Scorpio Tankers Inc. | CIK:0001483934 | 3

  • Filed: 3/23/2018
  • Entity registrant name: Scorpio Tankers Inc. (CIK: 0001483934)
  • Generator: Workiva (WebFilings)
  • SEC filing page: http://www.sec.gov/Archives/edgar/data/1483934/000148393418000015/0001483934-18-000015-index.htm
  • XBRL Instance: http://www.sec.gov/Archives/edgar/data/1483934/000148393418000015/stng-20171231.xml
  • XBRL Cloud Viewer: Click to open XBRL Cloud Viewer
  • EDGAR Dashboard: https://edgardashboard.xbrlcloud.com/edgar-dashboard/?cik=0001483934
  • Open this page in separate window: Click

    • ifrs-full:DisclosureOfDetailedInformationAboutBorrowingsExplanatory

    The following is a breakdown of the current and non-current portion of our debt outstanding as of December 31, 2017 and December 31, 2016:
     
    As of December 31,
    In thousands of U.S. dollars
    2017
     
    2016
    Current portion (1)
    $
    113,036

     
    $
    353,012

    Finance lease (2)
    50,146

     
    —

    Current portion of long-term debt
    163,182

     
    353,012

     
     
     
     
    Non-current portion (3)
    1,937,018

     
    1,529,669

    Finance lease (4)
    666,993

     
    —

     
    $
    2,767,193

     
    $
    1,882,681

    (1)
    The current portion at December 31, 2017 was net of unamortized deferred financing fees of $1.7 million. The current portion at December 31, 2016 was net of unamortized deferred financing fees of $4.3 million.
    (2)
    The current portion at December 31, 2017 was net of unamortized deferred financing fees of $0.1 million.
    (3)
    The non-current portion at December 31, 2017 was net of unamortized deferred financing fees of $33.4 million. The non-current portion at December 31, 2016 was net of unamortized deferred financing fees of $33.1 million.
    (4)
    The non-current portion at December 31, 2017 was net of unamortized deferred financing fees of $1.1 million.
    The minimum threshold for the aggregate fair market value of the vessels as a percentage of the then aggregate principal amount in the facility shall at all times be no less than the following:
    From
     
    To
     
    Minimum ratio
    01-Jan-16
     
    31-Dec-16
     
    165
    %
    01-Jan-17
     
    31-Dec-17
     
    160
    %
    01-Jan-18
     
    31-Dec-18
     
    155
    %
    01-Jan-19
     
    31-Dec-19
     
    150
    %
    01-Jan-20
     
    Thereafter
     
    145
    %
    The following is a table summarizing the carrying value our current debt, non-current debt and available debt, by facility, as of December 31, 2017. The vessels collateralized under each facility as of December 31, 2017 are listed in Note 6. Interest accrued on our outstanding indebtedness has been recorded within accrued expenses on our consolidated balance sheets.

