Item 1. Financial Statements
ITEM 1. Financial Statements
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Revenues:
Products $ 98,753 $ 107,342 $ 191,333 $ 207,893
Services 57,906 58,064 110,689 117,451
156,659 165,406 302,022 325,344
Costs and expenses:
Product costs 77,724 83,936 152,091 164,265
Service costs 40,227 41,404 77,449 83,752
Cost of revenues (exclusive of depreciation and amortization expense presented below) 117,951 125,340 229,540 248,017
Selling, general and administrative expense 23,127 22,981 43,151 45,511
Depreciation and amortization expense 8,061 11,898 16,250 23,923
Impairments of operating lease assets — 1,358 — 1,358
Impairments of assets held for sale — — 1,384 —
Other operating income, net ( 4,192 ) ( 1,448 ) ( 4,293 ) ( 4,381 )
144,947 160,129 286,032 314,428
Operating income 11,712 5,277 15,990 10,916
Interest expense, net ( 508 ) ( 1,692 ) ( 1,683 ) ( 3,270 )
Other income (expense), net ( 3,281 ) 636 ( 3,133 ) 774
Income before income taxes 7,923 4,221 11,174 8,420
Income tax provision ( 2,013 ) ( 1,410 ) ( 4,156 ) ( 2,451 )
Net income $ 5,910 $ 2,811 $ 7,018 $ 5,969
Net income per share:
Basic $ 0.10 $ 0.05 $ 0.12 $ 0.10
Diluted 0.10 0.05 0.12 0.10
Weighted average number of common shares outstanding:
Basic 58,479 59,154 58,132 59,661
Diluted 58,627 59,154 58,541 59,661
The accompanying notes are an integral part of these financial statements.
3
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands)
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Net income $ 5,910 $ 2,811 $ 7,018 $ 5,969
Other comprehensive income (loss):
Currency translation adjustments 710 9,092 ( 508 ) 14,631
Comprehensive income $ 6,620 $ 11,903 $ 6,510 $ 20,600
The accompanying notes are an integral part of these financial statements.
4
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Share Amounts)
June 30,
2026 December 31, 2025
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 19,802 $ 69,914
Accounts receivable, net 196,926 202,445
Inventories, net 209,621 183,409
Assets held for sale 18,584 17,350
Prepaid expenses and other current assets 19,572 22,173
Total current assets 464,505 495,291
Property, plant, and equipment, net 232,247 244,382
Operating lease assets, net 13,945 12,731
Goodwill, net 70,337 70,524
Other intangible assets, net 28,637 31,455
Other noncurrent assets 29,820 29,048
Total assets $ 839,491 $ 883,431
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt $ 650 $ 53,370
Accounts payable 69,000 68,090
Accrued liabilities 32,208 38,480
Current operating lease liabilities 5,676 7,286
Income taxes payable 1,746 1,759
Deferred revenue 88,321 97,195
Total current liabilities 197,601 266,180
Long-term debt 17,778 1,670
Long-term operating lease liabilities 12,118 12,654
Deferred income taxes 5,607 5,765
Other noncurrent liabilities 25,011 23,971
Total liabilities 258,115 310,240
Stockholders’ equity:
Common stock, $ .01 par value, 200,000,000 shares authorized, 82,179,784 shares and 80,538,758 shares issued, respectively
821 805
Additional paid-in capital 1,156,353 1,145,642
Retained earnings 171,301 164,283
Accumulated other comprehensive loss ( 66,772 ) ( 66,264 )
Treasury stock, at cost, 21,836,542 and 20,882,840 shares, respectively
( 680,327 ) ( 671,275 )
Total stockholders’ equity 581,376 573,191
Total liabilities and stockholders’ equity $ 839,491 $ 883,431
The accompanying notes are an integral part of these financial statements.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In Thousands)
Three Months Ended June 30, 2026 Common
Stock Additional
Paid-In
Capital Retained
Earnings Accumulated
Other
Comprehensive
Loss Treasury
Stock Total
Stockholders’
Equity
Balance, March 31, 2026 $ 815 $ 1,147,459 $ 165,391 $ ( 67,482 ) $ ( 675,227 ) $ 570,956
Net income — — 5,910 — — 5,910
Currency translation adjustments (excluding intercompany advances) — — — 2,719 — 2,719
Currency translation adjustments on intercompany advances — — — ( 2,009 ) — ( 2,009 )
Stock-based compensation expense 1 3,023 — — — 3,024
Issuance of stock to extinguish 4.75 % convertible senior notes
5 5,871 — — — 5,876
Surrender of stock to settle taxes on stock awards — — — — — —
Stock repurchases — — — — ( 5,100 ) ( 5,100 )
Balance, June 30, 2026 $ 821 $ 1,156,353 $ 171,301 $ ( 66,772 ) $ ( 680,327 ) $ 581,376
Six Months Ended June 30, 2026 Common
Stock Additional
Paid-In
Capital Retained
Earnings Accumulated
Other
Comprehensive
Loss Treasury
Stock Total
Stockholders'
Equity
Balance, December 31, 2025 $ 805 $ 1,145,642 $ 164,283 $ ( 66,264 ) $ ( 671,275 ) $ 573,191
Net income — — 7,018 — — 7,018
Currency translation adjustments (excluding intercompany advances) — — — ( 1,294 ) — ( 1,294 )
