What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2023-07-28 compared with 2023-04-28 · 112 added, 61 removed, 407 unchanged (30% of the section changed)

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2023 2022 2023 2022

Service and other $ 178,532 $ 177,254 $ 345,909 $ 336,824

8 unchanged sentences

Depreciation and amortization expense 20,701 23,083 42,363 43,210

Other operating expense 129 258

Other operating expense (income) 86 ( 106 ) 215 152

168,671 170,712 340,166 332,153

Operating income (loss) ( 3,904 ) 4,237

Operating income 10,172 14,242 6,268 18,479

Interest expense ( 3,604 ) ( 2,608 ) ( 7,260 ) ( 5,076 )

1 unchanged sentence

Other income 427 415 2,877 2,111

Income (loss) before income taxes ( 5,078 ) 3,465

Income before income taxes 7,045 12,051 1,967 15,516

Income tax expense ( 2,878 ) ( 1,821 ) ( 4,111 ) ( 3,378 )

Net income (loss) 4,167 10,230 ( 2,144 ) 12,138

Net income attributable to noncontrolling interest 42 498

Net income (loss) attributable to noncontrolling interest ( 296 ) 662 ( 254 ) 1,160

Net income (loss) attributable to Civeo Corporation 4,463 9,568 ( 1,890 ) 10,978

12 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2023 2022 2023 2022

Net income (loss) $ 4,167 $ 10,230 $ ( 2,144 ) $ 12,138

4 unchanged sentences

Comprehensive income (loss) 6,248 ( 9,794 ) ( 2,239 ) 126

Comprehensive income attributable to noncontrolling interest 40 538

Comprehensive income (loss) attributable to noncontrolling interest ( 226 ) 568 ( 186 ) 1,106

Comprehensive income (loss) attributable to Civeo Corporation $ 6,474 $ ( 10,362 ) $ ( 2,053 ) $ ( 980 )

3 unchanged sentences

(In Thousands, Excluding Share Amounts)

March 31, 2023 December 31, 2022

June 30, 2023 December 31, 2022

Current assets:

55 unchanged sentences

Shareholders’

Balance, December 31, 2021 $ 61,941 $ — $ 1,582,442 $ ( 912,951 ) $ ( 8,050 ) $ ( 361,883 ) $ 1,612 $ 363,111

Balance, March 31, 2022 $ 62,428 $ — $ 1,583,474 $ ( 912,037 ) $ ( 9,063 ) $ ( 353,911 ) $ 2,080 $ 372,971

Net income — — — 9,568 — — 662 10,230

4 unchanged sentences

Share-based compensation — — 942 — — — — 942

Balance, June 30, 2022 $ 62,918 $ — $ 1,584,416 $ ( 903,492 ) $ ( 9,063 ) $ ( 373,841 ) $ 2,582 $ 363,520

Balance, March 31, 2023 $ — $ — $ 1,625,379 $ ( 940,247 ) $ ( 9,063 ) $ ( 387,361 ) $ 3,469 $ 292,177

Net income (loss) — — — 4,463 — — ( 296 ) 4,167

Currency translation adjustment — — — — — 2,011 70 2,081

Dividends paid — — — — — — ( 70 ) ( 70 )

Common shares repurchased — — — ( 4,199 ) — — — ( 4,199 )

Share-based compensation — — 1,177 — — — — 1,177

Balance, June 30, 2023 $ — $ — $ 1,626,556 $ ( 939,983 ) $ ( 9,063 ) $ ( 385,350 ) $ 3,173 $ 295,333

Balance, December 31, 2021 $ 61,941 $ — $ 1,582,442 $ ( 912,951 ) $ ( 8,050 ) $ ( 361,883 ) $ 1,612 $ 363,111

2 unchanged sentences

Dividends paid — — — — — — ( 136 ) ( 136 )

Dividends attributable to Class A preferred shares 977 — — ( 977 ) — — — —

Common shares repurchased — — — ( 542 ) — — — ( 542 )

Share-based compensation — — 1,974 — ( 1,013 ) — 961

Balance, March 31, 2023 $ — $ — $ 1,625,379 $ ( 940,247 ) $ ( 9,063 ) $ ( 387,361 ) $ 3,469 $ 292,177

