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Page 1 of 3 – SEC Filing
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Rule 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
International Seaways, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
Y41053102
(CUSIP Number)
12/31/2016
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
| | Rule 13d-1 (b)
|X| Rule 13d-1 (c)
| | Rule 13d-1 (d)
* The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be “filed” for the purpose of Section 18 of the Securities Exchange
Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(1) Names and I.R.S. Identification Nos.(entities only) of reporting persons.
Caxton International Limited
(2) Check the appropriate box if a member of a group (see instructions) (a)|_|
(b)|X|
(3) SEC use only.
(4) Citizenship or place of organization.
British Virgin Islands
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power:
0
(6) Shared voting power:
2,474,349
(7) Sole dispositive power:
0
(8) Shared dispositive power:
2,474,349
(9) Aggregate amount beneficially owned by each reporting person.
2,474,349
(10) Check if the aggregate amount in Row (9) excludes certain shares |_|
(see instructions).
(11) Percent of class represented by amount in Row 9.
8.49%
(12) Type of reporting person (see instructions).
CO
(1) Names and I.R.S. Identification Nos.(entities only) of reporting persons.
Caxton Associates LP
(2) Check the appropriate box if a member of a group (see instructions) (a)|_|
(b)|X|
(3) SEC use only.
(4) Citizenship or place of organization.
Delaware
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power:
0
(6) Shared voting power:
2,474,349
(7) Sole dispositive power:
0
(8) Shared dispositive power:
2,474,349
(9) Aggregate amount beneficially owned by each reporting person.
2,474,349
(10) Check if the aggregate amount in Row (9) excludes certain shares |_|
(see instructions).
(11) Percent of class represented by amount in Row 9.
8.49%
(12) Type of reporting person (see instructions).
IA
(1) Names and I.R.S. Identification Nos.(entities only) of reporting persons.
Canterbury Holdings (USA) LLC
(2) Check the appropriate box if a member of a group (see instructions) (a)|_|
(b)|X|
(3) SEC use only.
(4) Citizenship or place of organization.
Delaware
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power:
0
(6) Shared voting power:
2,474,349
(7) Sole dispositive power:
0
(8) Shared dispositive power:
2,474,349
(9) Aggregate amount beneficially owned by each reporting person.
2,474,349
(10) Check if the aggregate amount in Row (9) excludes certain shares |_|
(see instructions).
(11) Percent of class represented by amount in Row 9.
8.49%
(12) Type of reporting person (see instructions).
OO
(1) Names and I.R.S. Identification Nos.(entities only) of reporting persons.
Canterbury Holdings Limited
(2) Check the appropriate box if a member of a group (see instructions) (a)|_|
(b)|X|
(3) SEC use only.
(4) Citizenship or place of organization.
Guernsey
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power:
0
(6) Shared voting power:
2,474,349
(7) Sole dispositive power:
0
(8) Shared dispositive power:
2,474,349
(9) Aggregate amount beneficially owned by each reporting person.
2,474,349
(10) Check if the aggregate amount in Row (9) excludes certain shares |_|
(see instructions).
(11) Percent of class represented by amount in Row 9.
8.49%
(12) Type of reporting person (see instructions).
OO
(1) Names and I.R.S. Identification Nos.(entities only) of reporting persons.
Law, Andrew E.
(2) Check the appropriate box if a member of a group (see instructions) (a)|_|
(b)|X|
(3) SEC use only.
(4) Citizenship or place of organization.
United Kingdom
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power:
0
(6) Shared voting power:
2,474,349
(7) Sole dispositive power:
0
(8) Shared dispositive power:
2,474,349
(9) Aggregate amount beneficially owned by each reporting person.
2,474,349
(10)Check if the aggregate amount in Row (9) excludes certain shares |_|
(see instructions).
(11)Percent of class represented by amount in Row 9.
8.49%
(12)Type of reporting person (see instructions).
IN
Item 1(a). Name of Issuer:
International Seaways, Inc.
Item 1(b). Address of Issuer’s Principal Executive Offices:
600 3rd AVenue
39th Floor
New York, NY 10016
Item 2(a). Name of Person Filing:
(i) Caxton International Limited, a corporation organized under
the laws of the British Virgin Islands (“Caxton International”);
(ii) Caxton Associates LP, a limited liability partnership formed
under the laws of the State of Delaware (“Caxton”);
(iii) Canterbury Holdings (USA) LLC, a limited liability company formed
under the laws of the State of Delaware (“Canterbury USA”);
(iv) Canterbury Holdings Limited, a company formed under the laws of
Guernsey (“Canterbury Guernsey”); and
(v) Andrew E. Law, an individual who is a citizen of the
United Kingdom (“Law”).