Currency translation adjustments on intercompany advances — — — 786 — 786
Stock-based compensation expense 11 4,840 — — — 4,851
Issuance of stock to extinguish 4.75 % convertible senior notes
5 5,871 — — — 5,876
Surrender of stock to settle taxes on stock awards — — — — ( 3,952 ) ( 3,952 )
Stock repurchases — — — — ( 5,100 ) ( 5,100 )
Balance, June 30, 2026 $ 821 $ 1,156,353 $ 171,301 $ ( 66,772 ) $ ( 680,327 ) $ 581,376
The accompanying notes are an integral part of these financial statements.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In Thousands)
Three Months Ended June 30, 2025 Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Loss Treasury Stock Total Stockholders’ Equity
Balance, March 31, 2025 $ 805 $ 1,139,768 $ 276,818 $ ( 73,993 ) $ ( 659,987 ) $ 683,411
Net income — — 2,811 — — 2,811
Currency translation adjustments (excluding intercompany advances) — — — 7,205 — 7,205
Currency translation adjustments on intercompany advances — — — 1,887 — 1,887
Stock-based compensation expense 1 2,020 — — — 2,021
Surrender of stock to settle taxes on stock awards — — — — — —
Stock repurchases — — — — ( 6,697 ) ( 6,697 )
Balance, June 30, 2025 $ 806 $ 1,141,788 $ 279,629 $ ( 64,901 ) $ ( 666,684 ) $ 690,638
Six Months Ended June 30, 2025 Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Loss Treasury Stock Total Stockholders’ Equity
Balance, December 31, 2024 $ 786 $ 1,137,949 $ 273,660 $ ( 79,532 ) $ ( 652,209 ) $ 680,654
Net income — — 5,969 — — 5,969
Currency translation adjustments (excluding intercompany advances) — — — 10,541 — 10,541
Currency translation adjustments on intercompany advances — — — 4,090 — 4,090
Stock-based compensation expense 20 3,839 — — — 3,859
Surrender of stock to settle taxes on stock awards — — — — ( 2,432 ) ( 2,432 )
Stock repurchases — — — — ( 12,043 ) ( 12,043 )
Balance, June 30, 2025 $ 806 $ 1,141,788 $ 279,629 $ ( 64,901 ) $ ( 666,684 ) $ 690,638
The accompanying notes are an integral part of these financial statements.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
Six Months Ended June 30,
2026 2025
Cash flows from operating activities:
Net income
$ 7,018 $ 5,969
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization expense 16,250 23,923
Impairments of operating lease assets — 1,358
Impairments of assets held for sale 1,384 —
Stock-based compensation expense 4,851 3,859
Amortization of deferred financing costs 910 660
Deferred income tax provision (benefit) ( 133 ) 669
Gains on disposals of assets ( 4,837 ) ( 4,282 )
Losses (gains) on extinguishments of 4.75 % convertible senior notes
3,594 ( 381 )
Other, net ( 2,617 ) ( 1,423 )
Changes in operating assets and liabilities:
Accounts receivable 4,746 2,601
Inventories ( 26,675 ) 1,348
Accounts payable and accrued liabilities ( 7,997 ) ( 1,014 )
Deferred revenue ( 8,874 ) ( 2,092 )
Other operating assets and liabilities, net 4,238 ( 6,905 )
Net cash flows provided by (used in) operating activities ( 8,142 ) 24,290
Cash flows from investing activities:
Capital expenditures ( 7,139 ) ( 19,480 )
Proceeds from disposition of property and equipment 737 4,217
Proceeds from disposition of assets held for sale
7,276 8,409
Other, net ( 9 ) ( 62 )
Net cash flows provided by (used in) investing activities 865 ( 6,916 )
Cash flows from financing activities:
Revolving credit facility borrowings 67,744 204
Revolving credit facility repayments ( 49,167 ) ( 204 )
Extinguishments of 4.75 % convertible senior notes
( 50,452 ) ( 14,284 )
Other debt and finance lease repayments, net ( 355 ) ( 344 )
Payment of financing costs ( 2,014 ) ( 7 )
Purchases of treasury stock ( 5,100 ) ( 12,043 )
Shares added to treasury stock as a result of net share settlements
due to vesting of stock awards ( 3,952 ) ( 2,432 )
Net cash flows used in financing activities ( 43,296 ) ( 29,110 )
Effect of exchange rate changes on cash and cash equivalents 461 231
Net change in cash and cash equivalents ( 50,112 ) ( 11,505 )
Cash and cash equivalents, beginning of period 69,914 65,363
Cash and cash equivalents, end of period $ 19,802 $ 53,858
Cash paid for:
Interest $ 1,593 $ 3,628
Income taxes, net 4,170 3,660
