Bruton Shareholders Approve $370 Million Deal Involving Four VLCCs
Key Facts
Bruton Limited shareholders approved the merger with International Seaways, moving the agreement to the closing stage scheduled after trading ends on November 2, 2026, according to disclosures by the two companies. The step remains subject to customary closing conditions, after Bruton shareholder approval had been one of the requirements for completing the deal. Those conditions include the absence of any order or ruling preventing the merger, as well as New York Stock Exchange approval to list the new shares. International Seaways valued the series of transactions at about $370 million in a disclosure. The deal expands the company's fleet by adding four very large crude carriers (VLCCs), including vessels under construction.
The consideration includes the issuance of about 3.12 million International Seaways shares, equivalent to approximately 96% of the total consideration due in the transactions, with the remainder to be paid in cash. This allocation puts shares at the center of the consideration, while cash is reserved for categories of receipt holders according to how many they own. Cash consideration for holders of 10,000 receipts or fewer is expected to be settled around November 9. Holders of more than 10,000 receipts are expected to receive their share consideration between November 6 and 9. Cash amounts related to fractional shares are expected to be settled around November 10, according to the schedule in Bruton’s disclosure.
The trading schedule sets November 2 as the last day of trading in Bruton shares, with trading to be suspended on November 3. Trades executed on the final trading day will settle on November 4, 2026, according to Bruton’s announcement of the meeting results and closing timeline. The closing is scheduled after trading ends on November 2, but remains subject to completion of the customary deal conditions. The agreement includes a customary termination right if the merger has not been completed by November 15, 2026. A termination right also arises if the other party commits a material breach that remains uncured, according to International Seaways’ disclosure.
The four vessels will add to International Seaways’ diversified fleet of about 70 vessels, according to the company’s estimate in its disclosure. The chief executive said the company looks forward to expanding and modernizing its fleet through the deal, describing it as supportive of the company’s value. The statement frames the deal as an expansion and modernization of the fleet, while the disclosure puts the addition at four VLCCs, including new vessels under construction. The company valued Bruton at about $370 million as part of the series of transactions. Bruton shareholder approval was a key condition before proceeding to closing, which is also tied to the customary conditions set out in the agreement.
In the context of announcing the deal, International Seaways said strong market conditions were the primary driver of its preliminary third-quarter 2026 results. The average blended spot voyage earnings were about $68,000 per day during the quarter, compared with $79,000 per day in the second quarter of 2026. However, the third-quarter average exceeded the $29,000 per day recorded in the corresponding period of 2025. The comparison shows the average declining from the previous quarter while remaining above its level a year earlier, according to the company’s preliminary figures. The results remain subject to completion of the financial closing procedures, the disclosure said.
International Seaways is scheduled to publish its full third-quarter results on November 5, 2026, including final figures after completion of the financial closing procedures. The company said actual results may differ from the preliminary estimates it announced. The results date falls after the expected merger closing on November 2 and before the scheduled settlement around November 9 of cash consideration for certain receipt holders. Other settlements will follow the announced schedule, including share consideration between November 6 and 9 and amounts related to fractional shares around November 10. November 15 is the date set out in the agreement that allows termination if the merger has not been completed by then.