UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

OR

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2018

OR

OR

Date of event requiring this shell company report

For the transition period from                  to

Commission file number 001-31236

TSAKOS ENERGY NAVIGATION LIMITED

(Exact name of Registrant as specified in its charter)

Not Applicable

(Translation of Registrant’s name into English)

Bermuda

(Jurisdiction of incorporation or organization)

367 Syngrou Avenue

175 64 P. Faliro

Athens, Greece

011-30210-9407710

(Address of principal executive offices)

Paul Durham

367 Syngrou Avenue

175 64 P. Faliro

Athens, Greece

Telephone: 011-30210-9407710

E-mail: ten@tenn.gr

Facsimile: 011-30210-9407716

(Name, Address, Telephone Number, E-mail and Facsimile Number of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

As of December 31, 2018, there were 87,604,645 of the registrant’s Common Shares, 2,000,000 Series B Preferred Shares, 2,000,000 Series C Preferred Shares, 3,424,803 Series D Preferred Shares, 4,600,000 Series E Preferred Shares and 6,000,000 Series F Preferred Shares outstanding.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ☐    No  ☒

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.    Yes  ☐    No  ☒

Note—Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  ☐    Accelerated filer   ☒    Non-accelerated filer  ☐    Emerging growth company  ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.    Item 17  ☐    Item 18  ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

TABLE OF CONTENTS

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FORWARD-LOOKING INFORMATION

All statements in this Annual Report on Form 20-F that are not statements of historical fact are “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. The disclosure and analysis set forth in this Annual Report on Form 20-F includes assumptions, expectations, projections, intentions and beliefs about future events in a number of places, particularly in relation to our operations, cash flows, financial position, plans, strategies, business prospects, changes and trends in our business and the markets in which we operate. These statements are intended as forward-looking statements. In some cases, predictive, future-tense or forward-looking words such as “believe,” “intend,” “anticipate,” “estimate,” “project,” “forecast,” “plan,” “potential,” “may,” “should” and “expect” and similar expressions are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements.

Forward-looking statements include, but are not limited to, such matters as:

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We caution that the forward-looking statements included in this Annual Report on Form 20-F represent our estimates and assumptions only as of the date of this Annual Report on Form 20-F and are not intended to give any assurance as to future results. These forward-looking statements are not statements of historical fact and represent only our management’s belief as of the date hereof, and involve risks and uncertainties that could cause actual results to differ materially and inversely from expectations expressed in or indicated by the forward-looking statements. Assumptions, expectations, projections, intentions and beliefs about future events may, and often do, vary from actual results and these differences can be material. There are a variety of factors, many of which are beyond our control, which affect our operations, performance, business strategy and results and could cause actual reported results and performance to differ materially from the performance and expectations expressed in these forward-looking statements. These factors include, but are not limited to, supply and demand for crude oil carriers, product tankers and LNG carriers, charter rates and vessel values, supply and demand for crude oil and petroleum products and liquefied natural gas, accidents, collisions and spills, environmental and other government regulation, the availability of debt financing, fluctuation of currency exchange and interest rates and the other risks and uncertainties that are outlined in this Annual Report on Form 20-F. As a result, the forward-looking events discussed in this Annual Report on Form 20-F might not occur and our actual results may differ materially from those anticipated in the forward-looking statements. Accordingly, you should not unduly rely on any forward-looking statements.

We undertake no obligation to update or revise any forward-looking statements contained in this Annual Report on Form 20-F, whether as a result of new information, future events, a change in our views or expectations or otherwise. New factors emerge from time to time, and it is not possible for us to predict all of these factors. Further, we cannot assess the impact of each such factor on our business or the extent to which any factor, or combination of factors, may cause actual results to be materially different from those contained in any forward-looking statement.

PART I

Tsakos Energy Navigation Limited is a Bermuda company that is referred to in this Annual Report on Form 20-F, together with its subsidiaries, as “Tsakos Energy Navigation,” “the Company,” “we,” “us,” or “our.” This report should be read in conjunction with our consolidated financial statements and the accompanying notes thereto, which are included in Item 18 to this report.

Not Applicable.

Not Applicable.

Selected Consolidated Financial Data and Other Data

The following table presents selected consolidated financial and other data of Tsakos Energy Navigation Limited for each of the five years in the five-year period ended December 31, 2018. The table should be read together with “Item 5. Operating and Financial Review and Prospects.” The selected consolidated financial data of Tsakos Energy Navigation Limited is a summary of, is derived from and is qualified by reference to, our consolidated financial statements and notes thereto which have been prepared in accordance with U.S. generally accepted accounting principles (“US GAAP”).

Our audited consolidated statements of comprehensive (loss) income, other comprehensive (loss) income, stockholders’ equity and cash flows for the years ended December 31, 2018, 2017, and 2016, and the

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consolidated balance sheets at December 31, 2018 and 2017, together with the notes thereto, are included in “Item 18. Financial Statements” and should be read in their entirety.

Selected Consolidated Financial and Other Data

(In thousands of U.S. dollars, except for share and per share amounts and fleet data)

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Derivation of time charter equivalent per day (amounts in thousands of U.S. dollars except for days and per day amounts):

Capitalization

The following table sets forth our (i) cash and cash equivalents, (ii) restricted cash and (iii) consolidated capitalization as of December 31, 2018 on:

Other than these adjustments, there has been no material change in our capitalization from debt or equity issuances, re-capitalization or special dividends between December 31, 2018 and April 11, 2019.

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This table should be read in conjunction with our consolidated financial statements and the notes thereto, and “Item 5. Operating and Financial Review and Prospects,” included elsewhere in this Annual Report.

Reasons For the Offer and Use of Proceeds

Not Applicable.

General Market Overview

World Oil Demand/Supply and the Tanker Market

All text, data and charts provided by Howe Robinson Partners

2018 was by many accounts the worst year on record for tanker shipping in the 21^st century. Earnings for both the crude and products tanker markets disappointed for a third year in a row, with tonnage oversupply across the board and rising bunker prices hurting both segments. Excess OPEC crude production in Q4-18—ahead of a further 1.2 million bpd output cut agreement starting from January 2019—pushed earnings down to levels not seen since winter 2016/2017, resulting in yearly averages equal or below the 2017 levels in some cases. Despite some small pockets of positive news, especially US crude exports, the overall market picture for crude tankers was one of largely flat tonne-mile growth in 2018, as OPEC adjusted production when needed to restore some price stability in the market.

Global oil production rose by 2.5 million bpd YoY to 99.99 million bpd in 2018 as any losses from the OPEC+ group were more than offset by increases elsewhere, mostly in North America. Meanwhile, significant OECD crude stock-drawing over the past year also contributed to almost flat crude tanker tonne-miles in 2018.

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Clean petroleum products stock-draws kept up a strong pace as well, keeping product tanker trade growth at a negative deviation from its long term mean of 4-5% per year. The reversal of the 2015-2016 stockpiling dragged down cargo counts significantly in the first half of the year, and the absence of major export refinery expansions since 2015 also allowed the significantly high supply growth to catch up with ease and take a toll on owners’ earnings. Refinery throughput, however, continued to grow last year with an estimated YoY increase of 600,000 bpd in 2018, followed by a further 1.2 million bpd rise in refinery runs in 2019.

VLCC earnings (basis TD3_C) fell 18% YoY to average $19,000/day in 2018, with earnings stubbornly below $10,000/day in the first half of the year.

Suezmax earnings (basis 70% TD20 and 30% TD6) rose slightly by ~$1,000/day to $14,000/day while the Aframax Composite (basis an average of TD7, TD8, TD9, TD19 & TD17) increased by 16% YoY to $13,000/day.

In the products market, LR2 (basis TC1) earnings remained at similar levels to 2017 at $11,000/day, LR1 (basis TC5) earnings fell 10% YoY to $6,700/day while the MR Composite (basis an average of TC2/14, TC6, TC7, TC10 & TC11/4) dropped 8% YoY to average $11,000/day.

Nominal freight rates (on a $/tonne basis) in 2018 rose slightly for all sizes relative to 2017; however, rising bunker prices reduced owners’ earnings for most of the year.

Newbuilding and second-hand prices increased across the board on the back of increased steel prices and a rush by some owners to catch the bottom of the market. Ordering activity, however, was relatively muted last year with VLCCs and MRs as the only sectors in which owners showed real interest, mostly in the first half of the year. Some relief for supply growth was provided by record high scrapping activity, mostly in the crude sector, with 32 VLCCs, 21 Suezmaxes and 42 Aframaxes heading for scrap yards during the year.

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Global Oil Supply and Demand

Total World Crude Production Excluding Biofuels (Source: IEA)

World oil production rose by 2.5 million bpd YoY to 99.99 million bpd in 2018 as any losses from OPEC+ were more than offset by increases elsewhere. OPEC, along with ten non-OPEC producing countries, extended their 1.2 million bpd production cuts into the first half of 2018; however, involuntary losses from the likes of Venezuela and Angola pushed total OPEC production 150,000 bpd lower YoY to 31.91 million bpd in the first half of 2018. This led major producers within the OPEC+ group to step in and increase their output to bring compliance down to 100% (as opposed to the 140% overcompliance at the time). US sanctions re-imposition on Iran started taking a toll on total production in the second half of the year with Iran losing almost 1 million bpd since the announcement was made in May 2018, to end the year at 2.8 million bpd, the lowest level since March 2015. A rebound in Nigerian and Libyan production, increases from Saudi Arabia, Russia, the UAE and Iraq, and ever-growing US output led to supply outpacing demand by 1.07 million bpd in Q3-18, resulting in the OPEC+ group announcing a new round of 1.2 million bpd production cuts, this time excluding Iran, Venezuela and Libya, as of January 19. Saudi Arabia, the UAE and Russia alone opened the floodgates in Q4-18 to manage and pocket any revenues from the additional barrels in the market before the cuts come into place in January with their production dropping by 780,000 bpd quarter-on-quarter to 25.8 million bpd.

OPEC’s crude production fell by 580,000 bpd YoY to 32.04 million bpd in 2018 driven by countries that saw their output decreasing involuntarily through the year due to ageing fields, financial difficulties, and sanctions, among other reasons. Falling by 570,000 bpd YoY, Venezuelan output reached a historical low level in 2018 to 1.4 million bpd. As output sinks and the economy spirals deeper into crisis, it is hard to imagine a scenario under which production in the country is recovered, especially now that US sanctions have been imposed on Caracas and the political crisis deepens. US sanctions have also proved detrimental for Iranian output, which declined by 230,000 bpd YoY to 3.58 million bpd and currently stands at levels last seen in 2015.

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Since the announcement of sanctions was made, Iranian exports have collapsed below 1 million bpd and despite waivers granted to a few countries, traditional buyers in Europe, Japan and South Korea have appeared to be quite sceptical on purchasing these barrels.

Angola has also been one of last year’s underperformers as steep declines at mature fields and years’ long under-investment pushed output 150,000 bpd lower at 1.49 million bpd. However, Total’s ultra-deep Kaombo project start-up in July 2018, and an improvement in the country’s commercial terms has recently sparked some interest from international oil majors, which might revive somewhat the West African country’s oil industry in 2019.

On the bright side, Libyan and Nigerian output rebounded in 2018 with combined gains of 210,000 bpd YoY to 970,000 bpd and 1.6 million bpd, respectively, however Libya’s sustainability remains questionable as militia attacks shut in significant volumes from month to month. Saudi Arabian output stood 370,000 bpd higher YoY to 10.33 million bpd; however, it fluctuated from 9.92 million bpd in March 2018 to its historically high levels of 11.06 million bpd in November 2018 as the Kingdom was opening/closing the taps when necessary to keep oil supply on track with oil demand during the year. The UAE hit a record-high output in November 2018 at 3.33 million bpd, to average the year 2.5% higher YoY at 3 million bpd, while Iraqi production rose by 90,000 bpd to 4.56 million bpd with exports from Basrah rising to an unprecedented 3.63 million bpd in December 2018.

Total non-OPEC production rose by 2.7 million bpd YoY to 62.58 million bpd in 2018, driven by increases mostly in North America. US oil production climbed by 2.15 million bpd to average the year at 15.42 million bpd, with crude accounting for 1.6 million bpd of the total growth. Increased production and some infrastructure developments have more than doubled crude exports, which as of Nov-18 were at 2.33 million bpd. The majority of these additional barrels are heading east, contributing to the tonne-mile effect on the crude tanker market. U.S. supply growth is expected to slow down in 2019, remaining at a rather healthy 1.3 million bpd YoY, due to increasing base decline and as shale producers moderate the pace of expansion following an almost 40% drop in crude prices in Q4-18.

Canadian production rose by 7.3% YoY to 5.17 million bpd; however, oil production might decline this year as it faces record high discounts for its crude and brimming inventories. Alberta announced in early December it would mandate temporary production cuts of 325,000 bpd in Q1-19 to drawdown the excess crude in storage and 95,000 bpd for the rest of the year. For the remaining OECD countries, North Sea crude production dropped by 100,000 bpd YoY to 3.39 million bpd, while Mexican output fell by 6.7% YoY to 2.08 million bpd. Total OECD oil output was 2.27 million bpd higher YoY, while a further 1.23 million bpd increase is expected in 2019.

Non-OECD production rose only marginally YoY to 29.06 million bpd with Russia providing the only significant gains in total output. Even though Russia was part of the OPEC+ production cut agreement and its adherence to the deal had been quite strong, production set an all-time high of 11.78 million bpd in Dec-18, to average the year 170,000 bpd higher at 11.49 million bpd. Kazakhstan’s oil output set a record high level of 2.03 million bpd in Nov-18 with the year averaging at 1.93 million bpd, 5.6% higher compared to 2017, as its Tengiz, Kashagan and Karachaganak were pumping at steadily growing rates. Output in non-OECD Asia continued its downward trajectory for a third consecutive year driven by falling Chinese production that has posted losses of 40,000 bpd which are expected to deepen by a further 50,000 bpd drop in 2019. Brazilian production was quite disappointing last year, as the much-anticipated jump in output didn’t materialise with 2018 standing 40,000 bpd lower compared to 2017 at 2.7 million bpd due to delays on offshore production platforms’ start-ups. However, thanks to some FPSOs and offshore fields that started up at the end of 2018, and a number of additional offshore production facilities scheduled to come online in 2019, Brazilian output is expected to post the second biggest growth after the US this year at around 365,000 bpd.