Balance, June 30, 2022 $ 62,918 $ — $ 1,584,416 $ ( 903,492 ) $ ( 9,063 ) $ ( 373,841 ) $ 2,582 $ 363,520

Balance, December 31, 2022 $ — $ — $ 1,624,512 $ ( 930,123 ) $ ( 9,063 ) $ ( 385,187 ) $ 3,562 $ 303,701

Net income (loss) — — — ( 1,890 ) — — ( 254 ) ( 2,144 )

Currency translation adjustment — — — — — ( 163 ) 68 ( 95 )

Dividends paid — — — — — — ( 203 ) ( 203 )

Common shares repurchased — — — ( 7,970 ) — — — ( 7,970 )

Share-based compensation — — 2,044 — — — — 2,044

Balance, June 30, 2023 $ — $ — $ 1,626,556 $ ( 939,983 ) $ ( 9,063 ) $ ( 385,350 ) $ 3,173 $ 295,333

Shares Common

2 unchanged sentences

Common shares repurchased — ( 381 )

Balance, March 31, 2023 — 15,049

Balance, June 30, 2023 — 14,863

The accompanying notes are an integral part of these financial statements.

2 unchanged sentences

(In Thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

25 unchanged sentences

Taxes paid on vested shares — ( 1,013 )

Net cash flows provided by (used in) financing activities 6,570 ( 1,345 )

Net cash flows used in financing activities ( 6,919 ) ( 19,894 )

Effect of exchange rate changes on cash ( 377 ) ( 82 )

34 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2023 2022 2023 2022

Accommodation revenues $ 72,355 $ 79,431 $ 136,583 $ 146,625

12 unchanged sentences

We do not have significant financing components or significant payment terms.

As of March 31, 2023, for contracts that are greater than one year, the table below discloses the estimated revenues related to performance obligations that are unsatisfied (or partially unsatisfied) and when we expect to recognize the revenue.

As of June 30, 2023, for contracts that are greater than one year, the table below discloses the estimated revenues related to performance obligations that are unsatisfied (or partially unsatisfied) and when we expect to recognize the revenue.

The table only includes revenue expected to be recognized from contracts where the quantity of service is certain (in thousands):

1 unchanged sentence

2023 2024 2025 Thereafter Total

Revenue expected to be recognized as of March 31, 2023 $ 130,325 $ 131,509 $ 101,967 $ 357,336 $ 721,137

Revenue expected to be recognized as of June 30, 2023 $ 64,514 $ 141,044 $ 103,287 $ 361,652 $ 670,497

We applied the practical expedient and do not disclose consideration for remaining performance obligations with an original expected duration of one year or less.

4 unchanged sentences

We believe that the carrying values of these instruments on the accompanying consolidated balance sheets approximate their fair values.

As of March 31, 2023 and December 31, 2022, we believe the carrying value of our floating-rate debt outstanding under our term loans and revolving credit facilities approximates fair value because the terms include short-term interest rates and exclude penalties for prepayment.

As of June 30, 2023 and December 31, 2022, we believe the carrying value of our floating-rate debt outstanding under our term loans and revolving credit facilities approximates fair value because the terms include short-term interest rates and exclude penalties for prepayment.

In addition, the estimated fair value of our assets held for sale is based upon Level 2 fair value measurements, which include appraisals and previous negotiations with third parties.

DETAILS OF SELECTED BALANCE SHEET ACCOUNTS

Additional information regarding selected balance sheet accounts at March 31, 2023 and December 31, 2022 is presented below (in thousands):

Additional information regarding selected balance sheet accounts at June 30, 2023 and December 31, 2022 is presented below (in thousands):

CIVEO CORPORATION

1 unchanged sentence

FINANCIAL STATEMENTS

March 31, 2023 December 31, 2022

June 30, 2023 December 31, 2022

Accounts receivable, net:

5 unchanged sentences

Total accounts receivable, net $ 140,090 $ 119,755

March 31, 2023 December 31, 2022

June 30, 2023 December 31, 2022

Finished goods and purchased products $ 5,784 $ 5,538

2 unchanged sentences

Total inventories $ 7,171 $ 6,907

(in years) March 31, 2023 December 31, 2022

(in years) June 30, 2023 December 31, 2022

Property, plant and equipment, net:

9 unchanged sentences

Total property, plant and equipment, net $ 275,561 $ 301,890

March 31, 2023 December 31, 2022

June 30, 2023 December 31, 2022

Accrued liabilities:

3 unchanged sentences

Total accrued liabilities $ 27,524 $ 39,211

March 31, 2023 December 31, 2022

June 30, 2023 December 31, 2022

Contract liabilities (Deferred revenue):

8 unchanged sentences

Deferred revenue typically consists of upfront payments received before we satisfy the associated performance obligation.