     
    As of December 31, 2017
     
    In thousands of U.S. dollars
    Current
     
    Non-Current
     
    Total outstanding
     
    Available
     
    K-Sure Credit Facility
    $
    2,757

     
    $
    237,162

     
    $
    239,919

     
    $
    —

     
    KEXIM Credit Facility
    33,650

     
    299,300

     
    332,950

     
    —

     
    Credit Suisse Credit Facility
    1,945

     
    51,543

     
    53,488

     
    —

     
    ABN AMRO Credit Facility
    8,887

     
    104,425

     
    113,312

     
    —

     
    ING Credit Facility
    3,388

     
    106,456

     
    109,844

     
    —

     
    BNP Paribas Credit Facility
    3,450

     
    39,100

     
    42,550

     
    —

     
    Scotiabank Credit Facility
    1,110

     
    27,750

     
    28,860

     
    —

     
    NIBC Credit Facility
    2,849

     
    31,863

     
    34,712

     
    —

     
    2016 Credit Facility
    20,376

     
    175,603

     
    195,979

     
    —

     
    2017 Credit Facility
    11,561

     
    130,253

     
    141,814

     
    21,450

    (1) 
    HSH Credit Facility
    1,592

     
    13,824

     
    15,416

     
    —

     
    DVB 2017 Credit Facility
    5,920

     
    72,520

     
    78,440

     
    —

     
    Credit Agricole Credit Facility
    7,703

     
    96,211

     
    103,914

     
    —

     
    ABN / K-Sure Credit Facility
    3,076

     
    46,832

     
    49,908

     
    —

     
    Citi / K-Sure Credit Facility
    6,443

     
    97,609

     
    104,052

     
    —

     
    Ocean Yield Lease Financing
    10,263

     
    158,753

     
    169,016

     
    —

     
    CMBFL Lease Financing
    4,717

     
    61,198

     
    65,915

     
    —

     
    BCFL Lease Financing (LR2s)
    6,742

     
    97,445

     
    104,187

     
    —

     
    CSSC Lease Financing
    18,134

     
    251,831

     
    269,965

     
    —

     
    BCFL Lease Financing (MRs)
    10,401

     
    98,831

     
    109,232

     
    —

     
    Senior Notes Due 2020
    —

     
    53,750

     
    53,750

     
    —

     
    Senior Notes Due 2019
    —

     
    57,500

     
    57,500

     
    —

     
    Convertible Notes
    —

     
    328,717

     
    328,717

     
    —

     
     
    164,964

     
    2,638,476

     
    2,803,440

     
    21,450

     
    Less: deferred financing fees
    (1,782
    )
     
    (34,465
    )
     
    (36,247
    )
     
    —

     
     
    $
    163,182

     
    $
    2,604,011

     
    $
    2,767,193

     
    $
    21,450

     

    (1)
    Availability can be used to finance the lesser of 60% of the contract price and 60% of the fair market value of the vessel that was collateralized under this facility in January 2018, STI Jardins. This amount was drawn when this vessel was delivered in January 2018.

    The drawdowns are summarized as follows:
    Drawdown amount
     
     
     
     
    (in millions of U.S. dollars)
     
    Drawdown date
     
    Collateral
    $
    28.3

     
    April 2017
     
    STI Alexis
    18.9

     
    April 2017
     
    STI Seneca
    17.9

     
    April 2017
     
    STI Milwaukee
    16.3

     
    April 2017
     
    STI Wembley
    During the year ended December 31, 2017, we made the following drawdowns to partially finance the purchase of seven newbuilding MRs:
    Drawdown amount
     
     
     
     
    (in millions of U.S. dollars)
     
    Drawdown date
     
    Collateral
    $
    20.4

     
    March 2017
     
    STI Galata
    20.4

     
    April 2017
     
    STI Bosphorus
    21.0

     
    June 2017
     
    STI Leblon
    21.0

     
    July 2017
     
    STI La Boca
    20.6

     
    September 2017
     
    STI San Telmo
    20.7

     
    October 2017
     
    STI Donald C Trauscht
    21.5

     
    December 2017
     
    STI Esles II
    The table below details the dividends declared from the issuance of the Convertible Notes through December 31, 2017 and their corresponding effect to the conversion rate of the Convertible Notes. The conversion rate as of December 31, 2017 was 98.7742.
    Record Date
     
    Dividends per share
     
    Share Adjusted Conversion Rate (1)
    August 22, 2014
     
    $
    0.100

     
    82.8556
    November 25, 2014
     
    $
    0.120

     
    84.0184
    March 13, 2015
     
    $
    0.120

     
    85.2216
    May 21, 2015
     
    $
    0.125

     
    86.3738
    August 14, 2015
     
    $
    0.125

     
    87.4349
    November 24, 2015
     
    $
    0.125

     
    88.6790
    March 10, 2016
     
    $
    0.125

     
    90.5311
    May 11, 2016
     
    $
    0.125

     
    92.5323
    September 15, 2016
     
    $
    0.125

     
    94.9345
    November 25, 2016
     
    $
    0.125

     
    97.7039
    February 23, 2017
     
    $
    0.010

     
    97.9316
    May 11, 2017
     
    $
    0.010

     
    98.1588
    September 25, 2017
     
    $
    0.010

     
    98.4450
    December 13, 2017
     
    $
    0.010

     
    98.7742
    (1)  Per $1,000 principal amount.