OECD industry crude stocks have come significantly off their early 2017 peak levels, averaging 100 million bbls lower YoY at 1,087.5 million bbls in 2018, comfortably below their five-year average (although not below the pre-2015 stock-build average). Between May and September, OECD crude inventories dropped by 77 million

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bbls; however, lower oil prices and seasonal factors contributed to a 48 million bbl build in the last quarter of the year. The increase in Q4-18 was driven by stockbuilding in North America where crude inventories rose counter-seasonally to 610.9 million bbls in Nov-18 – their highest level in a year, despite refineries coming back from maintenance. High refining utilisation pushed down crude stocks during the first eight months of the year; however, higher shale oil and Canadian production have started to overwhelm capacity and stocks are currently above their five-year average. OECD Europe stocks reached their lowest level since Feb-15 in Dec-18 at 325.3 million bbls, while OECD Pacific inventories have stood below their five-year average since Mar-18.

Total OECD Crude Stocks vs. 5-Year Average (Source: IEA)

2018 global oil demand grew by 1.3 million bpd YoY, at a slower pace compared to 2017 (+1.6m bpd YoY) and below initial expectations of 1.5 million bpd YoY growth. Demand marginally outpaced supply by 100,000 bpd in Q1-18 before the market turned into oversupply for the rest of the year. World oil demand started the year strongly, supported by cold weather in Europe and the US, the start-up of petrochemical capacity in the US, and solid economic growth. As a result Q1-18 demand grew by 1.8 million bpd YoY, with OECD nations contributing 1 million bpd of the total. A significant YoY drop in European demand and a slowdown in US growth pushed world demand growth in Q2-18 at only 560,000 bpd. A 50% increase in oil prices in Q2-18 that was partly passed through to end-users and currency depreciation in some countries that amplified the impact of higher oil prices were partly responsible for the slowdown. Robust non-OECD demand growth in Q3-18 increased total demand up to 99.79 million bpd. Non-OECD Asia, supported by China and India, continued to be the main contributor to global growth accounting for 74% of the total growth in Q3-18. Global oil demand growth accelerated slightly through the end of the year to 1.4 million bpd in Q4-18. The US was the main contributor to OECD growth in the second half of the year, supported by ethane and gasoil, with OECD demand posting 420,000 bpd gains in the year. Total non-OECD demand was stronger, with growth accelerating in the second half of 2018, and is estimated to have increased by 850,000 bpd in 2018.

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Total Global Oil Demand (Source: IEA)

Crude Tanker Demand

In 2018, world crude trade experienced a 1.8% YoY fall in terms of volumes due to excessive stock-drawing, a slowdown in total oil demand growth, geopolitical turmoil, and production losses from Venezuela, Angola and Iran that offset Atlantic production increases and OPEC decision making just to name a few. In terms of tonne-miles, however, crude tanker trade saw a slight YoY increase of 0.5% amid increased Atlantic/East crude trade in the first half of the year. VLCC demand came off by 1.8% YoY with volumes falling from 21.49 million bpd in Jan-18 down to 19.22 million bpd in Sep-18 before rebounding back at 20.82 million bpd in Q4-18.

Significant increases on VLCC crude liftings from the US heading east were not enough to offset any losses from South America and West Africa. On the other hand, Suezmax trade grew by 2.3% YoY in terms of volumes, while the tonne-mile effect was much more pronounced with a YoY growth of 6.5%. The main contributor to the growth was the market share Suezmaxes gained on the long-haul Brazil/East and Libya/East trades, while additional barrels from West Africa in the first quarter of the year also supported the overall Suezmax trade in 2018.

Aframax crude volumes collapsed last year by 6.1% to an average of 11.32 million bpd compared to 12.05 million bpd in 2017 as liftings from traditional key regions including the Baltic, the Mediterranean (the “Med”) and the Caribbean towards the end of the year and increased competition from Suezmaxes in the Black Sea, South America and Libya took a toll on total Aframax crude shipments. Despite a dip in Q1-18, tonne-miles rebounded and following a strong Q4-18 they saw a 3.4% YoY increase as more NW Europe barrels made their way to the US.

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Fuel oil trade also declined last year across all sectors posting a 4.7% YoY drop in terms of volumes and a 6.2% YoY fall in terms of tonne-miles, with Aframaxes hurt the most. Falling fuel oil trade is expected to continue going forward especially as the new lower sulphur bunker regulation comes into play in less than a year from now.

Total Crude Tanker Demand Split by Vessel Size—Volumes vs. Tonne-miles (Source: Lloyds List Intelligence)

Asia/Far East imports were once again the main contributor to the tonne-mile growth in 2018. Tonne-miles rose by 6.2% YoY driven by a 13.6% quarter-on-quarter increase in Q4-18 most of which was concentrated in China. Other than the traditional MEG suppliers, Chinese imports from Russia and Brazil surged last year, while Libyan barrels made their way east in 2018 supporting longer-haul Suezmax trade. US exports to Asia stood at 1.13 million bpd in Nov-18 compared to 524,000 bpd at the beginning of the year. Despite strong buying interest for US barrels from China in the first half of year, trade war tensions between the two countries brought volumes down to zero with US crude making its way to South Korea, Japan and Taiwan instead. With the production cuts in place, exports from the Middle East dropped slightly YoY. Despite growing shipments to Asia Far East, the loss of market share in the US and the Med pushed tonne-miles ex-MEG down by 2.6% YoY, hurting primarily the VLCC sector. Flows from the Middle East were also affected by the significant drop in exports from Iran after the US announced re-imposition of sanctions on Tehran. Iranian shipments fell to 0.62 million bpd in Dec-18 compared to April’s high of 2.61 million bpd. Declining local production resulted in a fall in West African exports last year; however, exports out of Nigeria were boosted in the second half of the year. As explained above, South American exports dropped last year following a 570,000 bpd YoY fall in Venezuelan output and Brazil’s disappointing output levels; however, tonne-miles out of the region rose by 8.4% YoY in the last quarter of the year as the start-up of a few offshore platforms in Brazil pushed exports higher with the majority of these incremental barrels heading east of Suez.

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Monthly US Crude Exports By Destination (Source: Energy Information Administration)

Products Tanker Demand

Despite a 1.2% increase in global oil demand, products tanker trade disappointed for another year in 2018. Sizeable stock-drawing since mid-2016 significantly dampened trade and arbitrage movements, as major OECD regions relied less on imports to serve their energy needs. For the first half of the year, OECD products inventories were on average 25 million bbls below their five-year average at 1,414 million bbls. During Q3-18, OECD products stocks rose by 64.6 million bbls compared to Q2-18, the largest quarterly gain in three years, amid record high refinery runs in the US driven by lower crude prices and strong demand for products exports. Following a counter-seasonal reduction in gasoline US stocks due to lower prices that reduced gasoline imports to the US and an 8.2 million bbls fall in middle distillates on the back of higher demand, OECD America inventories dropped by 19 million bbls on the quarter in Q4-18. Lower diesel refinery output in Europe and a seasonal increase in kerosene consumption in Asia due to colder weather contributed to total OECD products stocks to fall again below their five-year average. The closer global product stocks are to their “normalized” historical levels, the more sensitive to arbitrage-driven movements the market becomes, with a large portion of the past years’ stock-draws expected to return to seaborne volumes in 2019 and beyond.

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Total OECD Product Stocks vs. 5-Year Average (Source: IEA)

Refining margins in 2018 were 24.7% lower YoY in NW Europe/Med, 24.5% lower YoY on the US Gulf and 28.7% lower YoY in Singapore. The impact of stock-drawing finally appeared in refinery margins in May-18 when despite a $5/bbl increase in Brent prices, product cracks persisted and margins rose.

Refining margins strengthened in NW Europe/Med during the first couple months of the second half of the year, as volatile crude prices in August eventually resulted in a lower average feedstock cost to refiners. However, Sep-18 brought an unpleasant surprise as the rapid rise in oil prices resulted in margins crashing in most of the regions to levels last seen at the start of the year even as refinery throughput was lower on the back of seasonal maintenance. The year closed with refinery margins in Singapore falling by 65% month-on-month and by 46% in NW Europe/Med despite a significant drop in Brent crude prices with global refinery throughput hitting 83.03 million bpd in Dec-18.

Following high refinery runs of 81.7 million bpd in Q4-17, Q1-18 throughput was 1 million bpd lower quarter-on-quarter to 80.7 million bpd due to unplanned outages in the US, lower than expected throughput in China and a more extensive maintenance programme in the MEG. Driven by a push in Q2-18, refinery runs closed the first half of the year on a positive note with the east of Suez dominating the growth in refining activity, as China’s 760,000 bpd YoY growth proved to be higher than total growth of 380,000 bpd, more than offsetting a 605,000 bpd decline in the Atlantic Basin.

Following a 3.2 million bpd decline between September-October, OECD throughput rose to 39.43 million bpd in Dec-18. Non-OECD throughput growth fell to just 230,000 bpd in Q4-18, significantly lower compared to the rest of the year’s 1.1 million bpd average growth. The drop came from Latin America, which posted its largest YoY decline at 630,000 bpd. Total refinery throughput has been growing consistently on a yearly basis with the IEA estimating a 0.6 million bpd YoY increase in 2018 to 82.1 million bpd. In 2019 global refinery

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throughput is expected to rise by a further 1.2 million bpd YoY to 83.3 million bpd with non-OECD countries contributing 44.4 million bpd of the total (+0.7 million bpd YoY) and OECD the remaining 38.9 million bpd (+0.5 million bpd). China is expected to be the driving force with an estimated 0.5 million bpd increase to 12.5 million bpd, followed by OECD Americas that is forecast to gain 0.3 million bpd YoY to 19.7 million bpd this year.

Refining Margins (Brent in EU, Dubai in Singapore) and Global Refinery Throughput (Source: IEA)

The lack of mega export-refinery additions over the past three years has also hurt the product tanker market; however, this trend is expected to reverse this year as 2.6 million bpd of refining capacity is scheduled to come online in 2019. Most of last year’s refinery additions came online at the end of the year, hence they are expected to ramp up production this year. Petrochina’s 260,000 bpd Anning refinery exported its first diesel cargo end-April, while a 200,000 bpd expansion at the state-owned CNOOC’s Huizhou refinery has supported gasoline exports from China. Vietnam’s 200,000 bpd Nghi Son refinery started commercial production in mid-November after months of tests and it offered its first gasoline export cargo in Sep-18 after receiving the government’s approval to start exporting oil products. Along with the 130,000 Dung Quat refinery that came online in 2009, they are expected to meet 70% of the country’s oil products demand and reduce Vietnam’s dependency on supply mainly from South Korea. The 300,000 RAPID refinery in Malaysia has started test runs after receiving its first cargo in Dec-18, while Chinese refiner Hengli’s 400,000 bpd Dalian plant started trial operations in mid-December. SOCAR inaugurated its 215,000 bpd STAR refinery in Turkey in mid-October; however, the first tanker delivery is not expected before Jun-19.

World Tanker Fleet (all numbers from 1^st of January 2018 to 1^st of January 2019).

After a couple years of stubbornly high fleet growth, VLCC fleet growth in 2018 came in at its lowest level in a decade at 0.8%, driven by increased removals that made 2018 the heaviest scrapping year since 2010. Despite 38 VLCC deliveries, 32 vessels were reported as scrapped with the vast majority leaving the fleet in the

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first half of the year (24 removals, as opposed to eight in the second half of 2018). Due to weak market conditions slippage averaged at 37.7%—much higher than the historical average of 25.1%. 76 VLCCs are scheduled to come into the market in 2019 with ten of them already delivered in January. Scrapping is expected to slow down this year as owners might be tempted to keep older tonnage around in anticipation of a stronger market in 2020. Despite a forecasted 5.9% fleet growth in 2019, after accounting for slippage and scrapping, 2019 might prove to be another year of low fleet growth if we effectively remove roughly 1% of the VLCC fleet due to scrubber retrofits, 25 NITC vessels which may turn to storage under sanctions, and increased removals/scrapping if this year turns out to be another poor year in terms of earnings.

The Suezmax fleet came off peak fleet growth last year. Similar to the VLCC fleet, 21 vessels that were removed from the Suezmax fleet were enough to offset 31 additions bringing the year’s growth to 2%. Excluding six cancellations, slippage for 2018 was at 35.4%, marginally lower than the historical average of 37%. We are counting 30 scheduled deliveries for 2019 with six of them already delivered in January; however, after accounting for slippage and forecasted removals, Suezmax fleet growth is expected at 3.2% in 2019.

In 2018, a total of 48 Aframaxes (including fully coated LR2s) were added to the fleet, bringing total fleet growth down to 0.6% compared to 4% in 2017 due to negative growth in the uncoated Aframax fleet. Slippage was close to the historical averages at about 31.4% as in the beginning of the year a total of 70 Aframaxes (including LR2s) were due to come into the market. 38 removals from the uncoated Aframax fleet more than offset the 26 additions, bringing fleet growth further down to 2%, while 22 deliveries in the LR2 fleet combined with only four removals brought fleet growth for their coated counterparts to 4.9%, albeit a five-year low level. Following another disappointing year in the products market and an uptick in the crude market in the second half of 2018, the clean trading LR2 fleet posted negative fleet growth for the first time since 2011 as in 2018 we saw 27 vessels switching from trading Clean Petroleum Products (CPP) to trading Dirty Petroleum Products (DPP) as opposed to seven that cleaned-up bringing the year’s switching activity down to 20 net dirty-ups, providing extra pressure on the total dirty trading Aframax fleet. A total of 65 Aframaxes are due to be delivered in 2019, out of which 39 are coated. In January we counted eight LR2 deliveries and seven uncoated Aframax additions. 2019 is expected to be a higher year in terms of fleet growth—2.3% after slippage and forecasted scrapping—however the market’s anticipation for a much stronger products market in lieu of the new lower sulphur regulation in January 2020 might decelerate the dirty-ups we have seen the past four years.