The increase in deferred revenue from December 31, 2022 to March 31, 2023 was primarily due to a payment received from a customer for village enhancements in Australia, which we have the right to control and will recognize over the contracted terms.

The increase in deferred revenue from December 31, 2022 to June 30, 2023 was primarily due to a payment received from a customer for village enhancements in Australia, which we will recognize over the contracted terms.

ASSETS HELD FOR SALE

As of March 31, 2023 and December 31, 2022, assets held for sale included certain assets in our Canadian business segment and the U.S.

As of June 30, 2023 and December 31, 2022, assets held for sale included certain assets in our Canadian business segment and the U.S.

These assets were recorded at the estimated fair value less costs to sell, which exceeded or equaled their carry values.

During the first quarter of 2023, we sold the accommodation assets at our Louisiana location.

The land at this location remains in assets held for sale as of March 31, 2023.

The following table summarizes the carrying amount as of March 31, 2023 and December 31, 2022 of the assets classified as held for sale (in thousands):

March 31, 2023 December 31, 2022

The land at this location remains in assets held for sale as of June 30, 2023.

The following table summarizes the carrying amount as of June 30, 2023 and December 31, 2022 of the assets classified as held for sale (in thousands):

June 30, 2023 December 31, 2022

Assets held for sale:

2 unchanged sentences

EARNINGS PER SHARE

For the three months ended March 31, 2023, we calculated our basic earnings per share by dividing net income (loss) attributable to common shareholders, before allocation of earnings to participating earnings by the weighted average number of common shares outstanding.

For the three and six months ended June 30, 2023, we calculated our basic earnings per share by dividing net income (loss) attributable to common shareholders, before allocation of earnings to participating earnings by the weighted average number of common shares outstanding.

For diluted earnings per share, the basic shares outstanding are adjusted by adding all potentially dilutive securities.

For the three months ended March 31, 2022, a period during which we had participating securities in the form of Class A preferred shares, we used the two-class method to calculate basic and diluted earnings per share.

For the three and six months ended June 30, 2022, a period during which we had participating securities in the form of Class A preferred shares, we used the two-class method to calculate basic and diluted earnings per share.

The two-class method requires a proportional share of net income to be allocated between common shares and participating securities.

10 unchanged sentences

The calculation of earnings per share attributable to Civeo common shareholders is presented below for the periods indicated (in thousands, except per share amounts):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

Net income (loss) attributable to Civeo common shareholders, before allocation of earnings to participating securities $ 4,463 $ 9,078 $ ( 1,890 ) $ 10,001

13 unchanged sentences

The following common share equivalents have been excluded from the calculation of weighted-average common shares outstanding because the effect is anti-dilutive for the periods presented (in millions of shares):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

Share-based awards (1)

Preferred shares — 2.5 — 2.5

(1) Share-based awards for the three and six months ended June 30, 2023 and June 30, 2022 totaled fewer than 0.1 million shares.

CIVEO CORPORATION

1 unchanged sentence

FINANCIAL STATEMENTS

As of March 31, 2023 and December 31, 2022, long-term debt consisted of the following (in thousands):

March 31, 2023 December 31, 2022

As of June 30, 2023 and December 31, 2022, long-term debt consisted of the following (in thousands):

June 30, 2023 December 31, 2022

Canadian term loan;

weighted average interest rate of 7.9 % for the three month period ended March 31, 2023

weighted average interest rate of 7.9 % for the six month period ended June 30, 2023

$ 15,106 $ 29,532

revolving credit facility;

weighted average interest rate of 9.7 % for the three month period ended March 31, 2023

weighted average interest rate of 9.9 % for the six month period ended June 30, 2023

Canadian revolving credit facility;

weighted average interest rate of 7.9 % for the three month period ended March 31, 2023

weighted average interest rate of 8.0 % for the six month period ended June 30, 2023

