date of the amended agreement, with a purchase obligation for each vessel upon the expiration of each agreement.
The CSSC Lease Financing includes a covenant that requires that the fair market value of each vessel leased under the facility shall at all times be no less than 125% of the outstanding balance for such vessel.
This transaction is being accounted for as an amendment to the original financial liability under IFRS 9 as the terms of the amended and restated arrangement were determined to not be substantially different than that of the original arrangement. Pursuant to IFRS 9, where an existing financial liability is modified, a gain or loss should be recognized as the difference between the original contractual cash flows and the modified contractual cash flows discounted using the original effective interest rate. This calculation resulted in a gain of $2.9 million, which consisted of the gain arising from the present value calculation of the modified contractual cash flows, offset by fees paid to the lessor.
(2)    In November 2021, the Company closed on the sale and leaseback transactions for four LR2 product tankers (STI Connaught, STI Winnie, STI Lauren and STI Broadway) and two Handymax product tankers (STI Rotherhithe and STI Hammersmith) with an international financial institution (the "2021 $146.3 Million Lease Financing"). The borrowing amount under the agreement was $146.3 million in aggregate, and part of the proceeds were used to repay the aggregate outstanding indebtedness of $105.0 million relating to these vessels under the ING Credit Facility and ABN/SEB Credit Facility.
Under this lease financing arrangement, each vessel is subject to a seven-year bareboat charter-in agreement. The lease financings bear interest at LIBOR plus a margin of 3.3% per annum and are scheduled to be repaid in equal quarterly principal installments of approximately $0.7 million on three LR2 vessels, $0.6 million on one LR2 vessel and $0.4 million per Handymax vessel. In addition, the Company has purchase options beginning at the end of the second year of each agreement, and a purchase obligation for each vessel upon the expiration of each agreement. The remaining terms and conditions, including financial covenants, are similar to those set forth in the Company's existing lease financing arrangements.
(3)    In January 2021, the Company entered into a note distribution agreement with B. Riley Securities, Inc., as sales agent, under which the Company may offer and sell, from time to time, up to an additional $75.0 million aggregate principal amount of its Senior Notes due 2025 (the "Additional Notes"). The Additional Notes will have the same terms as (other than date of issuance), form a single series of debt securities with and have the same CUSIP number and are fungible with, the initial notes which were issued on May 29, 2020. Sales of the Additional Notes may be made over a period of time, and from time to time, through the sales agent, in transactions involving an offering of the Senior Notes due 2025 into the existing trading market at prevailing market prices. During the third quarter of 2021, the Company issued $9.5 million aggregate principal amount of Additional Notes for aggregate net proceeds (net of sales agent commissions and offering expenses) of $9.3 million. Since inception of this program and through the date of this press release, the Company issued $41.2 million aggregate principal amount of Additional Notes for aggregate net proceeds (net of sales agent commissions and offering expenses) of $40.3 million.
(4)    The outstanding principal balance reflects the par value of the Convertible Notes Due 2025 of $200.0 million plus the accreted principal balance as of each date presented. The Convertible Notes due 2025 are scheduled to accrete at an annualized rate of approximately 5.52% per annum, with the total balance due at maturity equal to 125.3% of par. The Convertible Notes due 2025 also bear interest at a cash coupon rate of 3.0% per annum, which is calculated based upon the par value of the instrument.