Panamax fleet growth (including fully coated LR1s) dropped to 0.9% in 2018 compared to 3.7% in 2017. 13 vessels from the originally scheduled 25 were delivered in 2018, while nine were removed. All of the 2018 additions were coated LR1s that saw their 2018 growth at 2.5%. The clean trading LR1 fleet rose by 5.4% YoY as net switching activity came down to zero last year (five dirty-ups vs five clean-ups). 19 vessels are due to be delivered this year out of which three have already come into the market, while only one of the scheduled deliveries is yet to be reported as coated. Due to the small orderbook and the relatively young LR1 fleet, fleet growth is expected slightly lower YoY at 1.9% in 2019.

The MR fleet (45k-55k dwt) grew 2.6% in 2018, a touch below the 2017 growth rate of 3.2%. A total of 52 MRs hit the water in 2018 from the originally 70 vessels that were due for delivery in the beginning of 2018 pushing the year’s slippage rate slightly lower compared to its long-term average at about 25%. In terms of scrapping, we witnessed the highest scrapping year since 2010 with 15 MRs of an average age of 23.6 years leaving the market mostly in the first half of the year (11 removals in the first half of 2018). 113 vessels are due for delivery in 2019 out of which nine have already come into the market in January. After accounting for slippage and lower scrapping activity, 2019 MR fleet growth is expected closer to its historical average at 5.4%.

From the originally scheduled 23 Handys (27k-45k dwt) a total of 14 delivered in 2018, while 29 were removed bringing total Handy fleet growth to its lowest level since 2013 at -1.7%. For 2019, 25 vessels are scheduled to hit the water with three of them already delivered. However, the quite squeezed orderbook and the current 47 vessels that are over 25 years old are expected to generate another year of low fleet growth for the Handy fleet at around 1%. As the vessel size isn’t quite the flavour of the month in terms of ordering, when combined with an ageing fleet, the Handy fleet growth is expected to remain below 2% during the next five years.

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Newbuildings

2018 was a relatively muted year in terms of ordering activity as persistent low earnings, arguably lower availability of traditional finance, uncertainty over the upcoming regulations and higher steel prices have resulted in ordering focusing primarily on VLCCs and MRs, with the rest of the sectors receiving little-to-no buying interest at all.

VLCC newbuilding prices in South Korea rose by $9.4 million YoY to $92.2 million, although the $90 million threshold was only passed end-November with the year averaging at $87.5 million until then. Ordering activity was front loaded, with 34 out of the total 42 orders placed in the first half of the year. South Korea remained at the pole position with 69% of the total orders placed in the country’s shipyards. Ten orders were placed in Japan and the remaining three in China. Six VLCC orders have already been placed in the first month of 2019.

2018 was the lowest contracting year for Suezmaxes since 2013, with only eleven firm orders from a handful of owners as soon as the crude market picked up from September onwards. Before September, the Suezmax orderbook additions were close to zero, with only two orders in April. Following an ordering spree at the end of Q3-18, newbuilding prices rose by 15.8% YoY to $61.4 million. Apart from one vessel ordered in China, the rest have been contracted in South Korea yards. So far in 2019 there have been two Suezmax orders.

Aframax newbuilding South Korean prices increased by $8 million to $52 million by the end of 2018. Aframax ordering activity came off significantly in 2018 with 12 uncoated Aframax and 14 LR2 orders placed as opposed to 22 and 32 in 2017, respectively. Coated orders however might prove to be higher the closer we head to the delivery date and more information in terms of the vessels’ coating is revealed. Half of the 2018 firm orders have been concluded with South Korean yards, followed by Philippines. No Panamax/LR1 order had been reported in 2018 compared to 11 in 2017.

MR newbuilding South Korean prices rose by $2.5 million over 2018 to $36.5 million by the end of the year. 68 MR orders were placed last year with 40 of them contracted in the first half of the year when average MR newbuilding prices were at $35.1m. South Korean yards remained at the top spot with 35 orders placed, followed by China where 19 orders were placed. In January we saw four MR orders from a single buyer. For a third consecutive year, Handy ordering activity remained below ten, with only seven firm orders in 2018—six in China and one in South Korea—all of them placed in the first half of the year.

Given the past few years’ low earnings environment and aforementioned factors that continue to weigh on ordering activity, we may experience another year of low ordering activity in 2019. However, the orderbook looks relatively empty after 2019 and if 2020 proves to be a good year for vessel owners as many anticipate, combined with the need for replacement tonnage due to the fleet’s ageing profile, we might see an uptick in ordering from the start of the new decade.

Second-hand Prices

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Second-hand prices increased across all sectors YoY, driven by a rush to catch the bottom of the cycle that sparked more buying interest. However, five-year old prices did not rise as much as newbuilding prices. For a VLCC, second-hand prices rose by 6.6%, compared to 11.4% for newbuildings. The VLCC market looks quite well-supplied up to at least 2020, meaning owners with access to finance might prefer to pay the premium of a newbuild in anticipation of better market earnings against an empty orderbook for the new decade and an ageing fleet that should keep removals elevated going forward. Suezmax second-hand prices increased by 8.8% to $43.5 million, while Aframax five-year old prices remained largely unchanged as opposed to an 18.2% increase in newbuilding prices. MR second-hand prices rose by 13% to $26 million, a much stronger growth compared to the newbuildings, with the strengthening starting at the end of Q1-18.

Vessel Earnings

2018 turned out to be the one of the most disappointing years for tanker earnings in recent decades. Earnings were dragged further down for a third consecutive year by oversupply and higher bunker costs and it would have been even worse if it wasn’t for the Q4 uptick—driven by a wave of excess OPEC crude production—that led to a decent winter market for all vessel sizes.

VLCC earnings (basis TD3C round voyage) fell 18% YoY to average $19,000/day in 2018 with earnings stubbornly below $10,000/day in the first half of the year. Suezmax earnings (basis 70% TD20 and 30% TD6 round voyages) rose slightly by ~$1,000/day to $14,000/day while the Aframax Composite (basis an average of TD7, TD8, TD9, TD19 & TD17 round voyages) increased by 16% YoY to $13,000/day. In the products market, LR2 (basis TC1 round voyage) earnings remained at similar levels to 2017 at $11,000/day, LR1 (basis TC5 round voyage) earnings fell 10% YoY to $6,700/day while the MR Composite (basis an average of TC2/14, TC6, TC7, TC10 & TC11/4) dropped 8% YoY to average $11,000/day.

Oil prices – and by extension bunker prices – rose steadily up until end-October when they took a hit reaching 2017 low levels by the end of the year. Rotterdam IFO380 averaged at $401/tonne in 2018, $100/tonne higher compared to 2017. Going forward, oil prices are expected to fall with EIA forecasting Brent averaging $10/bbl lower YoY to $61/bbl and WTI to $55/bbl pushing bunker prices lower giving owners’ earnings room for improvement this year. However, with the IMO2020 regulation just months away from implementation, the price for HSFO is expected to start coming off the closer we head to the deadline as demand for the fuel will start falling. That should support owners’ earnings in Q2-Q3; however, the need to use bunker costlier compliant fuels in Q4 might put a ceiling on the earnings’ upside.

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VLCC Time Charter Equivalent Spot Market Earnings

VLCC Spot Market Earnings (Source: Howe Robinson Partners)

VLCC

Starting from a low level in January, VLCC earnings stood well below $10,000/day for the first half of the year and at times below OPEX levels. The uptick in Q4 pushed the average at ~$19,000/day (basis TD3C MEG/China round voyage). The OPEC+ group’s commitments to extend their production cuts to Q1-18 along with involuntary losses from elsewhere (i.e. Venezuela, Angola) and stock-drawing in OECD nations were enough to push Q1-18 and Q2-18 earnings to their lowest quarterly levels on record since 2000 with Q1-18 averaging at ~$8,750/day and Q2-18 at $9,500/day.

On the back of OPEC’s decision to increase production in order to achieve 100% compliance on its original 1.2 million bpd, VLCC earnings rose to $14,500/day in Q3-18, while the re-imposition of US sanctions on Iran and OPEC’s decision to further cut production by 1.2 million bpd in Q1-19 generated an influx of barrels in Q4-18, pushing the market to a Q4 average last seen in 2016 at around $46,000/day.

VLCCs started 2019 quite positive; however, the market came off as quickly as expected and it would appear that this year’s demand for crude tankers could look strikingly similar to 2018 if it wasn’t for US crude exports. These are expected to be the main factor helping to absorb any tonnage growth—given OPEC+ production cuts combined with what is setting up to be a record high maintenance season ahead of IMO2020 implementation.

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Suezmax Time Charter Equivalent Spot Market Earnings

Suezmax Spot Market Earnings (Source: Howe Robinson Partners)

Suezmax

Suezmax earnings followed the same trajectory as VLCCs; however, the winter impact was much stronger with Q4-18 averaging at ~$34,000/day, $23,000/day higher compared to Q3-18. TD6 (Black Sea/Med) earnings averaged 42% higher YoY at ~$19,000/day, whereas TD20 (WAF/UKC) closed the year 6% lower YoY at ~$12,000/day. Despite a much more manageable fleet growth, Suezmaxes in West Africa didn’t manage to surprise on the upside with TD20 earnings setting record low levels for the most of the first half of the year.

Despite Nigeria’s production rebound to an average of 1.6 million bpd in 2018 compared to 1.53 million bpd in 2017, a 150,000 bpd YoY fall in Angolan output led to a decline in the area’s total production resulting in West African exports dropping by 1.4% YoY to 4.32m bpd. Suezmaxes ex-WAF were traded below $9,000/day in the first three quarters of 2018, while a $20,000/day increase quarter-on-quarter to $28,000/day in Q4-18 brought the year’s average above that threshold. Following the VLCC market, Suezmaxes in West Africa have already lost 50% of their early Jan-19 earnings. Suezmaxes in the Black Sea started showing signs of recovery in May-18 when earnings rose to $14,000/day from the Jan-Apr average of $5,500/day.

Suezmax liftings ex-Black Sea rose by 9.3% YoY to 1.13 million bpd in 2018 and combined with weather related delays pushed the end of year earnings to levels last seen in 2015, with Nov-Dec averaging at $60,000/day. Since then however, TD6 has dipped to an average of $22,000/day in Feb-19.

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Aframax Time Charter Equivalent Spot Market Earnings

Aframax Spot Market Earnings (Source: Howe Robinson Partners)

Aframax

The Aframax Composite earnings (basis an average of TD7, TD8, TD9, TD19, TD14 and TD17) were no different to their VLCC and Suezmax counterparts and with the second half of 2018 support they posted their first yearly gains since 2015. The Aframax Composite averaged 16% higher YoY to ~$13,000/day in 2018, ranging from $5,000/day in April to $41,000/day in December. With the uncoated Aframax fleet falling by -2% YoY, the upside might have been stronger if it wasn’t for the 20 LR2 dirty-ups as soon as Aframaxes started trading at an $8,000/day premium to the LR2s in Q4-18. Apart from TD17 (Baltic/UKC), the rest of the Aframax routes were trading below $10,000/day for the first half of the year bringing the combined average to ~$8,000/day. TD7 (North Sea/UKC) earnings doubled in Q3-18 to over $14,000/day compared to $7,000/day in Q2-18 amid a 10% increase in Aframax liftings from the North Sea, while seasonal factors and an 11.3% quarter-on-quarter increase in Aframax liftings ex-Baltic pushed TD17 earnings $19,000/day higher at ~$31,000/day in Q4-18.

Libya’s return supported the Med market with TD19 earnings increasing by 22% YoY to ~$14,000/day; however, Aframaxes haven’t managed to pocket the whole benefit of the additional Libyan barrels as increased flows to the east have favoured Suezmaxes taking away market share from Aframaxes (58.3% in 2018 vs 72.6% in 2017). The Caribbean market (TD9) was quite resilient during 2018, averaging 26% higher YoY at $15,000/day; however, it remains to be seen how US sanctions on Venezuela will affect this market in 2019.

The east market didn’t experience the Q4 uptick at the same magnitude as the west, resulting in TD8 (MEG/Singapore) and TD14 (SE Asia/EC Australia) falling slightly YoY to $9,000/day and $11,500/day, respectively.

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Similar to VLCCs and Suezmaxes, the Aframax market started this year quite strongly; however, earnings have more than halved compared to early January currently trading at $16,000/day. Nevertheless, the LR2 market looks more balanced with TC1 earnings (MEG/Japan) currently trading at a $6,000/day premium to the Aframax Composite and relatively rangebound at the $22,000/day-$26,000/day level.

MR Time Charter Equivalent Spot Market Earnings

MR Spot Market Earnings (Source: Howe Robinson Partners)

MR

Historically speaking, according to our records (since 2000) the MR Composite (basis an average of TC6, TC7, TC10 and TC2/14) has almost never averaged below $10,000/day annually—apart from 2002—and even though last year it was looking like they would have broken that floor, it turned out that the Q4-18 uptick brought 2018 MR earnings at around $11,000/day. 2018 set the historical minimum levels between May-June and end July-September, with the first week of September as the lowest week reported in terms of earnings since 2000 at below $6,000/day.

Even though it is difficult to pinpoint specific factors for the products market weakness in such a fragmented environment, we would highlight a massive 204 million bbls stockdrawing in OECD countries/Singapore between Aug-16 and May-18 as a major culprit, as well as a lack of new mega/export refinery start-ups since 2015, and of course stubbornly high fleet growth.

Fluctuations in MR earnings were driven by the west as the east markets were largely rangebound on a quarterly basis with TC7 (Singapore/EC Australia) averaging between $10,000/day in Q3-18 to $12,000/day in Q2-18 and TC10 (South Korea/WCC) between $10,000/day in Q3-18 to $13,000/day in Q4-18. In the west, TC6

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(cross-Med) posted its historical low quarterly earnings in Q3-18 at $3,000/day to average the year at $10,000/day, $2,000/day lower YoY. Atlantic basin activity saw a huge jump due to record high US gasoline exports with Q4-18 earnings 81% higher compared to Q3-18 at $14,000/day (basis TC2/14 triangulation).