120,999 101,147

Australian revolving credit facility;

weighted average interest rate of 6.2 % for the three month period ended March 31, 2023

weighted average interest rate of 6.5 % for the six month period ended June 30, 2023

136,105 132,037

4 unchanged sentences

Credit Agreement

As of March 31, 2023, our Credit Agreement (as then amended to date, the Credit Agreement) provided for:

As of June 30, 2023, our Credit Agreement (as then amended to date, the Credit Agreement) provided for:

(i) a $ 200.0 million revolving credit facility scheduled to mature on September 8, 2025, allocated as follows:

25 unchanged sentences

EBITDA and consolidated interest, as defined, exclude goodwill and asset impairments, debt discount amortization, amortization of intangibles and other non-cash charges.

We were in compliance with our covenants as of March 31, 2023.

We were in compliance with our covenants as of June 30, 2023.

Borrowings under the Credit Agreement are secured by a pledge of substantially all of our assets and the assets of our subsidiaries subject to customary exceptions.

The obligations under the Credit Agreement are guaranteed by our significant subsidiaries.

As of March 31, 2023, we had seven lenders that were parties to the Credit Agreement, with total commitments (including both revolving commitments and term commitments) ranging from $ 22.5 million to $ 52.0 million.

As of March 31, 2023, we had outstanding letters of credit of $ 0.3 million under the U.S.

As of June 30, 2023, we had seven lenders that were parties to the Credit Agreement, with total commitments (including both revolving commitments and term commitments) ranging from $ 22.5 million to $ 52.0 million.

As of June 30, 2023, we had outstanding letters of credit of $ 0.3 million under the U.S.

facility, zero under the Australian facility and $ 1.1 million under the Canadian facility.

6 unchanged sentences

Income taxes for any significant and unusual or extraordinary transactions are computed and recorded in the period in which the specific transaction occurs.

As of March 31, 2023 and 2022, Canada and the U.S.

As of June 30, 2023 and 2022, Canada and the U.S.

were considered loss jurisdictions for tax accounting purposes and were removed from the annual effective tax rate computation for purposes of computing the interim tax provision.

Our income tax expense for the three months ended March 31, 2023 totaled $ 1.2 million, or ( 24.3 )% of pretax income, compared to income tax expense of $ 1.6 million, or 44.9 % of pretax income, for the three months ended March 31, 2022.

Our effective tax rate for each of the three months ended March 31, 2023 and 2022 was impacted by considering Canada and the U.S.

Our income tax expense for the three months ended June 30, 2023 totaled $ 2.9 million, or 40.9 % of pretax income, compared to income tax expense of $ 1.8 million, or 15.1 % of pretax income, for the three months ended June 30, 2022.

Our effective tax rate for each of the three months ended June 30, 2023 and 2022 was impacted by considering Canada and the U.S.

loss jurisdictions that were removed from the annual effective tax rate computation for purposes of computing the interim tax provision.

Additionally, under Accounting Standards Codification 740-270, “Accounting for Income Taxes,” the quarterly tax

provision is based on our current estimate of the annual effective tax rate less the prior quarter’s year to date provision.

Our income tax expense for the six months ended June 30, 2023 totaled $ 4.1 million, or 209.0 % of pretax income, compared to income tax expense of $ 3.4 million, or 21.8 % of pretax income, for the six months ended June 30, 2022.

Our effective tax rate for each of the six months ended June 30, 2023 and 2022 was impacted by considering Canada and the U.S.

loss jurisdictions that were removed from the annual effective tax rate computation for purposes of computing the interim tax provision.

COMMITMENTS AND CONTINGENCIES

2 unchanged sentences

ACCUMULATED OTHER COMPREHENSIVE LOSS

Our accumulated other comprehensive loss increased $ 2.2 million from $ 385.2 million at December 31, 2022 to $ 387.4 million at March 31, 2023, as a result of foreign currency exchange rate fluctuations.

Changes in other comprehensive loss during the first three months of 2022 were primarily driven by the Australian dollar decreasing in value compared to the U.S.

Excluding intercompany balances, our Canadian dollar and Australian dollar functional currency net assets totaled approximately C$ 174 million and A$ 223 million, respectively, at March 31, 2023.

SHARE REPURCHASE PROGRAMS

In August 2022 and August 2021, our Board of Directors (Board) authorized common share repurchase programs to repurchase up to 5.0 % of our total common shares which were issued and outstanding, or approximately 685,000 common shares and 715,000 common shares, respectively, over a twelve month period.