    In February 2017, we refinanced the outstanding indebtedness related to STI Duchessa and STI Onyx by repaying an aggregate of $23.7 million on our 2011 Credit Facility and drawing down an aggregate of $31.1 million from this facility as follows:
    Drawdown amount
     
     
     
     
    (in millions of U.S. dollars)
     
    Drawdown date
     
    Collateral
    $
    16.5

     
    February 2017
     
    STI Duchessa
    14.6

     
    February 2017
     
    STI Onyx
    The minimum threshold for the aggregate fair market value of the vessels as a percentage of the then aggregate principal amount of the facility shall at all times be no less than the following:
    From
     
    To
     
    Minimum ratio
    01-Jan-16
     
    31-Dec-16
     
    165
    %
    01-Jan-17
     
    31-Dec-17
     
    160
    %
    01-Jan-18
     
    31-Dec-18
     
    155
    %
    01-Jan-19
     
    31-Dec-19
     
    150
    %
    01-Jan-20
     
    Thereafter
     
    145
    %
    The following table depicts the indebtedness assumed as part of the NPTI Vessel Acquisition and Merger. The terms and conditions of each of these facilities are described below.
    In thousands of U.S. dollars
    Balance assumed from NPTI (1)
    Fair value adjustments (2)
    Opening balance sheet fair value
    Scheduled repayments
    Other repayments
     
    Accretion / (amortization) of fair value adjustments (3)
    Carrying Value at December 31, 2017
    Credit Agricole Credit Facility
    $
    118,289

    $
    (4,433
    )
    $
    113,856

    $
    (4,284
    )
    $
    (6,142
    )
    (4) 
    $
    484

    $
    103,914

    ABN AMRO/K-Sure Credit Facility
    55,307

    (3,739
    )
    51,568

    (1,926
    )
    —

     
    266

    49,908

    Citi/K-Sure Credit Facility
    116,274

    (8,690
    )
    107,584

    (4,208
    )
    —

     
    676

    104,052

    Ocean Yield Lease Financing
    174,180

    (1,774
    )
    172,406

    (3,459
    )
    —

     
    69

    169,016

    CMBFL Lease Financing
    69,333

    (1,029
    )
    68,304

    (2,454
    )
    —

     
    65

    65,915

    BCFL Lease Financing (LR2s)
    110,559

    (4,136
    )
    106,423

    (2,439
    )
    —

     
    203

    104,187

    CSSC Lease Financing
    280,819

    6,415

    287,234

    (6,071
    )
    (10,913
    )
    (5) 
    (285
    )
    269,965

     
    $
    924,761

    $
    (17,386
    )
    $
    907,375

    $
    (24,841
    )
    $
    (17,055
    )
     
    $
    1,478

    $
    866,957


    (1)    These amounts represent the carrying value of NPTI's borrowings as of the closing date of (i) the NPTI Vessel Acquisition on June 14, 2017 (which relates to the Credit Agricole Credit Facility) and (ii) the September Closing on September 1, 2017 (which relates to all other facilities).
    (2)    The carrying value of NPTI's borrowings was adjusted to fair value as part of the purchase price allocation, which is described in Note 2. These figures represent the fair value adjustments for each facility or financing arrangement as of the closing dates of the NPTI Vessel Acquisition and the September Closing.
    (3)    These amounts represent the accretion or amortization of the fair value adjustments relating to the indebtedness assumed from NPTI that have been recorded since the closing dates of the NPTI Vessel Acquisition and the September Closing.
    (4)     Represents the release of $6.1 million held in retention and debt service reserve accounts on the closing date of the NPTI Vessel Acquisition. The proceeds from these releases were used to repay the outstanding indebtedness under this facility at that date.
    (5)    Represents the release of $10.9 million held in a restricted cash account in September 2017, which was assumed at the September Closing.  This amount was held as restricted cash upon the September Closing and subsequently utilized to repay the outstanding indebtedness under this arrangement in order to maintain compliance with the security coverage ratio (which is described further below).
    The aggregate of the FMV of the vessels provided as collateral under the facility shall at all times be no less than the following percentage of the then aggregate outstanding principal amount of the loans under the credit facility.
    From
     
    To
     
    Minimum ratio
    29-Feb-16
     
    31-Mar-19
     
    155
    %
    1-Apr-19
     
    31-Mar-20
     
    150
    %
    1-Apr-20
     
    Thereafter
     
    145
    %
    Concurrent with the amendment on the ratio of EBITDA to net interest expense financial covenant in August 2017, the security cover ratio under the 2017 Credit Facility was revised such that the aggregate of the FMV of the vessels provided as collateral under the facility shall at all times be no less than the following percentages of the then aggregate outstanding principal amount of the loans under the credit facility:
    From
     