MRs started 2019 above their historical levels; however, following the rest of the market’s downward trajectory they have already come off quite significantly albeit according to historical seasonality trends. With stock levels below their five-year average in the major consuming regions, 1.2 million bpd YoY growth in refinery runs, 2.2 million bpd of additional refinery capacity, of which around 45% will be export-oriented, and an increase in gasoil trade ahead of the IMO2020 implementation, the products market looks underway in its long-awaited recovery as of mid-2019.

General LNG Market Overview

2018 was certainly one of the better years in recent memory for LNG shipping because of the significant increase in short term rates and the large number of new buildings placed on order.

Although there was some consensus in early 2018 that the market was due to improve on the back of fundamentals, industry participants certainly hadn’t anticipated such a rapid increase in rates. This rise can – to some extent – be attributed to floating storage, a new feature of the LNG market that is partially driven by China and its hunger for evermore LNG. Indeed, up to 30 vessels were kept as floating storage worldwide with cargoes on board waiting to discharge, and the demand for these vessels coupled with the increase in tonne miles due to the open arbitrage, pushed up rates to a peak which had not been seen before.

Storage for LNG over a period of time—rather than straight discharge—is an unusual feature for the LNG market, and can now be considered due to the partial or full re-liquefaction (PRS or FRS) units on board the vessels, which allows the boil off to be re-liquefied and placed back into the cargo tanks. LNG carriers can therefore store LNG on board without losing much of their cargo.

New LNG production

Many new facilities were expected to start up in 2018; however, as is often the case with LNG, some of these facilities have seen their start-up delayed due to several reasons, including plant issues, floods, etc., and the full effect of which is now expected to be seen in 2019.

Nevertheless, the following four major facilities did commence operations in 2018:

Whilst not in full operation, both the Sabine Pass Train 5 and the Corpus Christi train 1 were also started, although full commercial operation would not be seen until 1Q 2019.

However, we also saw the delay of the following plants which will be pushed back into 2019:

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Overall, LNG supply is now becoming plentiful. With production levels rising from the USA and Australia during 2018, markets became more fluid with tonne miles increasing, assisted by the ability for LNG carriers to go through the Panama Canal, something which only became a possibility with the installation of the new locks in 2016.

However, even though additional transits have been allocated to LNG, these remain difficult to obtain and although things have been improved, it may take a couple of days to obtain a transit passage without a firm booking.

Qatar’s approval to go ahead with its planned expansion of the North Field was announced in 2018 as expected, producing up to a further 30 million tonnes of LNG by 2024. This could have a dramatic impact upon the shipping markets with a further influx of tonnage to move these volumes.

Final Investment Decision (FID) was given to the LNG Canada project on the west coast of Canada together with approval for Corpus Christi train 3, which saw the first signing of contracts for export of shale gas from the USA to China. A considerable number of FIDs are due within 2019, which could add a minimum of 100 million tonnes of LNG by the middle of the next decade, and these include the vast projects in Mozambique, at least 5 additional USA shale gas projects, additional trains to existing shale gas projects in the USA; expansion plans to both PNG and Sakhalin and a further new Arctic facility. This does not include the plans for a 7^th train in Nigeria.

We are in an era of continued expansion within the LNG export industry and we expect that there will be a continual demand for additional LNG carriers to meet this demand.

LNG Tanker Demand

The 2018 year began very lacklustre as the market tumbled at the beginning of the year. Rates had begun to decline at the end of 2017 and these continued to fall with the emphasis of the Chinese New Year having a full effect and knocking demand backwards. Although signs of improvement were slow to come in 2018, gradually both positioning and ballast bonus fees began to improve, indicating a rally to the market which consequently led to an increase in freight levels.

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Freight Rates for Steam/TFDE/Gas Injection (Source: Howe Robinson Partners)

The largest catalyst for market improvement in 2018 was the chartering-in by a large energy company of around 16 LNGCs for up to two-year periods. This transaction occurred whilst markets were still reasonably low for short-term charter rates and absorbed a considerable amount of tonnage which had been either on the short-term markets or were to be there due to their projects being delayed. Delivery of many of these vessels did not begin until September/October, by which time short term market rates had begun to improve.

Rates continued to climb towards the end of the year, up to an October peak of $198,000/day, although some believe this was over $200,000/day which could have been a time charter equivalent once ballast bonus and positioning had been considered.

A further significant dynamic change to the LNG market during 2018 was the ability for vessels to store LNG, rather than deliver their cargoes straight to their discharge terminal. During November 2018, up to 30 LNGCs were understood to be holding cargoes, with the majority of these based in the Far East and primarily held by portfolio players and trading houses.

However, once these cargoes had been discharged, the market quickly began to soften in the east and with the combination of the lead up to the Chinese New Year in January 2019 and the build-up of stocks within other countries, charter rates began to soften in December. Vessels coming out of dry dock in the east in early December found it difficult to obtain cargoes and this softening continued into the new year.

Going forward, LNG markets show signs of a far more volatile environment, following a 2018 year that was particularly fertile in this respect. A host of factors – including low demand, vessels being absorbed whilst market rates are low, new plants delayed and/or new plants starting up, restocking, restart of nuclear power plants, closure of coal fired generation, arbitrage or lack thereof, and finally floating storage – will come together to drive the market in the near future, with more sensitive freight rates and an upwards trajectory.

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LNG Carrier Newbuildings

2018 saw an unprecedented 62 vessels delivered during the year (of which eight were below 100,000 cubic metres), with a combined cubic capacity of just over 9.3 million cubic metres. The number of vessels delivered included a large proportion of those vessels which had been previously contracted for earlier delivery, and which had been delayed in their delivery schedule due to their projects, primarily based on shale gas projects from the USA being pushed back beyond their original completion date.

This also included 3 of the 4 new buildings contracted to a major Japanese energy company from the new JMU yard in Japan, and which had the expanded SPB containment system. The remaining three, which had originally been planned for delivery in 2017, are now likely to be delivered during 2019. Many of the deliveries were also sub-contracted to existing players, with their own projects being delayed.

Fleet Deliveries Versus Fleet Orders to 2021 (Source: Howe Robinson Partners)

2018 started quietly for new building orders with momentum building up towards the year end, as many of the independent players took stock prior to the promise of hefty rises in prices. The lowest price seen during the year were those vessels contracted at below US$ 180 million each from HHI in Korea.    These vessels each received a charter rate of US$ 63,500/day for a period of 7 years from a major French energy company.

The orders were a steady trickle throughout the year being contracted for delivery between 2020 and late 2021, and notably, many of these orders were contracted by new entrants in the LNG market with differing interests, typically ordered by major ship owners and time-chartered to energy companies and trading houses for seven-year periods around US$65,000-67,000/day.

Many owners committed to a first step into LNG shipping with new orders, and by the end of 2018 there were around 38 vessels without firm commitment for the future. Many of these owners were also holding options for 2021 delivery.

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As we have mentioned, the increased volumes in LNG anticipated through to the middle of the next decade should absorb a considerable proportion of these vessels.

As for the type of LNG carrier, either the MEGi or the XDF engine is the option of choice together with a base of a 174,000 to 180,000 cubic metres size of vessel. Containment system, in the main is the GTT MK III flex or flex plus which has replaced the potential GTT Mk V. Boil off rates today have been reduced to around the 0.075% per day and PRS (partial re-liquefaction) seems to be a standard.

Risk Factors

Risks Related To Our Industry

The tanker industry is cyclical, resulting in charter rates that can be volatile. Poor charter markets for crude oil and product tankers may adversely affect our future revenues and earnings.

The volatility in charter rates, and in turn our revenue and earnings, is due to the historically cyclical nature of the tanker industry. The typical cycle is partly created by material changes in the number of tankers available in the market resulting primarily from new deliveries to the market less vessels demolished or converted due to technical obsolescence and the number of vessels occupied on long-distance travel or delayed by geopolitical events. The cycle is also impacted by material changes to the supply of and demand for oil due primarily to corrections in the price of oil and to geopolitical factors. As of April 2 2019, about half of the vessels owned by our subsidiary companies were employed under charters based upon prevailing market rates (including time charters with a profit share component), and the remaining vessels were employed on time charters which, if not extended, are scheduled to expire on various dates between April 2019 and June 2028. Tanker charter rates declined significantly in 2016 and 2017 and further declined through most 2018, which had an adverse effect on our revenues, profitability and cash flows. If rates continue to be low in the charter market for any significant period in 2019, it will have a further adverse effect on our revenues, profitability and cash flows. Declines in prevailing charter rates also affect the value of our vessels, which are correlated to the trends of charter rates, and could affect our ability to comply with our loan covenants.

Disruptions in world financial markets and economic conditions, and protectionist trade measures and other governmental action in the United States and in other parts of the world could have a material adverse impact on our results of operations, financial condition, cash flows and share price.

Global financial markets and economic conditions have been disrupted and volatile at times over the past decade and remain subject to significant vulnerabilities, such as the deterioration of fiscal balances and the rapid accumulation of public debt, continued deleveraging in the banking sector and a limited supply of credit in the shipping industry. While the global economy has improved and may continue to do so, it remains subject to downside risk. There can be no assurance that global economic weakness or a recession will not return and that tight credit markets will not continue or become more severe.

In addition, the process of the UK exiting the European Union, as well as continued turmoil and hostilities in the Middle East or potential hostilities elsewhere in the world, could contribute to volatility in the global financial markets. These circumstances, along with the re-pricing of credit risk and the reduced participation of certain financial institutions from financing of the shipping industry, will likely continue to affect the availability, cost and terms of vessel financing. If financing is not available to us when it is needed, or is available only on unfavorable terms, our business may be adversely affected, with corresponding effects on our profitability, cash flows and ability to pay dividends.

Moreover, as a result of the continuing economic crisis in Greece and the related austerity measures implemented by the Greek government, as well as the capital controls in effect in Greece since mid-2015, despite

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recent relaxation of controls, our operations may be subjected to new regulations that may require us to incur new or additional compliance or other administrative costs and may require that we pay to the Greek government new taxes or other fees or that dividends we pay be subject to withholding taxes. Furthermore, the commitments by the Greek government to the nations’ creditors and potential shift in its policies may potentially lead to Greece’s exit from the Eurozone, if not satisfied, which could affect our technical and commercial managers’ operations located in Greece.

The implementation by the U.S. or other governments of protectionist trade measures, including tariffs or other trade restrictions such as those imposed by the U.S. and China, could also adversely affect the world oil and petroleum markets.

The tanker industry is highly dependent upon the crude oil and petroleum products industries.

The employment of our subsidiaries’ vessels is driven by the availability of and demand for crude oil and petroleum products, the availability of modern tanker capacity and the scrapping, conversion or loss of older vessels. Historically, the world oil and petroleum markets have been volatile and cyclical as a result of the many conditions and events that affect the supply, price, production and transport of oil, including:

Despite turbulence in the world economy at times in recent years, worldwide demand for oil and oil products continues to rise. In the event that this trend falters, the production of and demand for crude oil and petroleum products will again encounter pressure which could lead to a decrease in shipments of these products and consequently this would have an adverse impact on the employment of our vessels and the charter rates that they command. Also, if oil prices again fall to uneconomic levels for producers, it may lead to declining output. As a result of any reduction in demand or output, the charter rates that we earn from our vessels employed on charters related to market rates may decline and possibly remain at low levels for a prolonged period of time.

Our operating results are subject to seasonal fluctuations.

The tankers owned by our subsidiary companies operate in markets that have historically exhibited seasonal variations in tanker demand, which may result in variability in our results of operations on a quarter-by-quarter

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basis. Tanker markets are typically stronger in the winter months as a result of increased oil consumption in the northern hemisphere, but weaker in the summer months as a result of lower oil consumption in the northern hemisphere and refinery maintenance. As a result, revenues generated by the tankers in our fleet have historically been weaker during the fiscal quarters ended June 30 and September 30. However, there may be periods in the northern hemisphere when the expected seasonal strength does not materialize to the extent required to support sustainable profitable rates due to tanker overcapacity.

An increase in the supply of vessels without an increase in demand for such vessels could cause charter rates to decline, which could have a material adverse effect on our revenues and profitability.

Historically, the marine transportation industry has been cyclical. The profitability and asset values of companies in the industry have fluctuated based on certain factors, including changes in the supply and demand of vessels. The supply of vessels generally increases with deliveries of new vessels and decreases with the scrapping of older vessels and/or the removal of vessels from the competitive fleet either for storage purposes or for utilization in offshore projects. The newbuilding order book equaled approximately 9% of the existing world tanker fleet at February 1, 2019, by number of vessels, with a significant amount of these newbuilding vessels scheduled to be delivered in 2019. No assurance can be given that the order book will not increase further in proportion to the existing fleet. If supply increases, and demand does not match that increase, the charter rates for our vessels could decline significantly. In addition, any decline of trade on specific long-haul trade routes will effectively increase available capacity with a detrimental impact on rates. A decline in, or prolonged period of, already weak charter rates could have a material adverse effect on our revenues and profitability.

The global tanker industry is highly competitive.

We operate our fleet in a highly competitive market. Our competitors include owners of VLCC, suezmax, aframax, panamax, handymax and handysize tankers, as well as owners in the shuttle tanker and LNG markets, which are other independent tanker companies, as well as national and independent oil companies, some of which have greater financial strength and capital resources than we do. Competition in the tanker industry is intense and depends on price, location, size, age, condition, and the acceptability of the available tankers and their operators to potential charterers.

Acts of piracy on ocean-going vessels, although recently declining in frequency, could still adversely affect our business.

Despite a decline in the frequency of pirate attacks on seagoing vessels in the western part of the Indian Ocean, such attacks remain prevalent off the west coast of Africa and between Malaysia and Indonesia. If piracy attacks result in regions in which our vessels are deployed being characterized by insurers as “war risk” zones, as the Gulf of Aden has been, or Joint War Committee (JWC) “war and strikes” listed areas, premiums payable for such insurance coverage could increase significantly and such insurance coverage may be more difficult to obtain. Crew costs, including those due to employing onboard security guards, could increase in such circumstances. In addition, while we believe the charterer remains liable for charter payments when a vessel is seized by pirates, the charterer may dispute this and withhold charter hire until the vessel is released. A charterer may also claim that a vessel seized by pirates was not “on-hire” for a certain number of days and it is therefore entitled to cancel the charter party, a claim that we would dispute. We may not be adequately insured to cover losses from these incidents, which could have a material adverse effect on us. In addition, hijacking as a result of an act of piracy against our vessels, or an increase in cost, or unavailability of insurance for our vessels, could have a material adverse impact on our business, financial condition, results of operations and cash flows.

