International Seaways (INSW) Shareholder Sends Letter to the Board of Directors

Famatown Finance Limited (“Famatown”), a company indirectly controlled by trusts settled by Mr. John Fredriksen1 and a member of the Seatankers Group, which is the largest owner of shares of common stock, no par value (“Common Stock”) of International Seaways, Inc. (“International Seaways”) (NYSE: INSW) with ownership of approximately 16.6% of the outstanding Common Stock, has issued an open letter to the Board of Directors of International Seaways.

The full text of the letter sent to the Board of Directors of International Seaways follows:

May 10, 2022

Dear Board Members,

The Seatankers Group holds significant interests within industries such as shipping and energy, oil services and diversified industrials. These investments include, among others, a strategic ownership position in 15 publicly listed companies where the Seatankers Group proactively works with the management teams and Boards of Directors of such companies with the ambition of creating shareholder value. Part of the Seatankers Group’s DNA is to think and act like an investor with a focus on value maximization for the shareholders at all times. Significant dividend distribution and value creation has been created through the Seatankers Group’s involvement in public shipping companies over the last cycles.

The Seatankers Group accumulated a position in International Seaways with the view of International Seaways representing an attractive platform with exposure to a product and crude oil transportation market, which is in the early stage of a global recovery. International Seaways’ share price and return to shareholders has for a prolonged time underperformed relative to peers. With decades of experience and network in the maritime transportation industry, the Seatankers Group is confident it could help unlock further shareholder value in International Seaways.

The Seatankers Group was therefore extremely disappointed with International Seaways’ recent implementation of a poison pill, which was adopted without shareholder approval and without any material dialogue with the Seatankers Group. This poison pill will hinder communication with shareholders regarding strategic decisions and will not allow shareholders to realize the full value of their investments.

The Seatankers Group’s ambition with its ownership in International Seaways is still to create long-term shareholder value consistent with what it has been able to accomplish with its involvement with many other companies in the industry. To achieve this, the Seatankers Group urges International Seaways to add two new Directors to its Board of Directors chosen in consultation with the Seatankers Group.

The addition of two Seatankers Group Directors will add value to International Seaways, which includes but is not limited to:

1. Capital Allocations Decision. Focus on the type, timing and amount of capital allocations, including when to focus on company growth and when to focus on return of capital to shareholders. The Seatankers Group has an outstanding track record of consistently over time making decisions with respect to capital allocations throughout the shipping cycles that are in the best interest of its portfolio companies and their respective shareholders.

2. Debt refinancing. Assist in refinancing existing debt. International Seaways has a higher financing cost than most relevant peers. The Seatankers Group has an extensive network of financing sources from which International Seaways could benefit and reduce its borrowing costs, which will eventually benefit its shareholders.

3. Cost reduction. The Seatankers Group has ownership in a shipping and offshore fleet of more than 450 units and can provide advice on initiatives to reduce the vessel operating cost (OPEX) and other larger cost items.

4. Chartering. The Seatankers Group has extensive experience in optimizing the chartering strategy of large fleets and balancing spot exposure with adequate term coverage in view of where the industry is in the cycle.

5. Strategic Advice. Provide strategic advice to help guide the future direction of International Seaways with the overall ambition of maximizing shareholder returns.

The Seatankers Group urges International Seaways’ management team and Board of Directors to constructively collaborate with the Seatankers Group and support the election of two additional Directors. This will set International Seaways on a path to unlocking further shareholder value through the implementation of the strategic and financial improvements discussed above.

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