Item 2(b). Address or Principal Business Office or, If None, Residence:
(i) The address of Caxton International is Maple Corporate
Services (BVI) Ltd. Kingston Chambers, P.O. Box 173, Road Town,
Tortola, B.V.I.
(ii) The address of Caxton is 731 Alexander Road, Bldg. 2, Princeton,
NJ 08540.
(iii) The address of Canterbury USA is 500 Park Avenue, New York,
NY 10022.
(iv) The address of Canterbury Guernsey is Trust Corporation of
the Channel Islands Limited Roseneath, The Grange, St. Peter Port,
Guernsey.
(v) The address of Law is c/o Caxton Associates LP, Attention Scott
B. Bernstein, General Counsel, 731 Alexander Road, Bldg. 2,
Princeton, NJ 08540.
Item 2(c). Citizenship:
(i) Caxton International is a British Virgin Islands corporation.
(ii) Caxton Associates is a Delaware limited partnership
(iii) Canterbury USA is a limited liability company formed under the laws
of the State of Delaware.
(iv) Canterbury Guernsey is a company formed under the laws of Guernsey.
(v) Mr. Law is a citizen of the United Kingdom.
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP No.:
Y41053102
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), Check Whether the Person Filing is a:
Not Applicable
If this statement is filed pursuant to Rule 13d-1(c), check this box. |X|
Item 4. Ownership
(a) Amount beneficially owned:
(i) The amount of shares of Common Stock beneficially owned by
Caxton International as of April 11, 2017 is 2,078,100.
(ii) The amount of shares of Common Stock that could be deemed to be
beneficially owned by Caxton Associates by reason of its voting
and dispositive power as of April 11, 2017 with respect to
Caxton International is 2,078,100.
(iii) The amount of shares of Common Stock that could be deemed to be
beneficially owned by Canterbury USA by reason of its voting
and dispositive power as of April 11, 2017 with respect to
Caxton International is 2,078,100.
(iV) The amount of shares of Common Stock that could be deemed to be
beneficially owned by Canterbury Guernsey by reason of its voting
and dispositive power as of April 11, 2017 with respect to
Caxton International is 2,078,100.
(v) The amount of shares of Common Stock that could be deemed to be
beneficially owned by Mr. Law by reason of his voting and dispositive
power as of April 11, 2017 with respect to Caxton International
2,078,100.
(b) Percent of class:
(i) As of April 11, 2017 Caxton International beneficially owns 7.12%
of the Class of Common Stock.
(ii) As of April 11, 2017 Caxton Associates may be deemed to beneficially
own 7.12% of the Class of Common Stock.
(iii) As of April 11, 2017 Canterbury USA may be deemed to beneficially
own 7.12% of the Class of Common Stock.
(iv) As of April 11, 2017 Canterbury Guernsey may be deemed to beneficially
own 7.12% of the Class of Common Stock.
(v) As of April 11, 2017 Mr. Law may be deemed to beneficially own 7.12%
of the Class of Common Stock.
(c) As of April 11, 2017 the number of shares as to which Caxton
International has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 2,078,100
(iii) Sole power to dispose or to direct the disposition: 0
(iv) Shared power to dispose or to direct the disposition
of: 2,078,100
As of April 11, 2017 the number of shares as to which Caxton Associates has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 2,078,100
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition
of: 2,078,100
As of April 11, 2017 the number of shares as to which Canterbury USA has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 2,078,100
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition
of: 2,078,100
As of April 11, 2017 the number of shares as to which Canterbury Guernsey
has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 2,078,100
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition
of: 2,078,100
As of April 11, 2017 the number of shares as to which Mr. Law has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 2,078,100
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition
of: 2,078,100
The number of shares and percentage of the class beneficially owned, as well as
the number of shares as to which each reporting person has voting and
dispositive power, as of December 31, 2016, is set forth in the cover pages.
Item 5. Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6. Ownership of More than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company or Control
Person.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certifications
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct
with respect to the information that is applicable to me.
Date: 04/21/17 Caxton International Limited
By: /s/ Joseph Kelly
Joseph Kelly
Vice President & Treasurer