Terrorist attacks, international hostilities, economic and trade sanctions and the economic situation in the Eurozone can affect the tanker industry, which could adversely affect our business.

Major oil and gas producing countries in the Middle East have become involved militarily in conflicts in Iraq, Syria and Yemen. Armed conflicts with insurgents and others continue, as well, in Libya, and political

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unrest and instability have adversely affected the infrastructure and economic stability of Venezuela, each of which is a major oil exporting country. Any such hostility or instability could seriously disrupt the production of oil or LNG and endanger their export by vessel or pipeline, which could put our vessels at serious risk and impact our operations and our revenues, expenses, profitability and cash flows in varying ways that we cannot now project with any certainty.

The increasing number of terrorist attacks throughout the world, longer-lasting wars, international incidents or international hostilities, such as in the Ukraine, Afghanistan, Iraq, Syria, Libya, Yemen and the Korean peninsula, could damage the world economy and adversely affect the availability of and demand for crude oil and petroleum products and negatively affect our investment and our customers’ investment decisions over an extended period of time. In addition, sanctions against oil exporting countries such as Iran, Sudan, Syria, Russia and Venezuela may also impact the availability of crude oil which would increase the availability of tankers, thereby negatively impacting charter rates. We conduct our vessel operations internationally and despite undertaking various security measures, our vessels may become subject to terrorist acts and other acts of hostility like piracy, either at port or at sea. Such actions could adversely impact our overall business, financial condition and results of operations. In addition, terrorist acts and regional hostilities around the world in recent years have led to increases in our insurance premium rates and the implementation of special “war risk” premiums for certain trading routes.

Our charterers may direct one of our vessels to call on ports located in countries that are subject to restrictions imposed by the U.S. government, the UN or the EU, which could negatively affect the trading price of our common shares.

On charterers’ instructions, our subsidiaries’ vessels may be requested to call on ports located in countries subject to sanctions and embargoes imposed by the U.S. government, the UN or the EU and countries identified by the U.S. government, the UN or the EU as state sponsors of terrorism. The U.S., UN- and EU- sanctions and embargo laws and regulations vary in their application, as they do not all apply to the same covered persons or proscribe the same activities, and such sanctions and embargo laws and regulations may be amended or strengthened over time.

On January 16, 2016, “Implementation Day” for the Iran Joint Comprehensive Plan of Action (JCPOA), the United States lifted its secondary sanctions against Iran which prohibited certain conduct by non-U.S. companies and individuals that occurred entirely outside of U.S. jurisdiction involving specified industry sectors in Iran, including the energy, petrochemical, automotive, financial, banking, mining, shipbuilding and shipping sectors. By lifting the secondary sanctions against Iran, the U.S. government effectively removed U.S. imposed restraints on dealings by non-U.S. companies, such as our Company, and individuals with these formerly targeted Iranian business sectors. Non-U.S. companies continued to be prohibited under U.S. sanctions from (i) knowingly engaging in conduct that seeks to evade U.S. restrictions on transactions or dealings with Iran or that causes the export of goods or services from the United States to Iran, (ii) exporting, reexporting or transferring to Iran any goods, technology, or services originally exported from the U.S. and / or subject to U.S. export jurisdiction and (iii) conducting transactions with the Iranian or Iran-related individuals and entities that remain or are placed in the future on OFAC’s list of Specially Designated Nationals and Blocked Persons (SDN List), notwithstanding the lifting of secondary sanctions.

However, on August 6, 2018, the U.S. re-imposed an initial round of secondary sanctions and as of November 5, 2018, virtually all of the secondary sanctions the U.S. had suspended under the JCPOA have been re-imposed.

The U.S. government’s primary Iran sanctions have remained in place throughout recent years and as a consequence, U.S. persons continue to be broadly prohibited from engaging in transactions or dealings in or with Iran or its government. In addition, U.S. persons continue to be broadly prohibited from engaging in transactions or dealings with the Government of Iran and Iranian financial institutions, which effectively impacts the transfer of funds to, from, or through the U.S. financial system whether denominated in U.S. dollars or any other currency.

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The U.S. also maintains embargoes on Cuba, North Korea and Syria. We can anticipate that some of our charterers may request our vessels to call on ports located in these countries. Although we believe that we are in compliance with all applicable sanctions and embargo laws and regulations, and intend to maintain such compliance, there can be no assurance that we will be in compliance in the future, particularly as the scope of certain laws may be unclear and may be subject to changing interpretations. Any such violation could result in fines or other penalties and could result in some investors deciding, or being required, to divest their interest, or not to invest, in us. Additionally, some investors may decide to divest their interest, or not to invest, in us simply because we do business with companies that do lawful business in sanctioned countries. Moreover, our charterers may violate applicable sanctions and embargo laws and regulations as a result of actions that do not involve us or our vessels, and those violations could in turn negatively affect our reputation. Investor perception of the value of our shares may also be adversely affected by the consequences of war, the effects of terrorism, civil unrest and governmental actions in these and surrounding countries.

Failure to comply with the U.S. Foreign Corrupt Practices Act and other anti-bribery legislation in other jurisdictions could result in fines, criminal penalties, contract terminations and an adverse effect on our business.

We may operate in a number of countries throughout the world, including countries known to have a reputation for corruption. We are committed to doing business in accordance with applicable anti-corruption laws and have adopted a code of business conduct and ethics which is consistent and in full compliance with the U.S. Foreign Corrupt Practices Act of 1977, or the “FCPA”. We are subject, however, to the risk that persons and entities whom we engage or their agents may take actions that are determined to be in violation of such anti-corruption laws, including the FCPA. Any such violation could result in substantial fines, sanctions, civil and/or criminal penalties, or curtailment of operations in certain jurisdictions, and might adversely affect our business, results of operations or financial condition. In addition, actual or alleged violations could damage our reputation and ability to do business. Furthermore, detecting, investigating, and resolving actual or alleged violations is expensive and can consume significant time and attention of our senior management.

Efforts to take advantage of opportunities in pursuit of our growth strategy may result in financial or commercial difficulties.

A key strategy of management is to continue to renew and grow the fleet by pursuing the acquisition of additional vessels or fleets or companies that are complementary to our existing operations. If we seek to expand through acquisitions, we face numerous challenges, including:

We cannot assure you that we will be able to integrate successfully the operations, personnel, services or vessels that we might acquire in the future, and our failure to do so could adversely affect our profitability.

We are subject to regulation and liability under environmental, health and safety laws that could require significant expenditures and affect our cash flows and net income.

Our business and the operation of our subsidiaries’ vessels are subject to extensive international, national and local environmental and health and safety laws and regulations in the jurisdictions in which our vessels operate, as well as in the country or countries of their registration. In addition, major oil companies chartering our vessels impose, from time to time, their own environmental and health and safety requirements. To comply with these requirements and regulations, including the new MARPOL Annex VI sulfur emission requirements

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instituting a global 0.5% sulfur cap on marine fuels from January 1, 2020 and the IMO ballast water management (“BWM”) convention, which requires vessels to install expensive ballast water treatment systems (“BWTS”) before the first MARPOL renewal survey conducted after September 8, 2019, for newly constructed vessels after September 8, 2017 to have a BWTS installed by delivery and for all vessels to be certified in accordance with the BWM convention by September 8, 2024, we may be required to incur additional costs to meet new maintenance and inspection requirements, develop contingency plans for potential spills, and obtain insurance coverage.

These and future environmental regulations, which may become stricter, may limit our ability to do business, increase our operating costs and/or force the early retirement of our vessels, all of which could have a material adverse effect on our financial condition and results of operations.

International, national and local laws imposing liability for oil spills are also becoming increasingly stringent. Some impose joint, several, and in some cases, unlimited liability on owners, operators and charterers regardless of fault. We could be held liable as an owner, operator or charterer under these laws. In addition, under certain circumstances, we could also be held accountable under these laws for the acts or omissions of Tsakos Shipping & Trading S.A. (“Tsakos Shipping”), Tsakos Columbia Shipmanagement Ltd. (“TCM”) or Tsakos Energy Management Limited (“Tsakos Energy Management”), companies that provide technical and commercial management services for our subsidiaries’ vessels and us, or others in the management or operation of our subsidiaries’ vessels. Although we currently maintain, and plan to continue to maintain, for each of our subsidiaries’ vessels’ pollution liability coverage in the amount of $1 billion per incident (the maximum amount available), liability for a catastrophic spill could exceed the insurance coverage we have available and result in our having to liquidate assets to pay claims. In addition, we may be required to contribute to funds established by regulatory authorities for the compensation of oil pollution damage or provide financial assurances for oil spill liability to regulatory authorities.

Maritime disasters and other operational risks may adversely impact our reputation, financial condition and results of operations.

The operation of ocean-going vessels has an inherent risk of maritime disaster and/or accident, environmental mishaps, cargo and property losses or damage and business interruptions caused by, among others:

Any of these circumstances could adversely affect our operations, result in loss of revenues or increased costs and adversely affect our profitability and our ability to perform our charters.

Our subsidiaries’ vessels could be arrested at the request of third parties.

Under general maritime law in many jurisdictions, crew members, tort claimants, vessel mortgagees, suppliers of goods and services and other claimants may lien a vessel for unsatisfied debts, claims or damages. In many jurisdictions a maritime lien holder may enforce its lien by arresting a vessel through court process. In

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some jurisdictions, under the extended sister ship theory of liability, a claimant may arrest not only the vessel with respect to which the claimant’s maritime lien has arisen, but also any associated vessel under common ownership or control. While in some jurisdictions which have adopted this doctrine, liability for damages is limited in scope and would only extend to a company and its ship-owning subsidiaries, we cannot assure you that liability for damages caused by some other vessel determined to be under common ownership or control with our subsidiaries’ vessels would not be asserted against us.

Risks Related To Our Business

Any significant future declines in the values of our vessels could affect our ability to comply with various covenants in our credit facilities unless waived or modified by our lenders.

Our credit facilities, which are secured by mortgages on our subsidiaries’ vessels, require us to maintain specified collateral coverage ratios and satisfy financial covenants, including requirements based on the market value of our vessels, such as maximum corporate leverage levels. The appraised value of a ship fluctuates depending on a variety of factors including the age of the ship, its hull configuration, prevailing charter market conditions, supply and demand balance for ships and new and pending legislation. The oversupply of tankers and depressed tanker charter market adversely affected tanker values from the middle of 2008 to late 2013, and despite the young age of our subsidiaries’ fleet and extensive long-term charter employment on many of the vessels, resulted in a significant decline in the charter-free values of our vessels. Vessel values recovered from the end of 2013, but again declined during 2016 and 2017 and remained at relatively low levels through 2018 due primarily to global fleet overcapacity and lack of financing for potential buyers to acquire second-hand, charter free vessels. Values may remain at current levels for a prolonged period, further decline or rise. Low values may result in our inability to comply with the financial covenants under our credit facilities which relate to our consolidated leverage and loan-to-asset value collateral requirements. If we were unable to obtain waivers in case of non-compliance or post additional collateral or prepay principal in the case of loan-to-asset value requirements, our lenders could accelerate our indebtedness. We have paid all of our scheduled loan installments and related loan interest consistently without delay or omission and none of our lenders under our credit facilities has requested such prepayment or additional cash collateral where non-compliance has occurred.

Charters at attractive rates may not be available when our current time charters expire.

During 2018, we derived approximately 65% of our revenues from time charters, as compared to 63% in 2017. As our current period charters on six of the vessels owned by our subsidiary companies expire in the remainder of 2019, it may not be possible to re-charter these vessels on a period basis at attractive rates if the current softness in the tanker charter market continues. If attractive period charter opportunities are not available, we may seek to charter the vessels owned by our subsidiary companies on the spot market, which is subject to significant fluctuations. In the event a vessel owned by one of our subsidiary companies may not find employment at economically viable rates, management may opt to lay up the vessel until such time that rates become attractive again (an action which our subsidiary companies have never undertaken). During the period of any layup, the vessel would continue to incur expenditures such as debt service, insurance, reduced crew wages and maintenance costs.

We are dependent on the ability and willingness of our charterers to honor their commitments to us for substantially all of our revenues and the failure of our counterparties to meet their obligations under our charter agreements could cause us to suffer losses or otherwise adversely affect our business.

We derive substantially all of our revenues from the payment of charter hire by our charterers. 46 of our 64 vessels are currently employed under time charters including time charters with profit share. We could lose a charterer or the benefits of a time charter if:

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If we lose a time charter, we may be unable to re-deploy the related vessel on terms as favorable to us or at all. We would not receive any revenues from such a vessel while it remained unchartered, but we may be required to pay expenses necessary to maintain the vessel in proper operating condition, insure it and service any indebtedness secured by such vessel.

If our charterers fail to meet their obligations to us or attempt to renegotiate our charter agreements, as part of a court-led restructuring or otherwise, we could sustain significant reductions in revenue and earnings which could have a material adverse effect on our business, financial condition, results of operations and cash flows, as well as our ability to pay dividends, if any, in the future, and comply with the covenants in our credit facilities.

If our exposure to the spot market increases, our revenues could suffer and our expenses could increase.

