Financial Performance - In 2023, the company realized Time Charter Equivalent (TCE) rates of 37,124/day,withaprojectedTCErateof36,061/day for 2024[33]. - The average spot TCE earnings for the product tanker fleet in 2024 were 36,061perday[136].−Theaverageageofthecompany′svesselsis11yearsasofDecember31,2024,whichmayimpactcompetitivenessagainstnewer,moreefficientvessels[130].−Thecompanyisheavilydependentonspotcharters,withfluctuationsinspotcharterratessignificantlyaffectingearnings[135].−In2024,20customersaccountedforapproximately6926,458/day in mid-2008 to an average of approximately 14,200/dayfrom2009to2014[33].−Theproducttankersectorischaracterizedbyvolatility,whichmayleadtoreductionsincharterratesandvesselvalues[29].−Seasonalfluctuationsindemandforproducttankersmayresultinquarter−to−quartervolatilityinrevenues,withtypicallystrongerperformanceinfallandwintermonths[56].−Theoversupplyofproducttankersmayleadtoreducedcharterhireratesandprofitability,impactingfutureperformanceandcashflows[54].−Thedemandforproducttankersisinfluencedbyexternalfactorssuchasglobaleconomicconditionsandchangesinenergyconsumptionpatterns[39].RegulatoryandComplianceRisks−Thecompanyissubjecttocomplexlawsandregulations,includingenvironmentalregulations,whichcanadverselyaffectitsfinancialposition[30].−ThecompanyissubjecttovariousinternationalandU.S.environmentalregulations,includingtheU.S.OilPollutionActof1990andtheInternationalMaritimeOrganization′sregulations,whichcouldleadtosignificantpenaltiesandoperationaldisruptionsifnotcompliedwith[73][74][77].−Compliancewithcomplexenvironmentalregulationsmayrequirecostlyoperationalchanges,affectingthecompany′sfinancialposition[71].−TheEuropeanCommission′sEmissionTradingScheme(ETS)willrequireshipownerstopurchaseemissionallowancesstartingin2024,withcompliancecostsexpectedtoincreaseoverthefollowingyears[88].−TheFuelEUMaritimeregulation,effectiveJanuary2025,mandatesshippingcompaniestograduallylowertheGHGintensityoffuelsconsumedonvoyagesinvolvingEUports,potentiallyincreasingoperationalcosts[90].FinancialRisks−Thecompanyhasasignificantamountoffinancialdebt,whichlimitsfundsavailableforothercorporatepurposesandmayrestrictoperationalflexibility[34].−AsofDecember31,2024,thecompanyhadinterest−bearingdebttotaling1,238.8 million and cash and cash equivalents of 291.2million,resultinginanetdebtof947.6 million[198]. - The company may experience difficulties obtaining financing in the future due to changes in lending practices and economic conditions[44]. - The company may incur additional debt in the future, which could adversely affect its ability to obtain financing on favorable terms[199]. - The company is subject to financial covenants that restrict its operational flexibility, including maintaining specified minimum liquidity and equity requirements[205]. Operational Risks - The company faces risks related to international operations, including political instability and economic sanctions, which could adversely affect its business[30]. - The company faces risks from geopolitical conflicts, including political instability in the Middle East and Ukraine, which may adversely affect its operations[110]. - The ongoing conflict in Ukraine could lead to further economic sanctions, impacting the company's business and financial condition[114]. - Labor interruptions could have a material adverse effect on the company's operations and financial position if not resolved timely[109]. - The company may experience unexpected costs and delays due to operational risks inherent in the product tanker industry[104]. Customer and Counterparty Risks - A substantial portion of the company's revenues is derived from a limited number of customers, making it vulnerable to revenue loss if any of these customers are lost[30]. - The company is exposed to counterparty risks that could lead to significant losses if counterparties fail to meet their obligations[140]. - The company has received two cargo claims related to a customer's inability to honor indemnification obligations, which could adversely affect business[143]. - The company may face reputational damage and regulatory claims if contraband is found on its vessels[133]. Environmental and ESG Considerations - A shift in consumer demand away from oil products towards renewable energy sources may adversely affect the demand for product tankers[60]. - The company faces risks related to compliance with evolving Environmental, Social, and Governance (ESG) standards, which may impact its reputation and access to capital if not adequately addressed[97][98]. - Unfavorable ESG ratings could lead to negative investor sentiment and impact the company's access to capital[101]. - The company may incur additional costs and require resources to comply with ESG requirements, which could adversely affect its financial condition[1]. Tax and Legal Risks - The company is subject to a 4% U.S. federal income tax on gross shipping income attributable to transportation that begins or ends in the U.S., unless exempt under Section 883 of the U.S. Internal Revenue Code[175]. - As of December 31, 2024, the company estimates a non-current tax liability of $45.2 million related to held over gains if it abandons participation in the tonnage tax scheme[178]. - Changes in tax laws or tonnage tax regimes could materially affect the company's future performance and financial position[179]. Cybersecurity and Fraud Risks - Cybersecurity incidents could negatively impact the company's operations and financial position, despite the implementation of a 24/7 Security Operations Center for monitoring[194]. - The company has established internal controls to mitigate fraud risks, but there is no assurance that these measures will be sufficient to prevent future fraudulent behavior[192]. Shareholder and Governance Risks - The majority of Class A common shares are held by a limited number of shareholders, including Njord Luxco, which holds approximately 41.49% of the shares, potentially leading to conflicts of interest[214]. - The company cannot guarantee the declaration of dividends, as the Board of Directors has discretion over dividend payments based on available funds[221].