    To
     
    Minimum ratio
    3-Aug-17
     
    31-Dec-17
     
    160
    %
    1-Jan-18
     
    31-Dec-18
     
    155
    %
    1-Jan-19
     
    31-Dec-19
     
    150
    %
    1-Jan-20
     
    Thereafter
     
    145
    %
    The following is a rollforward of the activity within debt (current and non-current), by facility, for the year ended December 31, 2017:
     
     
     
     
    Activity
     
     
    In thousands of U.S. dollars
     
    Outstanding balance as of December 31, 2016
     
    Drawdowns
     
    Debt assumed from NPTI (1)
     
    Repayments
     
    Other Activity(2)
     
    Outstanding balance as of December 31, 2017
    2011 Credit Facility
     
    $
    93,041

     
    $
    —

     
    $
    —

     
    $
    (93,041
    )
     
    $
    —

     
    $
    —

    K-Sure Credit Facility
     
    314,032

     
    —

     
    —

     
    (74,113
    )
     
    —

     
    239,919

    KEXIM Credit Facility
     
    366,600

     
    —

     
    —

     
    (33,650
    )
     
    —

     
    332,950

    Credit Suisse Credit Facility
     
    —

     
    58,350

     
    —

     
    (4,862
    )
     
    —

     
    53,488

    ABN AMRO Credit Facility
     
    126,350

     
    —

     
    —

     
    (13,038
    )
     
    —

     
    113,312

    ING Credit Facility
     
    124,290

     
    —

     
    —

     
    (14,446
    )
     
    —

     
    109,844

    BNP Paribas Credit Facility
     
    32,200

     
    40,825

     
    —

     
    (30,475
    )
     
    —

     
    42,550

    Scotiabank Credit Facility
     
    32,190

     
    —

     
    —

     
    (3,330
    )
     
    —

     
    28,860

    NIBC Credit Facility
     
    39,817

     
    —

     
    —

     
    (5,105
    )
     
    —

     
    34,712

    2016 Credit Facility
     
    281,184

     
    —

     
    —

     
    (85,205
    )
     
    —

     
    195,979

    DVB 2016 Credit Facility
     
    88,375

     
    —

     
    —

     
    (88,375
    )
     
    —

     
    —

    2017 Credit Facility
     
    —

     
    145,500

     
    —

     
    (3,686
    )
     
    —

     
    141,814

    HSH Credit Facility
     
    —

     
    31,125

     
    —

     
    (15,709
    )
     
    —

     
    15,416

    DVB 2017 Credit Facility
     
    —

     
    81,400

     
    —

     
    (2,960
    )
     
    —

     
    78,440

    Credit Agricole Credit Facility
     
    —

     
    —

     
    113,856

     
    (4,284
    )
     
    (5,658
    )
    (3) 
    103,914

    ABN / K-Sure Credit Facility
     
    —

     
    —

     
    51,568

     
    (1,926
    )
     
    266

     
    49,908

    Citi / K-Sure Credit Facility
     
    —

     
    —

     
    107,584

     
    (4,208
    )
     
    676

     
    104,052

    Ocean Yield Lease Financing
     
    —

     
    —

     
    172,406

     
    (3,459
    )
     
    69

     
    169,016

    CMBFL Lease Financing
     
    —

     
    —

     
    68,304

     
    (2,454
    )
     
    65

     
    65,915

    BCFL Lease Financing (LR2s)
     
    —

     
    —

     
    106,423

     
    (2,439
    )
     
    203

     
    104,187

    CSSC Lease Financing
     
    —

     
    —

     
    287,234

     
    (6,071
    )
     
    (11,198
    )
    (4) 
    269,965

    BCFL Lease Financing (MRs)
     
    —

     
    110,942

     
    —

     
    (1,710
    )
     
    —

     
    109,232

    Unsecured Senior Notes Due 2020
     
    53,750

     
    —

     
    —

     
    —

     
    —

     
    53,750

    Unsecured Senior Notes Due 2017
     
    51,750

     
    —

     
    —

     
    (51,750
    )
     