The spot market for crude oil and petroleum product tankers is highly competitive. Beginning in 2016, we modified our chartering strategy to place more of our subsidiaries’ vessels on time-charter. As of April 2, 2019, 18 of the vessels owned by our subsidiary companies were employed under spot charters. If we were to increase participation in the spot market, we may experience a lower overall utilization of our fleet through waiting time or ballast voyages, leading to a decline in operating revenue. Moreover, to the extent our vessels are employed in the spot market, both our revenue from vessels and our operating costs, specifically our voyage expenses, will be significantly impacted by adverse movements in the cost of bunkers (fuel), including the price of low sulfur fuel certain of our vessels may be required to use beginning in 2020. See “ —Fuel prices may adversely affect our profits.” Unlike time charters in which the charterer bears all of the bunker costs, in spot market voyages we bear the bunker charges as part of our voyage costs. As a result, while historical movements in bunker charges are factored into the prospective freight rates for spot market voyages periodically announced by World Scale Association (London) Limited and similar organizations, increases in bunker charges in any given period could have a material adverse effect on our cash flow and results of operations for the period in which the increase occurs. In addition, to the extent we employ our vessels pursuant to contracts of affreightment or under pooling arrangements, the rates that we earn from the charterers under those contracts may be subject to reduction based on market conditions, which could lead to a decline in our operating revenue.

We depend on Tsakos Energy Management, Tsakos Shipping and TCM to manage our business.

We do not have the employee infrastructure to manage our operations and have no physical assets. In common with industry practice, our subsidiaries own the vessels in the fleet and any contracts to construct newbuildings. We have engaged Tsakos Energy Management to perform all of our executive and management functions. Tsakos Energy Management employees directly provide us with financial, accounting and other back-office services, including acting as our liaison with the New York Stock Exchange and the Bermuda Monetary Authority. Tsakos Energy Management, in turn, oversees and subcontracts part of commercial management (including treasury, chartering and vessel purchase and sale functions) to Tsakos Shipping, and day-to-day fleet technical management, such as vessel operations, repairs, supplies and crewing, to TCM. As a result, we depend upon the continued services provided by Tsakos Energy Management and Tsakos Energy Management depends on the continued services provided by Tsakos Shipping and TCM.

We derive significant benefits from our relationship with Tsakos Energy Management and its affiliated companies, including purchasing discounts to which we otherwise would not have access. We would be materially adversely affected if any of Tsakos Energy Management, Tsakos Shipping or TCM becomes unable or

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unwilling to continue providing services for our benefit at the level of quality they have provided such services in the past and at comparable costs as they have charged in the past. If we were required to employ a ship management company other than Tsakos Energy Management, Tsakos Shipping or TCM, we cannot offer any assurances that the terms of such management agreements would be on terms as favorable to the Company in the long term.

Tsakos Energy Management, Tsakos Shipping and TCM are privately held companies and there is little or no publicly available information about them.

The ability of Tsakos Energy Management, Tsakos Shipping and TCM to continue providing services for our and our subsidiaries’ benefit will depend in part on their own financial strength. Circumstances beyond our control could impair their financial strength and, because each of these companies is privately held, it is unlikely that information about their financial strength would become public. Any such problems affecting these organizations could have a material adverse effect on us.

Tsakos Energy Management has the right to terminate its management agreement with us and Tsakos Shipping and TCM have the right to terminate their respective contracts with Tsakos Energy Management.

Tsakos Energy Management may terminate its management agreement with us at any time upon one year’s notice. In addition, if even one director were to be elected to our board without having been recommended by our existing board, Tsakos Energy Management would have the right to terminate the management agreement on 10 days’ notice. If Tsakos Energy Management terminates the agreement for this reason, we would be obligated to pay Tsakos Energy Management the present discounted value of all payments that would have otherwise become due under the management agreement until June 30 in the tenth year following the date of the termination plus the average of the incentive awards previously paid to Tsakos Energy Management multiplied by 10. A termination as of December 31, 2018 would have resulted in a payment of approximately $161.8 million. Tsakos Energy Management’s contracts with Tsakos Shipping and with TCM may be terminated by either party upon six months’ notice and would terminate automatically upon termination of our management agreement with Tsakos Energy Management.

Our ability to pursue legal remedies against Tsakos Energy Management, Tsakos Shipping and TCM is very limited.

In the event Tsakos Energy Management breaches its management agreement with us, we or our subsidiaries could bring a lawsuit against it. However, because neither we nor they are ourselves party to a contract with Tsakos Shipping or TCM, it may be difficult to sue Tsakos Shipping and TCM for breach of their obligations under their contracts with Tsakos Energy Management, and Tsakos Energy Management may have no incentive to sue Tsakos Shipping and TCM. Tsakos Energy Management is a company with no substantial assets and no income other than the income it derives under the management agreement with us. Therefore, it is unlikely that we or our subsidiaries would be able to obtain any meaningful recovery if we or they were to sue Tsakos Energy Management, Tsakos Shipping or TCM on contractual grounds.

Tsakos Shipping provides chartering services to other tankers and TCM manages other tankers and could experience conflicts of interests in performing obligations owed to us and the operators of other tankers.

In addition to the vessels that it manages for our fleet, TCM technically manages a fleet of privately owned vessels and wishes to acquire third-party clients. These vessels are operated by the same group of TCM employees that manage our vessels, and we are advised that its employees manage these vessels on an “ownership neutral” basis; that is, without regard to who owns them. It is not impossible that Tsakos Shipping, which provides chartering services for nearly all vessels technically managed by TCM, might allocate charter or spot opportunities to other TCM managed vessels when our subsidiaries’ vessels are unemployed. It is also possible that TCM could in the future agree to manage more tankers that might directly compete with the fleet.

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Clients of Tsakos Shipping have acquired and may acquire additional vessels that may compete with our fleet.

Tsakos Shipping and we have an arrangement whereby it affords us a right of first refusal on any opportunity to purchase a tanker which is 10 years of age or younger or contract to construct a tanker that is referred to or developed by Tsakos Shipping. Were we to decline any opportunity offered to us, or if we do not have the resources or desire to accept it, other clients of Tsakos Shipping might decide to accept the opportunity. In this context, Tsakos Shipping clients have in the past acquired modern tankers and have ordered the construction of vessels. They may acquire or order tankers in the future, which, if we decline to buy from them, could be entered into charters in competition with our vessels. These charters and future charters of tankers by Tsakos Shipping could result in conflicts of interest between their own interests and their obligations to us.

Our chief executive officer has affiliations with Tsakos Energy Management, Tsakos Shipping and TCM which could create conflicts of interest.

Nikolas Tsakos is the president, chief executive officer and a director of our company and the director and sole shareholder of Tsakos Energy Management. Nikolas Tsakos is also the son of the founder of Tsakos Shipping. These responsibilities and relationships could create conflicts of interest that could result in our losing revenue or business opportunities or increase our expenses.

Our commercial arrangements with Tsakos Energy Management and Argosy may not always remain on a competitive basis.

We pay Tsakos Energy Management a management fee for its services pursuant to our management agreement. We also place our hull and machinery insurance, increased value insurance and loss of hire insurance through Argosy Insurance Company, Guernsey, a captive insurance company affiliated with Tsakos interests. We believe that the management fees that we pay Tsakos Energy Management compare favorably with management compensation and related costs reported by other publicly traded shipping companies and that our arrangements with Argosy are structured at arm’s-length market rates. Our board reviews publicly available data periodically in order to confirm this. However, we cannot assure you that the fees charged to us are or will continue to be as favorable to us as those we could negotiate with third parties and our board could determine to continue transacting business with Tsakos Energy Management and Argosy even if less expensive alternatives were available from third parties.

We depend on our key personnel.

Our future success depends particularly on the continued service of Nikolas Tsakos, our president and chief executive officer and the sole shareholder of Tsakos Energy Management. The loss of Mr. Tsakos’s services or the services of any of our key personnel could have a material adverse effect on our business. We do not maintain key man life insurance on any of our executive officers.

Because the market value of our vessels may fluctuate significantly, we may incur impairment charges or losses when we sell vessels which may adversely affect our earnings.

The fair market value of tankers may increase or decrease depending on any of the following:

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The global economic downturn that commenced in 2008 resulted in a decrease in vessel values. Since then valuations have fluctuated, falling whenever there was excess fleet capacity and falling freight rates, as in 2013, and recovering when tanker market conditions improved as in 2015. Valuations declined again in 2016 and remained low through 2017 and 2018. In addition, although our subsidiaries currently own a modern fleet, with an average age of 8.5 years as of April 2, 2019, as vessels grow older, they generally decline in value.

We have a policy of considering the disposal of tankers periodically. If our subsidiaries’ tankers are sold at a time when tanker prices have fallen, the sale may be at less than the vessel’s carrying value on our financial statements, with the result that we will incur a loss.

In addition, accounting pronouncements require that we periodically review long-lived assets and certain identifiable intangibles for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. An impairment charge for an asset held for use should be recognized when the estimate of undiscounted cash flows, excluding interest charges, expected to be generated by the use of the asset is less than its carrying amount. Measurement of the impairment charge is based on the fair value of the asset as provided by third parties. Such reviews may from time to time result in asset write-downs, which could adversely affect our results of operations, such as we did in the fourth quarter of 2017 and 2018 with respect to two and five of our older tankers, respectively.

If TCM is unable to attract and retain skilled crew members, our reputation and ability to operate safely and efficiently may be harmed.

Our continued success depends in significant part on the continued services of the officers and seamen whom TCM provides to crew the vessels owned by our subsidiary companies. The market for qualified, experienced officers and seamen is extremely competitive and has grown more so in recent periods as a result of the growth in world economies and other employment opportunities. Although TCM has a contract with a number of manning agencies in Philippines, Ukraine, Romania, Georgia, Latvia, Greece and Russia and sponsors various academies in the relevant regions, we cannot assure you that TCM will be successful in its efforts to recruit and retain properly skilled personnel at commercially reasonable salaries. Any failure to do so could adversely affect our ability to operate cost-effectively and our ability to increase the size of the fleet.

Labor interruptions could disrupt our operations.

Substantially all of the seafarers and land based employees of TCM are covered by industry-wide collective bargaining agreements that set basic standards. We cannot assure you that these agreements will prevent labor interruptions. In addition, like many other vessels internationally, some of our subsidiaries’ vessels operate under so-called “flags of convenience” and may be vulnerable to unionization efforts by the International Transport Federation and other similar seafarer organizations which could be disruptive to our operations. Any labor interruption or unionization effort which is disruptive to our operations could harm our financial performance.

Contracts for any newbuildings we may order present certain economic and other risks.

As of April 2, 2019, our subsidiaries have contracts for the construction of two aframax and two suezmax crude carriers for delivery in 2019 and 2020. Our subsidiaries may also order additional newbuildings. During the course of construction of a vessel, we are typically required to make progress payments. While we typically

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have refund guarantees from banks to cover defaults by the shipyards and our construction contracts would be saleable in the event of our payment default, we can still incur economic losses in the event that we or the shipyards are unable to perform our respective obligations. Shipyards may periodically experience financial difficulties.

Delays in the delivery of these vessels, or any newbuilding or secondhand vessels our subsidiaries may agree to acquire, could delay our receipt of revenues generated by these vessels and, to the extent we have arranged charter employment for these vessels, could possibly result in the cancellation of those charters, and therefore adversely affect our anticipated results of operations. The delivery of newbuilding vessels could be delayed because of, among other things: work stoppages or other labor disturbances; bankruptcy or other financial crisis of the shipyard building the vessel; hostilities or political or economic disturbances in the countries where the vessels are being built, including any escalation of tensions involving North Korea; weather interference or catastrophic events, such as a major earthquake, tsunami or fire; our requests for changes to the original vessel specifications; requests from our customers, with whom our commercial managers arrange charters for such vessels, to delay construction and delivery of such vessels due to weak economic conditions and shipping demand or a dispute with the shipyard building the vessel.

Credit conditions internationally might impact our ability to raise debt financing.

Global financial markets and economic conditions have been disrupted and volatile for periods in recent years. At times, the credit markets as well as the debt and equity capital markets were distressed and it was difficult for many shipping companies to obtain adequate financing. The cost of available financing also increased significantly, but for leading shipping companies has since declined. The global financial markets and economic conditions could again experience volatility and disruption in the future.

We have traditionally financed our vessel acquisitions or constructions with our own cash (equity) and bank debt from various reputable national and international commercial banks. In relation to newbuilding contracts, the equity portion usually covers all or part of the pre-delivery obligations while the debt portion covers the outstanding amount due to the shipyard on delivery. More recently, however, we have arranged pre-delivery bank financing to cover much of the installments due before delivery, and, therefore, we would be required to provide the remainder of our equity investment at delivery. In addition, several of our existing loans will mature over the next few years, including the current year. In the event that the related vessels are not sold, or we do not wish to use existing cash for paying the final balloon payments, then re-financing of the loans for an extended period beyond the maturity date will be necessary. Current and future terms and conditions of available debt financing, especially for older vessels without time charter could be different from terms obtained in the past and could result in a higher cost of capital, if available at all. Any adverse development in the credit markets could materially alter our current and future financial and corporate planning and growth and have a negative impact on our balance sheet.

The future performance of our subsidiaries’ LNG carriers depends on continued growth in LNG production and demand for LNG and LNG shipping.

The future performance of our subsidiaries’ LNG carriers will depend on continued growth in LNG production and the demand for LNG and LNG shipping. A complete LNG project includes production, liquefaction, storage, re-gasification and distribution facilities, in addition to the marine transportation of LNG. Increased infrastructure investment has led to an expansion of LNG production capacity in recent years, but material delays in the construction of new liquefaction facilities could constrain the amount of LNG available for shipping, reducing ship utilization. The rate of growth in global LNG demand has fluctuated due to several factors, including global economic conditions and economic uncertainty, fluctuations in the price of natural gas and other sources of energy, growth in natural gas production from unconventional sources in regions such as North America and the highly complex and capital intensive nature of new or expanded LNG projects, including

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liquefaction projects. Growth in LNG production and demand for LNG and LNG shipping could be negatively affected by a number of factors, including:

Reduced demand for LNG or LNG shipping, or any reduction or limitation in LNG production capacity, could have a material adverse effect on our ability to secure future multi-year time charters for the LNG carriers, or for any new LNG carriers our subsidiaries may acquire, which could harm our business, financial condition, results of operations and cash flows, including cash available for dividends to our shareholders.

Demand for LNG shipping could be significantly affected by volatile natural gas prices and the overall demand for natural gas.