Our accumulated other comprehensive loss increased $ 0.2 million from $ 385.2 million at December 31, 2022 to $ 385.4 million at June 30, 2023, as a result of foreign currency exchange rate fluctuations.

Changes in other comprehensive loss during the first six months of 2023 were primarily driven by the Australian dollar decreasing in value compared to the U.S.

dollar and the Canadian dollar increasing in value compared to the U.S.

Excluding intercompany balances, our Canadian dollar and Australian dollar functional currency net assets totaled approximately C$ 186 million and A$ 217 million, respectively, at June 30, 2023.

CIVEO CORPORATION

1 unchanged sentence

FINANCIAL STATEMENTS

SHARE REPURCHASE PROGRAMS

The repurchase authorization allows repurchases from time to time in open market transactions, including pursuant to trading plans adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2023 2022 2023 2022

Dollar-value of shares repurchased $ 4,199 $ 533 $ 7,970 $ 542

4 unchanged sentences

The Civeo Plan authorizes our Board and the Compensation Committee of our Board to approve grants of options, awards of restricted shares, performance awards, phantom share awards and dividend equivalents, awards of deferred shares, and share payments to our employees and non-employee directors.

No more than 2.4 million Civeo common shares are authorized to be issued under the Civeo Plan.

No more than 3,028,667 Civeo common shares are authorized to be issued under the Civeo Plan.

Outstanding Awards

Restricted Share Awards / Restricted Share Units / Deferred Share Awards.

Compensation expense associated with restricted share awards, restricted share units and deferred share awards recognized in the three months ended March 31, 2023 and 2022 totaled $ 0.3 million and $ 0.4 million, respectively.

The total fair value of restricted share awards, restricted share units and deferred share awards that vested during the three months ended March 31, 2023 and 2022 was less than $ 0.1 million and $ 0.6 million, respectively.

At March 31, 2023, unrecognized compensation cost related to restricted share awards, restricted share units and deferred share awards was $ 0.1 million, which is expected to be recognized over a weighted average period of 0.1 years.

On May 17, 2023, we granted 49,598 restricted share and deferred share awards to our non-employee directors, which vest in their entirety on May 15, 2024.

Compensation expense associated with restricted share awards, restricted share units and deferred share awards recognized in the three months ended June 30, 2023 and 2022 totaled $ 0.3 million and $ 0.3 million, respectively.

Compensation expense associated with restricted share awards, restricted share units and deferred share awards recognized in the six months ended June 30, 2023 and 2022 totaled $ 0.5 million and $ 0.7 million, respectively.

The total fair value of restricted share awards, restricted share units and deferred share awards that vested during the three months ended June 30, 2023 and 2022 was $ 0.8 million and $ 1.5 million, respectively.

The total fair value of restricted share awards, restricted share units and deferred share awards that vested during the six months ended June 30, 2023 and 2022 was $ 0.9 million and $ 2.1 million, respectively.

At June 30, 2023, unrecognized compensation cost related to restricted share awards, restricted share units and deferred share awards was $ 0.9 million, which is expected to be recognized over a weighted average period of 0.9 years.

Phantom Share Awards.

2 unchanged sentences

Phantom share awards are settled in cash upon vesting.

During the three months ended March 31, 2023 and 2022, we recognized compensation expense associated with phantom shares totaling $ 1.8 million and $ 2.4 million, respectively.

At March 31, 2023, unrecognized compensation cost related to phantom shares was $ 10.5 million, as remeasured at March 31, 2023, which is expected to be recognized over a weighted average period of 2.1 years.

During the three months ended June 30, 2023 and 2022, we recognized compensation expense associated with phantom shares totaling $ 1.4 million and $ 2.5 million, respectively.

During the six months ended June 30, 2023 and 2022, we recognized compensation expense associated with phantom shares totaling $ 3.2 million and $ 4.9 million, respectively.

At June 30, 2023, unrecognized compensation cost related to phantom shares was $ 8.3 million, as remeasured at June 30, 2023, which is expected to be recognized over a weighted average period of 2.0 years.

CIVEO CORPORATION

NOTES TO UNAUDITED CONSOLIDATED

FINANCIAL STATEMENTS

Performance Awards.