The accompanying notes are an integral part of these financial statements.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Organization and Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of Oil States International, Inc. and its subsidiaries (“Oil States” or the “Company”) have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial information. Certain information in footnote disclosures normally included with financial statements prepared in accordance with generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to these rules and regulations. The unaudited financial statements included in this report reflect all the adjustments, consisting of normal recurring adjustments, which the Company considers necessary for a fair statement of the results of operations for the interim periods covered and for the financial condition of the Company at the date of the interim balance sheet. Results for the interim periods are not necessarily indicative of results for the full year.
The preparation of condensed consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions by management in determining the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Examples of such estimates include, but are not limited to, goodwill, long-lived and other asset impairments, revenue and income recognized over time, valuation allowances recorded on deferred tax assets, reserves on inventory, allowances for doubtful accounts, settlement of litigation and potential future adjustments related to contractual indemnification and other agreements. Actual results could materially differ from those estimates.
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board, which are adopted by the Company as of the specified effective date. Management believes that recently issued standards, which are not yet effective, will not have a material impact on the Company’s consolidated financial statements upon adoption.
The financial statements included in this report should be read in conjunction with the Company’s audited financial statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2025, as amended by its Annual Report filed on Form 10-K/A.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
2. Charges and Credits
Management has implemented certain cost reduction actions including: the consolidation, relocation and exit of certain operating locations; the exit of certain service offerings; and reductions in the Company’s workforce in the United States. As a result of these and other events, actions and assessments, the Company recorded the following charges and credits during the three and six months ended June 30, 2026 and 2025 (in thousands):
Offshore Manufactured Products
Completion and Production Services
Downhole Technologies Corporate Total
Three Months Ended June 30, 2026
Loss on extinguishment of debt (Note 4)
$ — $ — $ — $ 3,594 $ 3,594
Executive transition costs — — — 1,657 1,657
Impairments of assets held for sale — — — — —
Gain on disposal of facility held for sale — — — ( 4,149 ) ( 4,149 )
Facility consolidation, exit and other charges
— — — 1,395 1,395
Pre-tax totals
$ — $ — $ — $ 2,497 2,497
Income tax benefit
—
After-tax total
$ 2,497
Six Months Ended June 30, 2026
Loss on extinguishment of debt (Note 4)
$ — $ — $ — $ 3,594 $ 3,594
Executive transition costs — — — 1,657 1,657
Impairments of assets held for sale — — — 1,384 1,384
Gain on disposal of facility held for sale — — — ( 4,149 ) ( 4,149 )
Facility consolidation, exit and other charges 192 — — 3,891 4,083
Pre-tax totals
$ 192 $ — $ — $ 6,377 6,569
Income tax benefit
—
After-tax total
$ 6,569
Offshore Manufactured Products Completion and Production Services Downhole Technologies Corporate Total
Three Months Ended June 30, 2025
Impairments of operating lease assets $ — $ 403 $ 955 $ — $ 1,358
Gains on extinguishment of debt — — — ( 381 ) ( 381 )
Facility consolidation, exit and other charges
273 1,776 252 — 2,301
Pre-tax totals
$ 273 $ 2,179 $ 1,207 $ ( 381 ) 3,278
Income tax benefit
688
After-tax total $ 2,590
Six Months Ended June 30, 2025
Impairments of operating lease assets $ — $ 403 $ 955 $ — $ 1,358
Gains on extinguishment of debt — — — ( 381 ) ( 381 )
Facility consolidation, exit and other charges 273 2,706 252 — 3,231
Pre-tax totals
$ 273 3,109 1,207 $ ( 381 ) 4,208
Income tax benefit
884
After-tax total $ 3,324
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
Long-Lived Tangible and Intangible Assets
An assessment for impairment of long-lived tangible and intangible assets is conducted when an event occurs or circumstances change that indicate that the carrying value of long-lived tangible and intangible assets may not be recoverable. During the first quarter of 2026, management made a decision to exit an additional U.S. land-based service line within the Completion and Production Services segment and market the related equipment. These assets were reclassified to Corporate assets held for sale. The carrying value of assets held for sale was assessed and reduced to estimated net realizable value, resulting in the recognition of impairment charges of $ 1.4 million within Corporate operations.