Gas prices are volatile and are affected by numerous factors beyond our control, including but not limited to the following:

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In recent years, global crude oil prices were very volatile. Any decline in oil prices can depress natural gas prices and lead to a narrowing of the gap in pricing in different geographic regions, which can adversely affect the length of voyages in the spot LNG shipping market and the spot rates and medium-term charter rates for charters which commence in the near future. Any continued period of low oil prices could adversely affect both the competitiveness of gas as a fuel for power generation and the market price of gas, to the extent that gas prices are benchmarked to the price of crude oil. Some production companies have announced delays or cancellations of certain previously announced LNG projects, which, unless offset by new projects coming on stream, could adversely affect demand for LNG charters over the next few years, while the amount of tonnage available for charter is expected to increase.

An oversupply of LNG carriers may lead to a reduction in the charter hire rates we are able to obtain when seeking charters in the future.

Driven in part by an increase in LNG production capacity and the expectation of further future capacity, the construction and delivery of new LNG carriers has been increasing. Any future expansion of the global LNG carrier fleet that cannot be absorbed by existing or future LNG projects may have a negative impact on charter rates, ship utilization and ship values. Such impact could be amplified if the expansion of LNG production capacity does not keep pace with fleet growth.

Hire rates for LNG carriers may fluctuate substantially and if rates are low, as was the case in 2016 and 2017, when we are seeking a new charter, our revenues and cash flows may decline.

The significant fall in oil prices in the second half of 2014 contributed to substantial declines in the price of LNG, which coupled with delays in the completion of liquefaction and regasification facilities around the world and a high order book, particularly with vessels ordered on speculation, led to declines in average rates for new spot and shorter-term LNG charters. Rates have recovered more recently and are expected to improve in the future. However, if LNG charter market conditions decline over the next eighteen months, we may have difficulty in securing new charters at attractive rates and durations for our two LNG carriers when their current charters expire.

We depend upon Hyundai Ocean Services to manage our subsidiaries’ LNG carriers.

Tsakos Energy Management has subcontracted all technical management of our LNG operations to Hyundai Ocean Services Co., Ltd (“HOS”) for a fee. Neither Tsakos Energy Management nor TCM has the dedicated personnel for running LNG operations nor can we guarantee that they will employ an adequate number of employees to conduct LNG operations in the future. As such, we are currently dependent on the reliability and effectiveness of third-party managers for whom we cannot guarantee that their employees, both onshore and at-sea are sufficient in number or capability for their assigned role. We also cannot assure you that we will be able to continue to receive such services from HOS on a long-term basis on acceptable terms or at all.

Our growth in shuttle tankers depends partly on continued growth in demand for offshore oil transportation, processing and storage services.

Our growth strategy includes expansion in the shuttle tanker sector. Growth in this sector depends on continued growth in world and regional demand for these offshore services, which could be negatively affected by a number of factors, such as:

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Oil prices declined substantially in the second half of 2014, which resulted in oil companies announcing reductions in oil production and exploration activities, including in offshore fields. Oil prices have recovered since then although volatility still exists depending on the policies of oil production countries and cartels.

Fuel prices may adversely affect our profits.

While we do not bear the cost of fuel (bunkers) under time and bareboat charters, fuel is the largest expense in our shipping operations when vessels are under spot charters. Increases in the price of fuel may, as a result, adversely affect our profitability. The marine fuel with low sulfur content required to comply with the 0.5% sulfur cap on marine fuels effective January 1, 2020, for vessels without scrubbers, is presently substantially more expensive compared to the currently widely used marine fuel, which, if this price differential continues, could increase our fuel costs for vessels employed in the spot market. The price and supply of fuel is unpredictable and fluctuates based on events outside our control, including geopolitical developments.

If our counterparties were to fail to meet their obligations under a charter agreement we could suffer losses or our business could be otherwise adversely affected.

As of April 2, 2019, 46 of our subsidiaries’ vessels were employed under time charters and time charters with profit share. The ability and willingness of each of the counterparties to perform their obligations under their charters will depend on a number of factors that are beyond our control and may include, among other things, general economic conditions, the condition of the oil and energy industries and of the oil and oil products shipping industry as well as the overall financial condition of the counterparties and prevailing charter rates. There can be no assurance that some of our subsidiaries’ customers would not fail to pay charter hire or attempt to renegotiate charter rates and, if the charterers fail to meet their obligations or attempt to renegotiate charter agreements, we could sustain significant losses which could have a material adverse effect on our business, financial condition, results of operations and cash flows, as well as our ability to pay dividends in the future.

The shipping industry has inherent operational risks that may not be adequately covered by our insurance.

We believe that we maintain as much insurance on the vessels in the fleet, through insurance companies, including Argosy, a related party company, and P&I clubs, as is appropriate and consistent with industry practice. While we endeavor to be adequately insured against all known risks related to the operation of our subsidiaries’ ships, there remains the possibility that a liability may not be adequately covered and we may not be able to obtain adequate insurance coverage for the fleet in the future. The insurers may also not pay particular claims. Even if our insurance coverage is adequate, we may not be able to obtain a replacement vessel in a timely manner in the event of a loss. Our insurance policies contain deductibles for which we will be responsible and limitations and exclusions which may increase our costs or lower our revenue. In addition, some of our insurance coverage is maintained through mutual protection and indemnity associations, and as a member of such associations we may be required to make additional payments over and above budgeted premiums if member claims make an excessive impact on association reserves.

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Failure to protect our information systems against security breaches could adversely affect our business and financial results. Additionally, if these systems fail or become unavailable for any significant period of time, our business could be harmed.

The efficient operation of our business is dependent on computer hardware and software systems. Information systems are vulnerable to security breaches by computer hackers and cyber terrorists. We rely on industry-accepted security measures and technology to securely maintain confidential and proprietary information maintained on our information systems. However, these measures and technology may not adequately prevent cybersecurity breaches, the access, capture or alteration of information by criminals, the exposure or exploitation of potential security vulnerabilities, the installation of malware or ransomware, acts of vandalism, computer viruses, misplaced data or data loss. In addition, the unavailability of the information systems or the failure of these systems to perform as anticipated for any reason could disrupt our business and could result in decreased performance and increased operating costs, causing our business and results of operations to suffer. Any significant interruption or failure of our information systems or any significant breach of security could adversely affect our business and financial results, as well as our cash flows available for distribution to our shareholders

Our degree of leverage and certain restrictions in our financing agreements impose constraints on us.

We incur substantial debt to finance the acquisition of our vessels. At December 31, 2018, our debt to capital ratio was 51.6% (debt / debt plus equity), with $1.6 billion in debt outstanding. We are required to apply a substantial portion of our cash flow from operations to the payment of principal and interest on this debt. In 2018, all of our cash flow derived from operations was dedicated to debt service, voluntary early debt prepayments and balloon payments to be refinanced. This limits the funds available for working capital, capital expenditures, dividends and other purposes. Our degree of leverage could have important consequences for us, including the following:

In addition, our financing arrangements, which we secured by mortgages on our ships, impose operating and financial restrictions on us that restrict our ability to:

We have a holding company structure which depends on dividends from our subsidiaries and interest income to pay our overhead expenses and otherwise fund expenditures. As a result, restrictions contained in our financing arrangements and those of our subsidiaries on the payment of dividends may restrict our ability to fund our various activities.

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We are exposed to volatility in LIBOR and selectively enter into derivative contracts, which can result in higher than market interest rates and charges against our income.

Over the past 15 years we have selectively entered into derivative contracts both for investment purposes and to hedge our overall interest expense and, more recently, our bunker expenses. Our board of directors monitors the status of our derivatives in order to assess whether such derivatives are within reasonable limits and reasonable in light of our particular investment strategy at the time we entered into the derivative contracts.

Loans advanced under our secured credit facilities are, generally, advanced at a floating rate based on LIBOR, which increased in recent years after a long period of stability at historically low levels, and has been volatile in past years, which can affect the amount of interest payable on our debt, and which, in turn, could have an adverse effect on our earnings and cash flow. LIBOR rates were at historically low levels for an extended period of time and may continue to increase from these low levels. Our financial condition could be materially adversely affected at any time that we have not entered into interest rate hedging arrangements to hedge our interest rate exposure and the interest rates applicable to our credit facilities and any other financing arrangements we may enter into in the future, including those we enter into to finance a portion of the amounts payable with respect to newbuildings, increase. Moreover, even if we have entered into interest rate swaps or other derivative instruments for purposes of managing our interest rate or bunker cost exposure, our hedging strategies may not be effective, and we may incur substantial loss.

We have a risk management policy and the Audit Committee oversees all our derivative transactions. It is our policy to monitor our exposure to business risk, and to manage the impact of changes in interest rates, foreign exchange rate movements and bunker prices on earnings and cash flows through derivatives. Derivative contracts are executed when management believes that the action is not likely to significantly increase overall risk. Entering into swaps and derivatives transactions is inherently risky and presents various possibilities for incurring significant expenses. The derivatives strategies that we employ in the future may not be successful or effective, and we could, as a result, incur substantial additional interest costs. See “Item 11. Quantitative and Qualitative Disclosures About Market Risk” for a description of our current interest rate swap arrangements.

Uncertainty relating to the LIBOR calculation process and potential phasing out of LIBOR after 2021 may adversely affect the amounts payable under our credit facilities and our preferred shares.

On July 27, 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced that it intends to stop persuading or compelling banks to submit rates for the calculation of LIBOR to the administrator of LIBOR after 2021 (“FCA Announcement”). The FCA Announcement indicates that the continuation of LIBOR on the current basis is not guaranteed after 2021.

Our credit facilities bear interest costs at a floating rate based on LIBOR. Uncertainties surrounding changes to the basis of which LIBOR is calculated or the phase-out of LIBOR, which may cause a sudden and prolonged increase or decrease in LIBOR, could adversely affect our operating results and financial condition, as well as our cash flows, including cash available for dividends to our shareholders. While we use interest rate swaps to reduce our exposure to interest rate risk and to hedge a portion of our outstanding indebtedness, there is no assurance that our derivative contracts will provide adequate protection against adverse changes in interest rates or that our bank counter parties will be able to perform their obligations.

If a three-month LIBOR rate is not available, the terms of our various credit facilities, and to the extent applicable, our preferred shares will require alternative determination procedures which may result in an interest and/or a dividend rate differing from expectations and could materially affect the value of the such instruments.

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Our subsidiaries’ vessels may suffer damage and we may face unexpected dry-docking costs which could affect our cash flow and financial condition.

If our vessels suffer damage, they may need to be repaired at a dry-docking facility. The costs of dry-dock repairs can be both substantial and unpredictable. We may have to pay dry-docking costs that our insurance does not cover. This would result in decreased earnings.

If we were to be subject to corporate income tax in jurisdictions in which we operate, our financial results would be adversely affected.

Under current Bermuda law, there is no income, corporate or profits tax or withholding tax, capital gains tax or capital transfer tax, estate or inheritance tax payable by us or our shareholders, other than shareholders ordinarily resident in Bermuda, if any. We have received from the Minister of Finance under The Exempted Undertaking Tax Protection Act 1966, as amended of Bermuda, an assurance that, in the event that Bermuda enacts legislation imposing tax computed on profits, income, any capital asset, gain or appreciation, or any tax in the nature of estate duty or inheritance, then the imposition of any such tax shall not be applicable to us or to any of our operations or shares, debentures or other obligations, until March 23, 2035. We believe that we should not be subject to tax under the laws of various countries, other than the United States, in which our subsidiaries’ vessels conduct activities or in which our subsidiaries’ customers are located. However, our belief is based on our understanding of the tax laws of those countries, and our tax position is subject to review and possible challenge by taxing authorities and to possible changes in law or interpretation. We cannot determine in advance the extent to which certain jurisdictions may require us to pay corporate income tax or to make payments in lieu of such tax. In addition, payments due to us from our subsidiaries’ customers may be subject to tax claims. As a result of the continuing economic crisis in Greece, our operations in Greece may be subjected to new regulations that may require us to incur new or additional compliance or other administrative costs, which may include requirements that we pay to the Greek government new taxes or other fees. In addition, China has enacted a new tax for non-resident international transportation enterprises engaged in the provision of services of passengers or cargo, among other items, in and out of China using their own, chartered or leased vessels, including any stevedore, warehousing and other services connected with the transportation. The new regulation broadens the range of international transportation companies which may find themselves liable for Chinese enterprise income tax on profits generated from international transportation services passing through Chinese ports.

If we or our subsidiaries are not entitled to exemption under Section 883 of the United States Internal Revenue Code of 1986, as amended, for any taxable year, we or our subsidiaries would be subject for those years to a 4% United States federal income tax on our gross U.S.-source shipping revenue, without allowance for deductions, under Section 887 of the Internal Revenue Code. The imposition of such tax could have a negative effect on our business and would result in decreased earnings and cash flows available for distribution to our shareholders.

See “Item 10. Additional Information—Tax Considerations—United States federal income tax considerations” for additional information about the requirements of this exemption.

If we were treated as a passive foreign investment company, a U.S. investor in our shares would be subject to disadvantageous rules under the U.S. tax laws.

If we were treated as a passive foreign investment company (a “PFIC”) in any year, our U.S. shareholders would be subject to unfavorable U.S. federal income tax treatment. We do not believe that we will be a PFIC in 2019 or in any future year. However, PFIC classification is a factual determination made annually and we could become a PFIC if the portion of our income derived from bareboat charters or other passive sources were to increase substantially or if the portion of our assets that produce or are held for the production of passive income were to increase substantially. Moreover, the IRS may disagree with our position that time and voyage charters do not give rise to passive income for purposes of the PFIC rules. Accordingly, we can provide no assurance that

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we will not be treated as a PFIC for 2019 or for any future year. Please see “Tax Considerations—United States federal income tax considerations—Passive Foreign Investment Company Considerations” herein for a description of the PFIC rules.