    —

     
    —

    Unsecured Senior Notes Due 2019
     
    —

     
    57,500

     
    —

     
    —

     
    —

     
    57,500

    Convertible Notes
     
    316,507

     
    —

     
    —

     
    —

     
    12,210

     
    328,717

     
     
    $
    1,920,086

     
    $
    525,642

     
    $
    907,375

     
    $
    (546,296
    )
     
    $
    (3,367
    )
     
    $
    2,803,440



    (1)    These amounts represent the opening balance sheet fair value of the indebtedness assumed from NPTI.
    (2)    Relates to non-cash accretion or amortization of (i) obligations assumed as part of the Merger with NPTI, which were recorded at fair value on the closing date (described below) and (ii) accretion of our Convertible Notes of $12.2 million.
    (3)     Includes the release of $6.1 million held in retention and debt service reserve accounts on the closing date of the NPTI Vessel Acquisition. The proceeds from these releases were used to repay the outstanding indebtedness under this facility at that date.
    (4)    Includes the release of $10.9 million held in a restricted cash account in September 2017, which was assumed at the September Closing.  This amount was held as restricted cash upon the September Closing and subsequently utilized to repay the outstanding indebtedness under this arrangement in order to maintain compliance with this facility's security coverage ratio (which is described further below).
    We made the following drawdowns from our Credit Suisse Credit Facility during the year ended December 31, 2017:
    Drawdown amount
     
     
     
     
    (in millions of U.S. dollars)
     
    Drawdown date
     
    Collateral
    $
    29.4

     
    February 2017
     
    STI Selatar
    29.0

     
    March 2017
     
    STI Rambla
    Financial expenses consist of:
     
    For the year ended December 31,
    In thousands of U.S. dollars
    2017
     
    2016
     
    2015
    Interest payable on debt (1)
    $
    86,703

     
    $
    63,858

     
    $
    61,082

    Amortization of deferred financing fees
    13,381

     
    14,149

     
    14,688

    Write-off of deferred financing fees (2)
    2,467

     
    14,479

     
    2,730

    Accretion of Convertible Notes (as described in Note 13)
    12,211

     
    11,562

     
    11,096

    Accretion of premiums and discounts on assumed debt(3)
    1,478

     
    —

     
    —

    Total financial expenses
    $
    116,240

     
    $
    104,048

     
    $
    89,596

     
    (1)
    The increase in interest payable in each year is primarily attributable to increases in the Company’s average debt balance in addition to increases in LIBOR rates throughout 2017. Average debt outstanding during the years ended December 31, 2017, 2016 and 2015 was $2,265.7 million, $1,986.6 million and $1,941.0 million, respectively. The increase in average debt during the year ended December 31, 2017 was primarily the result of the Merger and the assumption of NPTI's indebtedness of $907.4 million in aggregate. Interest payable during those periods was offset by interest capitalized from vessels under construction (as described in Note 7) of $4.2 million, $6.3 million and $5.6 million, during the years ended December 31, 2017, 2016 and 2015 respectively.

    (2)
    The write-off of deferred financing fees in the year ended December 31, 2017 includes (i) $0.5 million related to the repayment of debt as a result of the sales of two vessels (as described in Note 6), (ii) $0.1 million related to the repayment of debt as a result of the sale and operating leasebacks of three vessels (as described in Note 6), (iii) $1.1 million related to the repayment of debt as a result of the finance lease arrangements for five vessels (as described in Note 13), and (iv) $0.8 million related to the refinancing of outstanding borrowings under various credit facilities and repurchase of our Senior Notes due 2017 as described in Note 13. The write-off of deferred financing fees in the year ended December 31, 2016 includes (i) $3.2 million related to the repayment of debt as a result of the sales of five vessels, and (ii) $11.2 million related to the refinancing of outstanding borrowings under various credit facilities and the repurchase of our Convertible Notes as described in Note 13. The write-off of deferred financing fees in the year ended December 31, 2015 relates to the refinancing of outstanding indebtedness.

    (3)
    The accretion of premiums and discounts represent the accretion or amortization of the fair value adjustments relating to the indebtedness assumed from NPTI that have been recorded since the closing dates of the NPTI Vessel Acquisition and the September Closing. These premiums or discounts are described in Note 13.