8


Set forth below are the estimated expected future principal repayments on the Company's outstanding indebtedness as of September 30, 2021, which includes principal amounts due under the Company's secured credit facilities, Convertible Notes due 2022, Convertible Notes due 2025, lease financing arrangements, Senior Notes due 2025, and lease liabilities under IFRS 16 (which also include actual scheduled payments made during the fourth quarter of 2021 through November 10, 2021):
As of September 30, 2021 (1)
 In millions of U.S. dollarsTotalMaturities of unsecured debtVessel financings - 2021 and 2022 maturitiesVessel financings - scheduled repayments, in addition to maturities in 2023 and thereafter
Q4 2021 - principal payments made through November 10, 2021 (2)
$17.5 $— $— $17.5 
Q4 202160.9 — — 60.9 
Q1 2022 (3)
92.0 — 19.3 72.7 
Q2 2022 (4)
216.2 69.7 70.2 76.3 
Q3 2022 (5)
89.2 — 18.4 70.8 
Q4 2022 (6)
125.7 — 51.2 74.5 
2023 and thereafter2,558.0 273.7 — 2,284.3 
$3,159.5 $343.4 $159.1 $2,657.0 
(1)    Amounts represent the principal payments due on the Company’s outstanding indebtedness as of September 30, 2021 and do not incorporate the impact of any of the Company’s new financing initiatives which have not closed as of that date.
(2)    Repayments do not include the November 2021 repayment of the aggregate outstanding indebtedness of $105.0 million relating to the vessels under the ING Credit Facility and ABN/SEB Credit Facility which were refinanced as part of the sale and leaseback transaction under the 2021 $146.3 Million Lease Financing.
(3)    Repayments include the scheduled maturity of outstanding debt related to one vessel under the Citi/K-Sure Credit Facility of $19.3 million.
(4)    Repayments include the scheduled maturities of outstanding debt related to (i) the Company's Convertible Notes due 2022 of $69.7 million, (ii) three vessels under the Citi/K-Sure Credit Facility of $57.6 million in aggregate, and (iii) one vessel under the ING Credit Facility of $12.6 million. The scheduled maturity under the ING Credit Facility was repaid in November 2021 as noted above.
(5)    Repayments include the scheduled maturity of outstanding debt related to one vessel under the ABN AMRO/K-Sure Credit Facility of $18.4 million.
(6)    Repayments include the scheduled maturities of outstanding debt related to (i) one vessel under the ABN AMRO/K-Sure Credit Facility of $17.2 million, (ii) one vessel under the Credit Agricole Credit Facility of $16.5 million, and (iii) one vessel under the 2021 $21.0 Million Credit Facility for $17.5 million.
Explanation of Variances on the Third Quarter of 2021 Financial Results Compared to the Third Quarter of 2020
For the three months ended September 30, 2021, the Company recorded a net loss of $73.3 million compared to a net loss of $20.2 million for the three months ended September 30, 2020. 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 voyages, time charters, and pool charters), and it provides useful information to investors and management. The following table sets forth TCE revenue for the three months ended September 30, 2021 and 2020:
9


For the three months ended September 30,
In thousands of U.S. dollars20212020
Vessel revenue$119,271 $177,250 
Voyage expenses(661)(592)
TCE revenue$118,610 $176,658 

TCE revenue for the three months ended September 30, 2021 decreased by $58.0 million to $118.6 million, from $176.7 million for the three months ended September 30, 2020. Overall average TCE revenue per day decreased to $10,139 per day during the three months ended September 30, 2021, from $15,100 per day during the three months ended September 30, 2020.
TCE revenue for the three months ended September 30, 2021 reflected the continued adverse market conditions brought on by the COVID-19 pandemic. While underlying demand for crude and refined petroleum products have improved throughout 2021, it still remains below pre-pandemic levels thus keeping pressure on daily spot TCE rates. These conditions were exacerbated by longer than expected refinery maintenance along with drawdowns of existing inventories during the third quarter of 2021, which negatively affected the demand for the seaborne transportation of refined petroleum products.
TCE revenue for the three months ended September 30, 2020 reflected the aftermath of the extreme volatility brought on by the onset of the COVID-19 pandemic, which initially caused record spikes in spot TCE rates but also led to the buildup of excess inventories during the second quarter of 2020. As markets stabilized in June of 2020, the excess inventories that built up during this period began to slowly unwind thus causing demand for the seaborne transportation of refined petroleum products to decline. TCE revenue for the three months ended September 30, 2020 therefore reflects a mixture of the strong results from voyages that were fixed during the second quarter of 2020 which carried over into the third quarter of 2020, coupled with the weaker results from subsequent voyages that were fixed during the third quarter of 2020.
Vessel operating costs for the three months ended September 30, 2021 increased by $0.1 million to $85.9 million, from $85.8 million for the three months ended September 30, 2020. Vessel operating costs per day increased to $7,126 per day for the three months ended September 30, 2021 from $6,950 per day for the three months ended September 30, 2020. This increase was primarily attributable to (i) costs incurred to transition technical managers for certain MRs that were acquired from Trafigura Maritime Logistics Pte. Ltd. in 2019 (the last of which were transitioned during the third quarter of 2021) and (ii) increased crewing related costs due to COVID-19.
Depreciation expense - owned or sale leaseback vessels for the three months ended September 30, 2021 increased by $0.3 million to $49.7 million, from $49.4 million for the three months ended September 30, 2020. The increase was due to the Company's drydock, scrubber and ballast water treatment system installations that have taken place over the preceding 12-month period.
Depreciation expense - right of use assets for the three months ended September 30, 2021 decreased $1.8 million to $10.4 million from $12.2 million for the three months ended September 30, 2020. Depreciation expense - right of use assets reflects the straight-line depreciation expense recorded under IFRS 16 - Leases. Right of use asset depreciation expense was impacted by the delivery of an MR that was previously under construction in the third quarter of 2020 offset by the redelivery of three Handymax vessels upon the expiration of their bareboat charters in the second and third quarters of 2020 and four Handymax vessels at the end of the first quarter of 2021. The Company had four LR2s and 18 MRs that were accounted for under IFRS 16 - Leases during the three months ended September 30, 2021.
General and administrative expenses for the three months ended September 30, 2021, decreased by $2.8 million to $13.1 million, from $15.9 million for the three months ended September 30, 2020. This decrease was due to an overall reduction in costs during the three months ended September 30, 2021, including reductions in restricted stock amortization and compensation expenses.
Financial expenses for the three months ended September 30, 2021 increased slightly by $0.6 million to $35.8 million, from $35.2 million for the three months ended September 30, 2020. This increase was primarily attributable to an increase in the Company's average debt balance, which increased to $3.2 billion from $3.1 billion for the three months ended September 30, 2021 and 2020, respectively.