3 unchanged sentences

We evaluate the probability of achieving the performance criteria throughout the performance period and will adjust share-based compensation expense based on the number of shares expected to vest based on our estimate of the most probable performance outcome.

During the three months ended June 30, 2023 and 2022, we recognized compensation expense associated with performance share awards totaling $ 0.9 million and $ 0.7 million, respectively.

During the six months ended June 30, 2023 and 2022, we recognized compensation expense associated with performance share awards totaling $ 1.5 million and $ 1.3 million, respectively.

No performance share awards vested during the three months ended June 30, 2023 and 2022.

The total fair value of performance share awards that vested during the six months ended June 30, 2023 and 2022 was zero and $ 2.4 million, respectively.

At June 30, 2023, unrecognized compensation cost related to performance share awards was $ 5.5 million, which is expected to be recognized over a weighted average period of 2.0 years.

CIVEO CORPORATION

1 unchanged sentence

FINANCIAL STATEMENTS

During the three months ended March 31, 2023 and 2022, we recognized compensation expense associated with performance share awards totaling $ 0.6 million and $ 0.6 million, respectively.

The total fair value of performance share awards that vested during the three months ended March 31, 2023 and 2022 was zero and $ 2.4 million, respectively.

At March 31, 2023, unrecognized compensation cost related to performance share awards was $ 6.4 million, which is expected to be recognized over a weighted average period of 2.2 years.

SEGMENT AND RELATED INFORMATION

5 unchanged sentences

no longer meets the reportable segment quantitative thresholds required by GAAP and is included below within the Corporate, other and eliminations category.

Prior periods have been updated to be consistent with the presentation for the three months ended March 31, 2023.

Financial information by business segment for each of the three months ended March 31, 2023 and 2022 is summarized in the following table (in thousands):

Prior periods have been updated to be consistent with the presentation for the three and six months ended June 30, 2023.

Financial information by business segment for each of the three and six months ended June 30, 2023 and 2022 is summarized in the following table (in thousands):

revenues Depreciation

1 unchanged sentence

(loss) Capital

Three months ended March 31, 2023

Three months ended June 30, 2023

Canada $ 95,470 $ 13,363 $ 3,177 $ 2,608 $ 737,764

2 unchanged sentences

Total $ 178,843 $ 20,701 $ 10,172 $ 6,945 $ 558,962

Three months ended March 31, 2022

Three months ended June 30, 2022

Canada $ 109,023 $ 14,998 $ 11,197 $ 1,847 $ 753,303

2 unchanged sentences

Total $ 184,954 $ 23,083 $ 14,242 $ 5,055 $ 637,397

Six months ended June 30, 2023

Canada $ 184,923 $ 27,502 $ ( 1,325 ) $ 4,069 $ 737,764

Australia 159,533 14,918 14,073 7,129 191,062

Corporate, other and eliminations 1,978 ( 57 ) ( 6,480 ) 519 ( 369,864 )

Total $ 346,434 $ 42,363 $ 6,268 $ 11,717 $ 558,962

Six months ended June 30, 2022

Canada $ 204,975 $ 26,595 $ 15,235 $ 3,853 $ 753,303

Australia 131,349 15,685 11,587 4,048 204,086

Corporate, other and eliminations 14,308 930 ( 8,343 ) 746 ( 319,992 )

Total $ 350,632 $ 43,210 $ 18,479 $ 8,647 $ 637,397

Cautionary Statement Regarding Forward-Looking Statements

2 unchanged sentences

The forward-looking statements can be identified by the use of forward-looking terminology including “may,” “expect,” “anticipate,” “estimate,” “continue,” “believe” or other similar words.

The forward-looking statements in this report include, but are not limited to, the statements in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” relating to our expectations about the macroeconomic environment and industry conditions, including the impact of COVID-19 and the response thereto and the volatility in the price of and demand for commodities, as well as our expectations about capital expenditures in 2023 and beliefs with respect to liquidity needs.

The forward-looking statements in this report include, but are not limited to, the statements in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” relating to our expectations about the macroeconomic environment and industry conditions, including the volatility in the price of and demand for commodities, as well as our expectations about capital expenditures in 2023 and beliefs with respect to liquidity needs.

Actual results could differ materially from those projected in the forward-looking statements as a result of a number of important factors.

9 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements