STNG · Scorpio Tankers Inc.

Scorpio Tankers Inc. executed a $375 million private placement of 1.75% convertible senior notes due 2031, upsized from the initial $300 million announcement through full exercise of the $50 million overallotment option, generating $363.3 million in net proceeds. Concurrently, the company repurchased 1.344 million shares at $74.36 per share (the April 7, 2026 NYSE closing price), utilizing $100 million of proceeds, which represents a strategic capital structure optimization by replacing equity with lower-cost convertible debt. The notes carry a modest 1.75% coupon payable semi-annually starting October 15, 2026, with maturity on April 15, 2031. The initial conversion rate of 9.9615 shares per $1,000 principal equates to $100.39 per share, embedding a 35% premium to the reference stock price, providing downside protection for noteholders while offering equity upside. Conversion is restricted prior to January 15, 2031 except under specific conditions (e.g., stock price triggers, fundamental changes), after which holders can convert freely. The issuer retains redemption rights after April 20, 2029 if the stock trades above 130% of the conversion price, alongside tax redemption provisions. Noteholders benefit from a fundamental change put right at par plus accrued interest. Remaining proceeds support general corporate purposes, including the company's ongoing fleet renewal program involving newbuild deliveries through 2029. This transaction enhances liquidity while reducing outstanding shares by approximately 1.34 million, potentially accretive to earnings per share, though the embedded call option and repurchase dynamics may influence near-term stock volatility.