Financial income for the three months ended September 30, 2021 increased $2.8 million to $3.0 million from $0.2 million for the three months ended September 30, 2020. Financial income for the three months ended September 30, 2021 reflects the gain recorded upon the modification of the CSSC Lease Financing arrangement as described above in the section entitled 'Debt'.
10


Scorpio Tankers Inc. and Subsidiaries
Condensed Consolidated Statements of Income or Loss
(unaudited)
For the three months ended September 30,For the nine months ended September 30,
In thousands of U.S. dollars except per share and share data2021202020212020
Revenue
Vessel revenue$119,271 $177,250 $392,878 $777,656 
Operating expenses
Vessel operating costs(85,881)(85,752)(249,781)(246,973)
Voyage expenses(661)(592)(3,442)(7,718)
Depreciation - owned or sale leaseback vessels(49,707)(49,377)(147,713)(144,320)
Depreciation - right of use assets(10,408)(12,166)(32,449)(38,972)
General and administrative expenses(13,054)(15,861)(39,938)(51,870)
Total operating expenses(159,711)(163,748)(473,323)(489,853)
Operating (loss) / income(40,440)13,502 (80,445)287,803 
Other (expense) and income, net
Financial expenses(35,810)(35,191)(105,783)(119,084)
Loss on Convertible Notes exchange— — (5,504)— 
Gain on repurchase of Convertible Notes— 1,013 — 1,013 
Financial income3,041 208 3,453 1,068 
Other (expense) and income, net(58)285 (164)(417)
Total other expense, net(32,827)(33,685)(107,998)(117,420)
Net (loss) / income$(73,267)$(20,183)$(188,443)$170,383 
(Loss) / Earnings per share
Basic$(1.34)$(0.37)$(3.46)$3.11 
Diluted$(1.34)$(0.37)$(3.46)$2.95 
Basic weighted average shares outstanding54,757,241 54,905,361 54,512,767 54,800,402 
Diluted weighted average shares outstanding (1)
54,757,241 54,905,361 54,512,767 61,578,016 

(1)     The computation of diluted loss per share for the three and nine months ended September 30, 2021 excludes the effect of potentially dilutive unvested shares of restricted stock and the Convertible Notes due 2022 and Convertible Notes due 2025 because their effect would have been anti-dilutive. The computation of diluted earnings per share for the three and nine months ended September 30, 2020 includes the effect of potentially dilutive unvested shares of restricted stock and the effect of the Convertible Notes due 2022 under the if-converted method.