Distributions on shares of non-U.S. companies that are treated as dividends for U.S. federal income tax purposes and are received by individuals generally will be eligible for taxation at capital gain rates if the shares with respect to which the dividends are paid are readily tradable on an established securities market in the United States. This treatment will not be available to dividends we pay, however, if we qualify as a PFIC for the taxable year of the dividend or the preceding taxable year, or to the extent that (i) the shareholder does not satisfy a holding period requirement that generally requires that the shareholder hold the shares on which the dividend is paid for more than 60 days during the 121-day period that begins 60 days before the date on which the shares become ex-dividend with respect to such dividend, (ii) the shareholder is under an obligation to make related payments with respect to substantially similar or related property or (iii) such dividend is taken into account as investment income under Section 163(d)(4)(B) of the Internal Revenue Code. We do not believe that we qualified as a PFIC for our last taxable year and, as described above, we do not expect to qualify as a PFIC for our current or future taxable years.

Because some of our subsidiaries’ vessels’ expenses are incurred in foreign currencies, we are exposed to exchange rate risks.

The charterers of the vessels owned by our subsidiary companies pay in U.S. dollars. While most of the expenses incurred by our managers or by us on our subsidiaries’ behalf are paid in U.S. dollars, certain of these expenses are in other currencies, most notably the Euro. In 2018, Euro expenses accounted for approximately 31% of our total operating expenses, including dry-dockings. Declines in the value of the U.S. dollar relative to the Euro, or the other currencies in which we incur expenses, would increase the U.S. dollar cost of paying these expenses and thus would adversely affect our results of operations.

The Tsakos Holdings Foundation and the Tsakos family can exert considerable control over us, which may limit your ability to influence our actions.

As of April 2, 2019, companies controlled by the Tsakos Holdings Foundation or affiliated with the Tsakos Group own approximately 34.7% of our outstanding common shares. The Tsakos Holdings Foundation is a Liechtenstein foundation whose beneficiaries include persons and entities affiliated with the Tsakos family, charitable institutions and other unaffiliated persons and entities. The council which controls the Tsakos Holdings Foundation consists of five members, two of whom are members of the Tsakos family. As long as the Tsakos Holdings Foundation and the Tsakos family beneficially own a significant percentage of our common shares, each will have the power to influence the election of the members of our board of directors and the vote on substantially all other matters, including significant corporate actions.

Risks Related To Our Common and Preferred Shares

Future sales of our common shares could cause the market price of our common shares to decline.

Sales of a substantial number of our common shares in the public market, or the perception that these sales could occur, may depress the market price for our common shares. These sales could also impair our ability to raise additional capital through the sale of our equity securities in the future. We may issue additional common shares in the future and our shareholders may elect to sell large numbers of shares held by them from time to time.

The market price of our common shares and preferred shares may be unpredictable and volatile.

The market price of our common shares and Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares, Series E Preferred Shares and Series F Preferred Shares may fluctuate due to factors such as

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actual or anticipated fluctuations in our quarterly and annual results and those of other public companies in our industry, mergers and strategic alliances in the tanker industry, market conditions in the tanker industry, changes in government regulation, shortfalls in our operating results from levels forecast by securities analysts, announcements concerning us or our competitors, our sales of our common shares or of additional preferred shares, changes in prevailing interest rates and the general state of the securities market. The tanker industry has been highly unpredictable and volatile. The market for common stock and preferred stock in this industry may be equally volatile. Therefore, we cannot assure you that you will be able to sell any of our common shares and preferred shares you may have purchased, or will purchase in the future, at a price greater than or equal to the original purchase price.

If the market price of our common shares remains below $5.00 per share, under stock exchange rules, our shareholders will not be able to use such shares as collateral for borrowing in margin accounts. This inability to use common shares as collateral may depress demand and certain institutional investors are restricted from investing in or holding shares priced below $5.00, which could lead to sales of such shares creating further downward pressure on and increased volatility in the market price of our common shares.

We may not be able to pay cash dividends on our common shares or preferred shares as intended if market conditions change.

During 2018, we paid dividends on our common shares totaling $0.15 per common share, or $13.1 million. On March 29, 2019, the Company announced a common share dividend of $0.05 per common share to be paid on May 30, 2019 to holders of record as of May 24, 2019. In addition, during 2018 we paid dividends on our preferred shares totaling $31.3 million. In 2019 we have paid $10.2 million, between January 1 and April 5. A further $4.4 million in common share dividends has been declared for payment on May 30, 2019 and $5.7 million in preferred share dividends for payment on April 30, 2019. Subject to the limitations discussed below, we currently intend to continue to pay cash dividends on our common shares and preferred shares. However, there can be no assurance that we will pay dividends or as to the amount of any dividend. The payment and the amount will be subject to the discretion of our board of directors and will depend, among other things, on restrictions in the Companies Act of 1981 of Bermuda, as amended, or the Companies Act, on our available cash balances, anticipated cash needs, our results of operations, our financial condition, and any loan agreement restrictions binding us or our subsidiaries, including a prohibition of dividend distribution should there be an event of default in existence relating to any loan, as well as other relevant factors. In addition, dividends on our common shares are subject to the priority of our dividend obligations relating to our Series B, Series C, Series D, Series E and Series F Preferred Shares. We may have insufficient cash to pay dividends on or redeem our Series B, Series C, Series D, Series E and Series F Preferred Shares or pay dividends on our common shares. Depending on our operating performance for a particular year, this could result in no dividend at all despite the existence of net income, or a dividend that represents a lower percentage of our net income.

Because we are a holding company with no material assets other than the stock of our subsidiaries, our ability to pay dividends will depend on the earnings and cash flow of our subsidiaries and their ability to pay us dividends. In addition, the financing arrangements for indebtedness we incur in connection with our newbuilding program may further restrict our ability to pay dividends. In the event of any insolvency, bankruptcy or similar proceedings of a subsidiary, creditors of such subsidiary would generally be entitled to priority over us with respect to assets of the affected subsidiary. Investors in our common shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares, Series E Preferred Shares or Series F Preferred Shares may be adversely affected if we are unable to or do not pay dividends as intended.

Market interest rates may adversely affect the value of our Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares, Series E Preferred Shares and Series F Preferred Shares.

One of the factors that influences the price of our Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares and Series E Preferred Shares and Series F Preferred Shares is the dividend yield on

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these preferred shares (as a percentage of the price thereof) relative to market interest rates. An increase in market interest rates, which are currently at low levels relative to historical rates and have recently been increasing, may lead to lower prices for our shares when valued using their dividend yields. Higher interest rates would likely increase our borrowing costs and potentially decrease funds available for dividends. Accordingly, higher interest rates could cause the market prices of our preferred shares to decrease.

Holders of our Preferred Shares have extremely limited voting rights.

The voting rights of holders of Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares, Series E Preferred Shares and Series F Preferred Shares are extremely limited. Our common shares are the only class or series of our shares carrying full voting rights. The voting rights of holders of these preferred shares are limited to the ability, subject to certain exceptions, to elect, voting together as a class with all other classes or series of parity securities upon which like voting rights have been conferred and are exercisable, one director if dividends for six quarterly dividend periods (whether or not consecutive) payable thereon are in arrears and certain other limited protective voting rights described in “Item 10. Additional Information—Description of Share Capital—Preferred Shares.”

Provisions in our Bye-laws and our management agreement with Tsakos Energy Management would make it difficult for a third party to acquire us, even if such a transaction is beneficial to our shareholders.

Our Bye-laws provide for a staggered board of directors, blank check preferred stock, super majority voting requirements and other anti-takeover provisions, including restrictions on business combinations with interested persons and limitations on the voting rights of shareholders who acquire more than 15% of our common shares. In addition, Tsakos Energy Management would have the right to terminate our management agreement and seek liquidated damages if a board member were elected without having been approved by the current board. These provisions could deter a third party from tendering for the purchase of some or all of our shares. These provisions may have the effect of delaying or preventing changes of control of the ownership and management of our company.

Because we are a foreign corporation, you may not have the same rights as a shareholder in a U.S. corporation.

We are a Bermuda company. Our Memorandum of Association and Bye-laws and the Companies Act govern our affairs. While many provisions of the Companies Act resemble provisions of the corporation laws of a number of states in the United States, Bermuda law may not as clearly establish your rights and the fiduciary responsibilities of our directors as do statutes and judicial precedent in some U.S. jurisdictions. In addition, apart from three non-executive directors, our directors and officers are not resident in the United States and all or substantially all of our assets are located outside of the United States. As a result, investors may have more difficulty in protecting their interests and enforcing judgments in the face of actions by our management, directors or controlling shareholders than would shareholders of a corporation incorporated in a U.S. jurisdiction.

In addition, you should not assume that courts in the country in which we are incorporated or where our assets are located would enforce judgments of U.S. courts obtained in actions against us based upon the civil liability provisions of applicable U.S. federal and state securities laws or would enforce, in original actions, liabilities against us based on those laws.

We are a “foreign private issuer” under NYSE rules, and as such we are entitled to exemption from certain NYSE corporate governance standards, and you may not have the same protections afforded to shareholders of companies that are subject to all of the NYSE corporate governance requirements.

We are a “foreign private issuer” under the securities laws of the United States and the rules of the NYSE. Under the securities laws of the United States, “foreign private issuers” are subject to different disclosure

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requirements than U.S. domiciled registrants, as well as different financial reporting requirements. Under the NYSE rules, a “foreign private issuer” is subject to less stringent corporate governance requirements. Subject to certain exceptions, the rules of the NYSE permit a “foreign private issuer” to follow its home country practice in lieu of the listing requirements of the NYSE, including (i) the requirement that a majority of the board of directors consist of independent directors, (ii) the requirement that the nominating/corporate governance committees be composed entirely of independent directors and have a written charter addressing the committee’s purpose and responsibilities, (iii) the requirement that the compensation committee be composed entirely of independent directors and have a written charter addressing the committee’s purpose and responsibilities, and (iv) the requirement of an annual performance evaluation of the nominating/corporate governance and compensation committees.

Nonetheless, a majority of our directors are independent, all of the members of our compensation, nominating and corporate governance committee are independent directors, and all of our board committees have written charters addressing their respective purposes and responsibilities.

Tsakos Energy Navigation Limited is a leading provider of international seaborne crude oil and petroleum product transportation services. In 2007, it also started to transport liquefied natural gas. It was incorporated in 1993 as an exempted company under the laws of Bermuda under the name Maritime Investment Fund Limited and in 1996 was renamed MIF Limited. Our common shares were listed in 1993 on the Oslo Stock Exchange (OSE) and the Bermuda Stock Exchange, although we de-listed from the OSE in March 2005 due to limited trading. The Company’s shares are no longer actively traded on the Bermuda exchange. In July 2001, the Company’s name was changed to Tsakos Energy Navigation Limited to enhance our brand recognition in the tanker industry, particularly among charterers. In March 2002, we completed an initial public offering of our common shares in the United States and our common shares began trading on the New York Stock Exchange under the ticker symbol “TNP.” Since incorporation, the Company has owned and operated 96 vessels and has sold 35 vessels (of which five had been chartered back and three of these eventually repurchased at the end of their charters; all three have since been sold again).

Our principal offices are located at 367 Syngrou Avenue, 175 64 P. Faliro, Athens, Greece. Our telephone number at this address is 011 30 210 9407710. Our website address is http://www.tenn.gr.

For additional information on the Company, see “Item 5. Operating and Financial Review and Prospects.”

Business Overview

As of April 2, 2019, we operated a fleet of 59 modern crude oil and petroleum product tankers (including two vessels chartered-in) that provide world-wide marine transportation services for national, major and other independent oil companies and refiners under long, medium and short-term charters. Our fleet also includes two LNG carriers and three suezmax shuttle tankers with advanced dynamic positioning technology (DP2), bringing our total operating fleet to 64 vessels. The resulting fleet (assuming no further chartered-in vessels and no sales or acquisitions) comprises 64 vessels representing approximately 6.9 million dwt.

We believe that we have established a reputation as a safe, high quality, cost efficient operator of modern and well-maintained tankers. We also believe that these attributes, together with our strategy of proactively working towards meeting our customers’ chartering needs, has contributed to our ability to attract world-class energy producers as customers and to our success in obtaining charter renewals generating strong fleet utilization.

Our fleet is managed by Tsakos Energy Management, a company owned by our chief executive officer. Tsakos Energy Management provides us with strategic advisory, financial, accounting and administrative

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services, while subcontracting the commercial management of our business to Tsakos Shipping. In its capacity as commercial manager, Tsakos Shipping provides various services for our vessels, including charterer relations, obtaining insurance and vessel sale and purchase, supervising newbuilding construction and vessel financing. Tsakos Energy Management subcontracts the technical and operational management of our fleet to TCM. TCM was formed in February 2010 by Tsakos family interests and a German private company, the owner of the ship management company Columbia Shipmanagement Ltd., or CSM, as a joint-venture ship management company on an equal partnership basis to provide technical and operational management services to owners of vessels, primarily within the Greece-based market. TCM, which formally commenced operations on July 1, 2010, now manages the technical and operational activities of all of our operating vessels apart from the LNG carriers Neo Energy and Maria Energy, the VLCCs Ulysses and Hercules I, the suezmax tanker Eurochampion 2004 and the aframax tankers Maria Princess and Sapporo Princess which are technically managed by a non-affiliated ship manager. TCM is based in Athens, Greece. TCM and CSM cooperate in the purchase of certain supplies and services on a combined basis. By leveraging the purchasing power of CSM, which currently provides full technical management services for 320 vessels and crewing services for an additional 54 vessels, we believe TCM is able to procure services and supplies at lower prices than Tsakos Shipping could alone, thereby reducing overall operating expenses for us. In its capacity as technical manager, TCM manages our day-to-day vessel operations, including provision of supplies, maintenance and repair, and crewing. Members of the Tsakos family are involved in the decision-making processes of Tsakos Energy Management, Tsakos Shipping and TCM.

As of April 2, 2019, our operational fleet consisted of the following 64 vessels:

Twenty-five of the operating vessels are of ice-class specification. This fleet diversity, which includes a number of sister ships, provides us with the capability to be one of the more versatile operators in the market. The current operating fleet totals approximately 6.9 million dwt, all of which is double-hulled. As of April 2, 2019, the average age of the tankers in our current operating fleet was 8.5 years, compared with the industry average of 10.8 years.

We believe the following factors distinguish us from other public tanker companies:

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