11


Scorpio Tankers Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(unaudited)
As of
In thousands of U.S. dollarsSeptember 30, 2021December 31, 2020
Assets
Current assets
Cash and cash equivalents$192,420 $187,511 
Accounts receivable40,752 33,017 
Prepaid expenses and other current assets9,902 12,430 
Inventories8,539 9,261 
Total current assets251,613 242,219 
Non-current assets
Vessels and drydock3,884,053 4,002,888 
Right of use assets774,362 807,179 
Other assets109,644 92,145 
Goodwill8,900 8,900 
Restricted cash5,293 5,293 
Total non-current assets4,782,252 4,916,405 
Total assets$5,033,865 $5,158,624 
Current liabilities
Current portion of long-term debt$250,165 $172,705 
Lease liability - sale and leaseback vessels159,343 131,736 
Lease liability - IFRS 1654,389 56,678 
Accounts payable15,246 12,863 
Accrued expenses24,663 32,193 
Total current liabilities503,806 406,175 
Non-current liabilities
Long-term debt803,789 971,172 
Lease liability - sale and leaseback vessels1,307,575 1,139,713 
Lease liability - IFRS 16534,637 575,796 
Total non-current liabilities2,646,001 2,686,681 
Total liabilities3,149,807 3,092,856 
Shareholders' equity
Issued, authorized and fully paid-in share capital:
Share capital659 656 
Additional paid-in capital2,856,936 2,850,206 
Treasury shares(480,172)(480,172)
Accumulated deficit(493,365)(304,922)
Total shareholders' equity1,884,058 2,065,768 
Total liabilities and shareholders' equity$5,033,865 $5,158,624 


12


Scorpio Tankers Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(unaudited)
For the nine months ended September 30, 2021
In thousands of U.S. dollars20212020
Operating activities
Net (loss) / income$(188,443)$170,383 
Depreciation - owned or finance leased vessels147,713 144,320 
Depreciation - right of use assets32,449 38,972 
Amortization of restricted stock18,231 22,134 
Amortization of deferred financing fees5,663 4,823 
Write-off of deferred financing fees and unamortized discounts on sale and leaseback facilities1,326 1,268 
Accretion of convertible notes9,179 6,623 
Gain on sale and leaseback amendment(2,851)— 
Accretion of fair value measurement on debt assumed in business combinations2,582 2,598 
Loss / (gain) on Convertible Notes transactions5,504 (1,013)
31,353 390,108 
Changes in assets and liabilities:
Decrease / (increase) in inventories723 (388)
(Increase) / decrease in accounts receivable(7,736)18,359 
Decrease in prepaid expenses and other current assets2,528 1,452 
(Increase) / decrease in other assets(448)1,058 
Increase / (decrease) in accounts payable 2,697 (4,820)
Decrease in accrued expenses(6,037)(3,029)
(8,273)12,632 
Net cash inflow from operating activities23,080 402,740 
Investing activities
Investment in dual fuel tankers(6,701)— 
Drydock, scrubber, ballast water treatment system and other vessel related payments (owned, finance leased and bareboat-in vessels)(41,008)(152,614)
Net cash outflow from investing activities(47,709)(152,614)
Financing activities
Debt repayments(404,123)(540,732)
Issuance of debt388,885 450,610 
Debt issuance costs(14,080)(11,011)
Issuance / (repurchase / repayment) of convertible notes119,419 (46,737)
Principal repayments on lease liability - IFRS 16(43,080)(60,424)
Decrease in restricted cash— 2,002 
Gross proceeds from issuance of common stock— 2,601 
Equity issuance costs— (26)
Dividends paid(17,483)(17,502)
Repurchase of common stock— (13,115)
Net cash inflow / (outflow) from financing activities29,538 (234,334)
Increase in cash and cash equivalents4,909 15,792 
Cash and cash equivalents at January 1,187,511 202,303 
Cash and cash equivalents at September 30,$192,420 $218,095 

13


Scorpio Tankers Inc. and Subsidiaries
Other operating data for the three months and nine months ended September 30, 2021 and 2020
(unaudited)
For the three months ended September 30,For the nine months ended September 30,
2021202020212020
Adjusted EBITDA(1) (in thousands of U.S. dollars except Fleet Data)
$25,365 $82,109 $117,784 $492,812 
Average Daily Results
TCE per revenue day(2)
$10,139 $15,100 $11,083 $22,447 
Vessel operating costs per day (3)
$7,126 $6,950 $6,926 $6,649 
LR2
TCE per revenue day (2)
$10,871 $19,182 $11,586 $30,492 
Vessel operating costs per day (3)
$7,168 $7,227 $6,849 $6,876 
Average number of vessels42.0 42.0 42.0 42.0 
LR1
TCE per revenue day (2)
$10,015 $17,619 $10,953 $24,899 
Vessel operating costs per day (3)
$7,322 $6,933 $6,761 $6,834 
Average number of vessels12.0 12.0 12.0 12.0 
MR
TCE per revenue day (2)
$10,262 $13,512 $11,330 $18,515 
Vessel operating costs per day (3)
$7,150 $6,829 $7,013 $6,472 
Average number of vessels63.0 62.0 63.0 61.6 
Handymax
TCE per revenue day (2)
$7,458 $9,892 $8,716 $16,990 
Vessel operating costs per day (3)
$6,726 $6,736 $6,912 $6,605 
Average number of vessels14.0 18.1 15.1 20.0 
Fleet data
Average number of vessels131.0 134.1 132.1 135.6 
Drydock
Drydock, scrubber, ballast water treatment system and other vessel related payments for owned, sale leaseback and bareboat chartered-in vessels (in thousands of U.S. dollars)$13,700 $32,809 $41,008 $152,614 
14


(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, sale leasebacked, 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, sale leasebacked 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 owned, sale leasebacked, or bareboat chartered-in vessels, not time chartered-in vessels.
15


Fleet list as of November 10, 2021
Vessel NameYear BuiltDWTIce classEmploymentVessel typeScrubber
Owned, sale leaseback and bareboat chartered-in vessels
1STI Brixton201438,734 1A SHTP (1) HandymaxN/A
2STI Comandante201438,734 1A SHTP (1) HandymaxN/A
3STI Pimlico201438,734 1A SHTP (1) HandymaxN/A
4STI Hackney201438,734 1A SHTP (1) HandymaxN/A
5STI Acton201438,734 1A SHTP (1) HandymaxN/A
6STI Fulham201438,734 1A SHTP (1) HandymaxN/A
7STI Camden201438,734 1A SHTP (1) HandymaxN/A
8STI Battersea201438,734 1A SHTP (1) HandymaxN/A
9STI Wembley201438,734 1A SHTP (1) HandymaxN/A
10STI Finchley201438,734 1A SHTP (1) HandymaxN/A
11STI Clapham201438,734 1A SHTP (1) HandymaxN/A
12STI Poplar201438,734 1A SHTP (1) HandymaxN/A
13STI Hammersmith201538,734 1A SHTP (1) HandymaxN/A
14STI Rotherhithe201538,734 1A SHTP (1) HandymaxN/A
15STI Amber201249,990 SMRP (2)MRYes
16STI Topaz201249,990 SMRP (2)MRYes
17STI Ruby201249,990 SMRP (2)MRNot Yet Installed
18STI Garnet201249,990 SMRP (2)MRYes
19STI Onyx201249,990 SMRP (2)MRYes
20STI Fontvieille201349,990 SMRP (2)MRNot Yet Installed
21STI Ville201349,990 SMRP (2)MRNot Yet Installed
22STI Duchessa201449,990 SMRP (2)MRNot Yet Installed
23STI Opera201449,990 SMRP (2)MRNot Yet Installed
24STI Texas City201449,990 SMRP (2)MRYes
25STI Meraux201449,990 SMRP (2)MRYes
26STI San Antonio201449,990 SMRP (2)MRYes
27STI Venere201449,990 SMRP (2)MRYes
28STI Virtus201449,990 SMRP (2)MRYes
29STI Aqua201449,990 SMRP (2)MRYes
30STI Dama201449,990 SMRP (2)MRYes
31STI Benicia201449,990 SMRP (2)MRYes
32STI Regina201449,990 SMRP (2)MRYes
33STI St. Charles201449,990 SMRP (2)MRYes
34STI Mayfair201449,990 SMRP (2)MRYes
35STI Yorkville201449,990 SMRP (2)MRYes
36STI Milwaukee201449,990 SMRP (2)MRYes
37STI Battery201449,990 SMRP (2)MRYes
38STI Soho201449,990 SMRP (2)MRYes
39STI Memphis201449,990 SMRP (2)MRYes
40STI Tribeca201549,990 SMRP (2)MRYes
41STI Gramercy201549,990 SMRP (2)MRYes
42STI Bronx201549,990 SMRP (2)MRYes
43STI Pontiac201549,990 SMRP (2)MRYes
44STI Manhattan201549,990 SMRP (2)MRYes
45STI Queens201549,990 SMRP (2)MRYes
16


Vessel NameYear BuiltDWTIce classEmploymentVessel typeScrubber
46STI Osceola201549,990 SMRP (2)MRYes
47STI Notting Hill201549,687 1BSMRP (2)MRYes
48STI Seneca201549,990 SMRP (2)MRYes
49STI Westminster201549,687 1BSMRP (2)MRYes
50STI Brooklyn201549,990 SMRP (2)MRYes
51STI Black Hawk201549,990 SMRP (2)MRYes
52STI Galata201749,990 SMRP (2)MRYes
53STI Bosphorus201749,990 SMRP (2)MRNot Yet Installed
54STI Leblon201749,990 SMRP (2)MRYes
55STI La Boca201749,990 SMRP (2)MRYes
56STI San Telmo201749,990 1BSMRP (2)MRNot Yet Installed
57STI Donald C Trauscht201749,990 1BSMRP (2)MRNot Yet Installed
58STI Esles II201849,990 1BSMRP (2)MRNot Yet Installed
59STI Jardins201849,990 1BSMRP (2)MRNot Yet Installed
60STI Magic201950,000 SMRP (2)MRYes
61STI Majestic201950,000 SMRP (2)MRYes
62STI Mystery201950,000 SMRP (2)MRYes
63STI Marvel201950,000 SMRP (2)MRYes
64STI Magnetic201950,000 SMRP (2)MRYes
65STI Millennia201950,000 SMRP (2)MRYes
66STI Magister (formerly STI Master)201950,000 SMRP (2)MRYes
67STI Mythic201950,000 SMRP (2)MRYes
68STI Marshall201950,000 SMRP (2)MRYes
69STI Modest201950,000 SMRP (2)MRYes
70STI Maverick201950,000 SMRP (2)MRYes
71STI Miracle202050,000 SMRP (2)MRYes
72STI Maestro202050,000 SMRP (2)MRYes
73STI Mighty202050,000 SMRP (2)MRYes
74STI Maximus202050,000 SMRP (2)MRYes
75STI Excel201574,000 SLR1P (3)LR1Not Yet Installed
76STI Excelsior201674,000 SLR1P (3)LR1Not Yet Installed
77STI Expedite201674,000 SLR1P (3)LR1Not Yet Installed
78STI Exceed201674,000 SLR1P (3)LR1Not Yet Installed
79STI Executive201674,000 SLR1P (3)LR1Yes
80STI Excellence201674,000 SLR1P (3)LR1Yes
81STI Experience201674,000 SLR1P (3)LR1Not Yet Installed
82STI Express201674,000 SLR1P (3)LR1Yes
83STI Precision201674,000 SLR1P (3)LR1Yes
84STI Prestige201674,000 SLR1P (3)LR1Yes
85STI Pride201674,000 SLR1P (3)LR1Yes
86STI Providence201674,000 SLR1P (3)LR1Yes
87STI Elysees2014109,999 SLR2P (4)LR2Yes
88STI Madison2014109,999 SLR2P (4)LR2Yes
89STI Park2014109,999 SLR2P (4)LR2Yes
90STI Orchard2014109,999 SLR2P (4)LR2Yes
91STI Sloane2014109,999 SLR2P (4)LR2Yes
92STI Broadway2014109,999 SLR2P (4)LR2Yes
93STI Condotti2014109,999 SLR2P (4)LR2Yes
94STI Rose2015109,999 SLR2P (4)LR2Yes
95STI Veneto2015109,999 SLR2P (4)LR2Yes
96STI Alexis2015109,999 SLR2P (4)LR2Yes
97STI Winnie2015109,999 SLR2P (4)LR2Yes
17


Vessel NameYear BuiltDWTIce classEmploymentVessel typeScrubber
98STI Oxford2015109,999 SLR2P (4)LR2Yes
99STI Lauren2015109,999 SLR2P (4)LR2Yes
100STI Connaught2015109,999 SLR2P (4)LR2Yes
101STI Spiga2015109,999 SLR2P (4)LR2Yes
102STI Savile Row2015109,999 SLR2P (4)LR2Yes
103STI Kingsway2015109,999 SLR2P (4)LR2Yes
104STI Carnaby2015109,999 SLR2P (4)LR2Yes
105STI Solidarity2015109,999 SLR2P (4)LR2Yes
106STI Lombard2015109,999 SLR2P (4)LR2Yes
107STI Grace2016109,999 SLR2P (4)LR2Yes
108STI Jermyn2016109,999 SLR2P (4)LR2Yes
109STI Sanctity2016109,999 SLR2P (4)LR2Yes
110STI Solace2016109,999 SLR2P (4)LR2Yes
111STI Stability2016109,999 SLR2P (4)LR2Yes
112STI Steadfast2016109,999 SLR2P (4)LR2Yes
113STI Supreme2016109,999 SLR2P (4)LR2Not Yet Installed
114STI Symphony2016109,999 SLR2P (4)LR2Yes
115STI Gallantry2016113,000 SLR2P (4)LR2Yes
116STI Goal2016113,000 SLR2P (4)LR2Yes
117STI Nautilus2016113,000 SLR2P (4)LR2Yes
118STI Guard2016113,000 SLR2P (4)LR2Yes
119STI Guide2016113,000 SLR2P (4)LR2Yes
120STI Selatar2017109,999 SLR2P (4)LR2Yes
121STI Rambla2017109,999 SLR2P (4)LR2Yes
122STI Gauntlet2017113,000 SLR2P (4)LR2Yes
123STI Gladiator2017113,000 SLR2P (4)LR2Yes
124STI Gratitude2017113,000 SLR2P (4)LR2Yes
125STI Lobelia2019110,000 SLR2P (4)LR2Yes
126STI Lotus2019110,000 SLR2P (4)LR2Yes
127STI Lily2019110,000 SLR2P (4)LR2Yes
128STI Lavender2019110,000 SLR2P (4)LR2Yes
129STI Beryl201349,990 SMRP (2)MRNot Yet Installed(5)
130STI Le Rocher201349,990 SMRP (2)MRNot Yet Installed(5)
131STI Larvotto201349,990 SMRP (2)MRNot Yet Installed(5)
Total owned, sale leaseback and bareboat chartered-in fleet DWT9,223,160
(1)This vessel operates in the Scorpio Handymax Tanker Pool, or SHTP. SHTP is a Scorpio Pool and is operated by Scorpio Commercial Management S.A.M. (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 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 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 Pool and is operated by SCM. SLR2P and SCM are related parties to the Company.
(5)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 per vessel, 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 per vessel 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.
18


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 the amount of dividends, if any, depends on the Company's earnings, financial condition, cash requirements and availability, fleet renewal and expansion, restrictions in loan agreements, the provisions of Marshall Islands law affecting the payment of dividends and other factors.
The Company's dividends paid during 2020 and 2021 were as follows:
Date paidDividends per common
share
March 2020$0.100
June 2020$0.100
September 2020$0.100
December 2020$0.100
March 2021$0.100
June 2021$0.100
September 2021$0.100

On November 10, 2021, the Company's Board of Directors declared a quarterly cash dividend of $0.10 per common share, payable on or about December 15, 2021 to all shareholders of record as of December 3, 2021 (the record date). As of November 10, 2021, there were 58,369,516 common shares of the Company outstanding.
$250 Million Securities Repurchase Program
In September 2020, the Company's Board of Directors authorized a new 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 Senior Notes due 2025 (NYSE: SBBA), which were originally issued in May 2020, Convertible Notes due 2022, which were issued in May and July 2018, and Convertible Notes due 2025, which were issued in March and June 2021. No securities have been repurchased under the new program since its inception through the date of this press release.
At the Market Equity Offering Program
In November 2019, the Company entered into an “at the market” offering program (the "ATM Equity Program") pursuant to which it may sell up to $100 million of its common shares, par value $0.01 per share. As part of the ATM Equity Program, the Company entered into an equity distribution agreement dated November 7, 2019 (the "Sales Agreement"), with BTIG, LLC, as sales agent (the "Equity ATM Agent"). In accordance with the terms of the Sales Agreement, the Company may offer and sell its common shares from time to time through the Equity ATM Agent by means of ordinary brokers’ transactions on the NYSE at market prices, in block transactions, or as otherwise agreed upon by the Equity ATM Agent and the Company.
There is $97.4 million of remaining availability under the ATM Equity Program as of November 10, 2021.
About Scorpio Tankers Inc.
Scorpio Tankers Inc. is a provider of marine transportation of petroleum products worldwide. Scorpio Tankers Inc. currently owns, finance leases or bareboat charters-in 131 product tankers (42 LR2 tankers, 12 LR1 tankers, 63 MR tankers and 14 Handymax tankers) with an average age of 5.8 years. 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 ("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.
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The Company believes that the presentation of TCE 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 TCE 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 TCE revenue, adjusted net income or loss with 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.
TCE revenue, on a historical basis, is reconciled above in the section entitled "Explanation of Variances on the Third Quarter of 2021 Financial Results Compared to the Third Quarter of 2020". The Company has not provided a reconciliation of forward-looking TCE revenue because the most directly comparable IFRS measure on a forward-looking basis is not available to the Company without unreasonable effort.
Reconciliation of Net Loss to Adjusted Net Loss
For the three months ended Sept. 30, 2021
  Per sharePer share
In thousands of U.S. dollars except per share dataAmount basic diluted
Net loss$(73,267)$(1.34)$(1.34)
Adjustments:
Gain on sale and leaseback amendment(2,851)(0.05)(0.05)
Adjusted net loss$(76,118)$(1.39)$(1.39)


For the three months ended Sept. 30, 2020
Per sharePer share
In thousands of U.S. dollars except per share dataAmount basic diluted
Net loss$(20,183)$(0.37)$(0.37)
Adjustment:
Write-off of deferred financing fees and unamortized discounts on sale and leaseback facilities955 0.02 0.02 
Gain on repurchase of Convertible Notes(1,013)(0.02)(0.02)
Adjusted net loss$(20,241)$(0.37)$(0.37)


For the nine months ended Sept. 30, 2021
Per sharePer share
In thousands of U.S. dollars except per share dataAmount basic diluted
Net loss$(188,443)$(3.46)$(3.46)
Adjustments:
   Loss on Convertible Notes exchange5,504 0.10 0.10 
   Write-off of deferred financing fees1,326 0.02 0.02 
   Gain on sale and leaseback amendment(2,851)(0.05)(0.05)
Adjusted net loss$(184,464)$(3.38)$(3.38)(1)


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For the nine months ended Sept. 30, 2020
Per sharePer share
In thousands of U.S. dollars except per share dataAmount basic diluted
Net income $170,383 $3.11 $2.95 
Adjustments:
Write-off of deferred financing fees and unamortized discounts on sale and leaseback facilities1,268 0.02 0.02 
Gain on repurchase of Convertible Notes$(1,013)$(0.02)$(0.02)
Adjusted net income $170,638 $3.11 $2.95 

(1) Summation difference due to rounding.


Reconciliation of Net (Loss) / Income to Adjusted EBITDA

For the three months ended September 30,For the nine months ended September 30,
In thousands of U.S. dollars2021202020212020
Net (loss) / income$(73,267)$(20,183)$(188,443)$170,383 
   Financial expenses35,810 35,191 105,783 119,084 
   Financial income(3,041)(208)(3,453)(1,068)
   Depreciation - owned or finance leased vessels49,707 49,377 147,713 144,320 
   Depreciation - right of use assets10,408 12,166 32,449 38,972 
   Amortization of restricted stock5,748 6,779 18,231 22,134 
   Loss on Convertible Notes exchange— — 5,504 — 
   Gain on repurchase of Convertible Notes— (1,013)— (1,013)
Adjusted EBITDA$25,365 $82,109 $117,784 $492,812 


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Forward-Looking Statements

Matters discussed in this press release may constitute forward‐looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward‐looking statements in order to encourage companies to provide prospective information about their business. Forward‐looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words "believe," "expect," "anticipate," "estimate," "intend," "plan," "target," "project," "likely," "may," "will," "would," "could" and similar expressions identify forward‐looking statements.

The forward‐looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in the Company’s records and other data available from third parties. Although management believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond the Company’s control, there can be no assurance that the Company will achieve or accomplish these expectations, beliefs or projections. The Company undertakes no obligation, and specifically declines any obligation, except as required by law, to publicly update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise.

In addition to these important factors, other important factors that, in the Company’s view, could cause actual results to differ materially from those discussed in the forward‐looking statements include unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, length and severity of the ongoing novel coronavirus (COVID-19) outbreak, including its effect on demand for petroleum products and the transportation thereof, expansion and growth of the Company’s operations, risks relating to the integration of assets or operations of entities that it has or may in the future acquire and the possibility that the anticipated synergies and other benefits of such acquisitions may not be realized within expected timeframes or at all, the failure of counterparties to fully perform their contracts with the Company, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for tanker vessel capacity, changes in the Company’s operating expenses, including bunker prices, drydocking and insurance costs, the market for the Company’s vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off‐hires, and other factors. Please see the Company's filings with the SEC for a more complete discussion of certain of these and other risks and uncertainties.


Scorpio Tankers Inc.
212-542-1616

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