Executive Transition
In connection with Cindy B. Taylor’s transition from her role as President and Chief Executive Officer, the Company entered into an Employment Transition Agreement and General Release of Claims (the “Transition Agreement”) with Ms. Taylor effective May 1, 2026. Pursuant to the terms of this agreement, Ms. Taylor will continue to be employed by the Company as a Senior Advisor and provide services from May 1 through November 1, 2026, at which time Ms. Taylor will voluntarily retire and be subject to certain non-compete and non-solicitation restrictions. During this period, Ms. Taylor will receive: a reduced monthly base salary; accelerated vesting of outstanding restricted stock awards granted in 2024 and 2025; continued vesting of other long-term incentive awards; and a pro-rata, short-term incentive payment for 2026. See Note 9, “Long-Term Incentive Compensation,” for further discussion of outstanding long-term incentive awards granted to Ms. Taylor. During the second quarter of 2026, the Company recognized stock-based compensation and other costs of $ 1.7 million related to this executive transition.
3. Details of Selected Balance Sheet Accounts
Additional information regarding selected balance sheet accounts as of June 30, 2026 and December 31, 2025 is presented below (in thousands):
June 30,
2026 December 31,
2025
Accounts receivable, net:
Trade $ 119,125 $ 127,607
Unbilled revenue 22,942 21,870
Contract assets 52,187 47,349
Other 5,263 8,409
Total accounts receivable 199,517 205,235
Allowance for doubtful accounts ( 2,591 ) ( 2,790 )
$ 196,926 $ 202,445
Allowance for doubtful accounts as a percentage of total accounts receivable 1 % 1 %
June 30,
2026 December 31,
2025
Deferred revenue (contract liabilities) $ 88,321 $ 97,195
As of June 30, 2026, accounts receivable, net in the United States and the United Kingdom represented 61 % and 12 %, respectively, of the total. No other country or single customer accounted for more than 10% of the Company’s total accounts receivable as of June 30, 2026.
For the six months ended June 30, 2026, the $ 4.8 million net increase in contract assets was primarily attributable to $ 34.3 million in revenue recognized during the period, which was partially offset by $ 28.9 million transferred to accounts receivable. Deferred revenue (contract liabilities) decreased by $ 8.9 million in the first six months of 2026, reflecting the recognition of $ 20.9 million of revenue that was deferred at the beginning of the period, partially offset by $ 12.1 million in new customer billings which were not recognized as revenue during the period.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
The following provides a summary of activity in the allowance for doubtful accounts for the six months ended June 30, 2026 and 2025 (in thousands):
Six Months Ended June 30,
2026 2025
Allowance for doubtful accounts – January 1 $ 2,790 $ 2,614
Provisions 314 99
Write-offs ( 511 ) ( 42 )
Other ( 2 ) 329
Allowance for doubtful accounts – June 30 $ 2,591 $ 3,000
June 30,
2026 December 31,
2025
Inventories, net:
Finished goods and purchased products $ 97,323 $ 84,572
Work in process 31,991 33,281
Raw materials
110,471 95,691
Total inventories 239,785 213,544
Allowance for excess or obsolete inventories
( 30,164 ) ( 30,135 )
$ 209,621 $ 183,409
June 30,
2026 December 31,
2025
Property, plant and equipment, net:
Property, plant and equipment $ 670,904 $ 666,887
Accumulated depreciation ( 438,657 ) ( 422,505 )
$ 232,247 $ 244,382
For the three months ended June 30, 2026 and 2025, depreciation expense was $ 6.7 million and $ 8.1 million, respectively. Depreciation expense was $ 13.5 million and $ 16.4 million for the six months ended June 30, 2026 and 2025, respectively.
June 30, 2026 December 31, 2025
Gross
Carrying
Amount Accumulated
Amortization Net Carrying Amount Gross
Carrying
Amount Accumulated
Amortization Net Carrying Amount
Other intangible assets:
Customer relationships $ 123,023 $ 108,524 $ 14,499 $ 123,073 $ 107,300 $ 15,773
Patents/Technology/Know-how 68,976 60,589 8,387 68,999 59,605 9,394
Tradenames and other 47,747 41,996 5,751 47,752 41,464 6,288
$ 239,746 $ 211,109 $ 28,637 $ 239,824 $ 208,369 $ 31,455
For the three months ended June 30, 2026 and 2025, amortization expense was $ 1.4 million and $ 3.8 million, respectively. Amortization expense was $ 2.8 million and $ 7.6 million for the six months ended June 30, 2026 and 2025, respectively. During the fourth quarter of 2025, the Company assessed the carrying value of the long-lived assets of an asset group within the Downhole Technologies segment. As a result of this assessment, the segment reduced the carrying values of customer relationships by $ 44.7 million, patents/technology/know-how by $ 19.3 million and tradenames by $ 16.2 million. Following these fourth quarter 2025 impairments, amortization expense associated with these intangible assets in 2026 decreased from 2025 levels.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
June 30,
2026 December 31,
2025
Other noncurrent assets:
Deferred compensation plan $ 24,296 $ 22,564
Deferred financing costs — 997
Deferred income taxes 2,163 2,057
Other 3,361 3,430
$ 29,820 $ 29,048
June 30,
2026 December 31,
2025
Accrued liabilities:
Accrued compensation $ 16,677 $ 23,573
Accrued taxes, other than income taxes 2,602 872
Insurance liabilities 2,993 2,972
Accrued interest 430 599
Accrued commissions 2,778 2,715
Other 6,728 7,749
$ 32,208 $ 38,480
4. Long-term Debt
As of June 30, 2026 and December 31, 2025, long-term debt consisted of the following (in thousands):
June 30,
2026 December 31,
2025
Revolving Credit Facility (1)
$ 16,392 $ —
Term Loan Facility (1)
— —
2026 Notes (2)
— 52,650
Other debt and finance lease obligations 2,036 2,390
Total debt 18,428 55,040
Less: Current portion ( 650 ) ( 53,370 )
Total long-term debt $ 17,778 $ 1,670
____________________
(1) Presented net of $ 2.2 million of unamortized deferred financing costs as of June 30, 2026. Unamortized deferred financing costs of $ 1.0 million as of December 31, 2025 are presented in other noncurrent assets.
(2) The outstanding principal amount of the 2026 Notes was $ 52.7 million as of December 31, 2025 .
Credit Agreements
Cash Flow Credit Agreement
On January 28, 2026, the Company entered into a four-year amended and restated credit agreement (the “Cash Flow Credit Agreement”) among the Company, Wells Fargo Bank, National Association as administrative agent and the lenders and other financial institutions from time to time party thereto. The Cash Flow Credit Agreement replaced the Company’s existing ABL Agreement (discussed below). The Cash Flow Credit Agreement provides for credit facilities with total original commitments of $ 125.0 million, consisting of a $ 75.0 million revolving credit facility (including a $ 40.0 million sub-limit for the issuance of letters of credit) (the “Revolving Credit Facility”) and a $ 50.0 million multi-draw term loan facility, which was available for a six-month period (the “Term Loan Facility”). Subsequent to June 30, 2026, the Company repaid $ 20.0 million of outstanding borrowings under the Revolving Credit Facility with borrowings under the Term Loan Facility and the remaining lender commitments under the Term Loan Facility lapsed on July 28, 2026.
13
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
Borrowings under the Cash Flow Credit Agreement bear interest at a rate equal to the Secured Overnight Financing Rate (“SOFR”) plus a margin of 2.50 % to 3.50 %, or at a base rate plus a margin of 1.50 % to 2.50 %, in each case based on a ratio of the Company's total net funded debt to Consolidated EBITDA (as defined in the Cash Flow Credit Agreement). The Company must also pay a commitment fee of 0.375 % to 0.500 % per annum on unused commitments under the Cash Flow Credit Agreement based on the Company's ratio of total net funded debt to Consolidated EBITDA.
The Cash Flow Credit Agreement contains customary financial covenants and restrictions. Specifically, the Company must maintain an interest coverage ratio, defined as the ratio of Consolidated EBITDA to Consolidated Interest Expense (as defined in the Cash Flow Credit Agreement), of at least 3.0 to 1.0 and a total net leverage ratio, defined as the ratio of total net debt to Consolidated EBITDA, of no greater than 2.5 to 1.0, provided that under certain circumstances that maintenance requirement shall be for a total net leverage ratio of no more than 3.25 to 1.0, subject to the Company being required to satisfy and maintain a senior secured net leverage ratio, defined as the ratio of senior secured net debt to Consolidated EBITDA, of no more than 2.0 to 1.0.
The various components used in the calculation of these ratios are defined in the Cash Flow Credit Agreement. Consolidated EBITDA and Consolidated Interest Expense, as defined in the Cash Flow Credit Agreement, exclude goodwill, intangible and fixed asset impairments, losses on extinguishment of debt, debt discount amortization, stock-based compensation expense and other non-cash charges.
Borrowings under the Cash Flow Credit Agreement are secured by a pledge of substantially all of the Company’s and the guarantors’ assets located in the United States and the stock of certain foreign subsidiaries. The Cash Flow Credit Agreement also contains negative covenants that limit the Company’s ability to borrow additional funds, encumber assets, pay dividends, sell assets and enter into other significant transactions. Under the Cash Flow Credit Agreement, the occurrence of specified change of control events involving the Company would constitute an event of default that would permit the banks to, among other things, accelerate the maturity of the facilities and cause them to become immediately due and payable in full.
As of July 28, 2026, the Company had $ 6.2 million and $ 20.0 million of borrowings outstanding under the Revolving Credit Facility and the Term Loan Facility, respectively, and $ 15.9 million of outstanding letters of credit, leaving $ 52.9 million available to be drawn.
ABL Agreement
Through January 28, 2026, the Company had a senior secured credit agreement (the “ABL Agreement”), which provided for an asset-based revolving credit facility. The ABL Agreement provided funding based on a borrowing base calculation that included eligible U.S. customer accounts receivable and inventory and was scheduled to mature on February 16, 2028.
Borrowings under the ABL Agreement bore interest at a rate equal to the SOFR (subject to a floor rate of 0 %) plus, effective July 28, 2025, a margin of 2.25 % to 2.75 %, or at a base rate plus a margin of 1.25 % to 1.75 %, in each case based on average borrowing availability. Monthly, the Company also paid a commitment fee of either 0.375 % or 0.50 % per annum, based on average unused commitments under the ABL Agreement.
2026 Notes
The Company issued $ 135.0 million aggregate principal amount of its 4.75 % convertible senior notes due April 1, 2026 (the “2026 Notes) pursuant to an indenture, dated as of March 19, 2021 (the “2026 Indenture”), between the Company and Computershare Trust Company, National Association, as successor trustee.
The outstanding 2026 Notes bore interest at a rate of 4.75 % per year and matured on April 1, 2026. Interest was payable semi-annually in arrears on April 1 and October 1 of each year. The conversion rate was 95.3516 shares of the Company’s common stock per $1,000 principal amount of the 2026 Notes (equivalent to a conversion price of $ 10.49 per share of common stock).
14
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
On April 1, 2026, the Company retired $ 52.7 million of outstanding principal of the 2026 Notes, with a combination of $ 50.5 million of cash and the issuance of 529,428 shares of the Company’s common stock (with a fair value of $ 5.9 million, which was excluded from financing activities within the consolidated statement of cash flows). With the election by substantially all holders of the outstanding 2026 Notes to convert the instruments into shares of the Company’s common stock at maturity, the Company recognized a pre-tax loss of $ 3.6 million (reported within other income (expense), net) associated with the extinguishment of the 2026 Notes at a premium in the second quarter of 2026.
5. Fair Value Measurements
The Company’s financial instruments consist of cash and cash equivalents, investments, receivables, payables and debt instruments. The Company believes that the carrying values of these instruments, other than the 2026 Notes as of December 31, 2025, on the accompanying consolidated balance sheets approximate their fair values.
6. Stockholders’ Equity
Common and Preferred Stock
The following table provides details with respect to the changes to the number of shares of common stock, $ 0.01 par value, outstanding during the first six months of 2026 (in thousands):
Outstanding
Shares of common stock outstanding – December 31, 2025 59,656
Restricted stock awards, net of forfeitures 1,112
Issuance of common stock to extinguish 4.75 % convertible senior notes
529
Shares withheld for taxes on vesting of stock awards ( 370 )
Purchases of common stock ( 584 )
Shares of common stock outstanding – June 30, 2026 60,343
As further discussed in Note 4, “Long-term Debt,” on April 1, 2026 the Company issued 529,428 shares of common stock in connection with the retirement of its 2026 Notes.
As of June 30, 2026 and December 31, 2025, the Company had 25,000,000 shares of preferred stock, $ 0.01 par value, authorized, with no shares issued or outstanding.
In October 2024, the Company’s Board of Directors authorized $ 50.0 million for repurchases of the Company’s common stock, par value $ 0.01 per share, through October 2026. Subject to applicable securities laws, such purchases will be at such times and in such amounts as the Company deems appropriate.
During the six months ended June 30, 2026, the Company purchased 583,541 shares of common stock under the program at a total cost of $ 5.1 million. The amount remaining under the Company’s share repurchase authorization as of June 30, 2026 was $ 19.6 million.
Accumulated Other Comprehensive Loss
Accumulated other comprehensive loss, reported as a component of stockholders’ equity, primarily relates to fluctuations in currency exchange rates against the U.S. dollar as used to translate certain of the international operations of the Company’s operating segments. Accumulated other comprehensive loss increased from $ 66.3 million at December 31, 2025 to $ 66.8 million at June 30, 2026. For the three and six months ended June 30, 2026 and 2025, currency translation adjustments recognized as a component of other comprehensive income (loss) were primarily attributable to the United Kingdom and Brazil.
During the six months ended June 30, 2026, the exchange rate for the British pound weakened by 2 % compared to the U.S. dollar, while the Brazilian real strengthened by 6 %, contributing to other comprehensive loss of $ 0.5 million. During the six months ended June 30, 2025, the exchange rates for the British pound and the Brazilian real strengthened by 9 % and 13 %, respectively, contributing to other comprehensive income of $ 14.6 million.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
7. Income Taxes
Income tax provision for the three and six months ended June 30, 2026 and 2025 was calculated using a discrete approach. This methodology was used because changes in the Company’s results of operations and non-deductible expenses can materially impact the estimated annual effective tax rate.
For the three months ended June 30, 2026, the Company’s income tax expense was $ 2.0 million, which included the impact of changes in valuation allowances recorded against deferred tax assets, certain discrete tax items and other non-deductible expenses, on pre-tax income of $ 7.9 million. This compares to an income tax expense of $ 1.4 million, which included the impact of changes in valuation allowances recorded against deferred tax assets, certain discrete tax items and other non-deductible expenses, on pre-tax income of $ 4.2 million for the three months ended June 30, 2025.
For the six months ended June 30, 2026, the Company’s income tax expense was $ 4.2 million, which included the impact of changes in valuation allowances recorded against deferred tax assets, certain discrete tax items and other non-deductible expenses, on pre-tax income of $ 11.2 million. This compares to an income tax expense of $ 2.5 million, which included the impact of changes in valuation allowances recorded against deferred tax assets, certain discrete tax items and other non-deductible expenses, on pre-tax income of $ 8.4 million for the six months ended June 30, 2025.
8. Net Income (Loss) Per Share
The table below provides a reconciliation of the numerators and denominators of basic and diluted net income per share for the three and six months ended June 30, 2026 and 2025 (in thousands, except per share amounts):
Three Months Ended
June 30, Six Months Ended
June 30,
2026 2025 2026 2025
Numerators:
Net income $ 5,910 $ 2,811 $ 7,018 $ 5,969
Less: Income attributable to unvested restricted stock awards ( 206 ) ( 103 ) ( 246 ) ( 218 )
Numerator for basic net income per share 5,704 2,708 6,772 5,751
Effect of dilutive securities:
Unvested restricted stock awards 1 — 1 —
Numerator for diluted net income per share $ 5,705 $ 2,708 $ 6,773 $ 5,751
Denominators:
Weighted average number of common shares outstanding 60,571 61,408 60,237 61,729
Less: Weighted average number of unvested restricted stock awards outstanding ( 2,092 ) ( 2,254 ) ( 2,105 ) ( 2,068 )
Denominator for basic net income per share 58,479 59,154 58,132 59,661
Effect of dilutive securities:
Shares issuable upon conversion of 2026 Notes
— — 265 —
Performance share units 148 — 144 —
Denominator for diluted net income per share 58,627 59,154 58,541 59,661
Net income per share:
Basic $ 0.10 $ 0.05 $ 0.12 $ 0.10
Diluted 0.10 0.05 0.12 0.10
Shares issuable upon conversion of the Company’s 2026 Notes were excluded from three and six months ended June 30, 2025 due to, among other factors, the Company’s share price.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
9. Long-Term Incentive Compensation
The following table presents a summary of activity for service-based restricted stock and stock unit awards, and performance-based stock unit awards for the six months ended June 30, 2026 (in thousands):
Service-based Restricted Stock Performance- and Service-based Stock Units
Outstanding – December 31, 2025 2,159 834
Granted 1,290 159
Vested and distributed ( 1,019 ) ( 139 )
Forfeited ( 317 ) —
Outstanding – June 30, 2026 2,113 854
Weighted average grant date fair value (2026 awards) $ 10.32 $ 9.89
The restricted stock program consists of a combination of service-based restricted stock and stock units, as well as performance-based stock units. Service-based restricted stock awards generally vest on a straight-line basis over a term of three years . Service-based stock unit awards ( 197 thousand outstanding as of June 30, 2026) vest over one year , with the underlying shares issued at a specified future date. Performance-based stock unit awards generally vest at the end of a three-year period, with the number of shares ultimately issued under the program dependent upon achievement of predefined specific performance objectives based on the Company’s cumulative EBITDA over a three-year period.
In the event the predefined targets are exceeded for any performance-based award, additional shares up to a maximum of 200 % of the target award may be granted. Conversely, if actual performance falls below the predefined target, the number of shares vested is reduced. If the actual performance falls below the threshold performance level, no shares will vest.
The Company issued conditional long-term cash incentive awards (“Cash Awards”) with targeted values of $ 1.4 million in the first quarters of 2026 and 2025. The performance measure for each of these Cash Awards is relative total stockholder return compared to a peer group of companies, generally over a three-year period. The ultimate dollar amount to be awarded for each annual grant may range from zero to a maximum of $ 2.9 million, limited to their targeted value if the Company’s total stockholder return were to be negative over the performance period. Obligations related to the Cash Awards are classified as liabilities and recognized over their respective vesting periods.
Pursuant to the Transition Agreement discussed in Note 2, “Charges and Credits,” the vesting provisions of the outstanding service-based restricted stock awards granted to Ms. Taylor in 2024 and 2025 were modified to provide for accelerated vesting over the term of the Transition Agreement. The incremental expense for these modified awards totaled $ 3.1 million on the modification date, which is being recognized as stock-based compensation expense over the six-month term of the Transition Agreement. All other service-based restricted stock awards, performance-based stock unit awards and performance-based cash awards will continue to vest through November 1, 2026 in accordance with the original award agreements.
Stock-based compensation expense recognized during the three and six months ended June 30, 2026 totaled $ 3.0 million and $ 4.9 million, respectively. Stock-based compensation expense recognized during the three and six months ended June 30, 2025 totaled $ 2.0 million and $ 3.9 million, respectively. As of June 30, 2026, there was $ 16.4 million of pre-tax compensation costs related to service-based and performance-based stock awards, which will be recognized in future periods as vesting conditions are satisfied.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
10. Segments and Related Information
The Company operates through three operating segments: Offshore Manufactured Products, Completion and Production Services and Downhole Technologies. Financial information by operating segment as of and for the three and six months ended June 30, 2026 and 2025 is summarized in the following tables (in thousands).
Three Months Ended June 30, 2026
Offshore Manufactured Products Completion and Production Services Downhole Technologies
Corporate (1)
Total
Revenues $ 92,724 $ 24,274 $ 39,661 $ — $ 156,659
Costs and expenses:
Cost of revenues (exclusive of depreciation and amortization expense presented below) 66,847 17,191 33,913 — 117,951
Selling, general and administrative expense 8,675 1,450 1,550 11,452 23,127
Depreciation and amortization expense 3,932 2,434 1,506 189 8,061
Impairments of assets held for sale — — — — —
Other operating (income) expense net ( 666 ) ( 718 ) ( 45 ) ( 2,763 ) ( 4,192 )
78,788 20,357 36,924 8,878 144,947
Operating income (loss) $ 13,936 $ 3,917 $ 2,737 $ ( 8,878 ) $ 11,712
Capital expenditures $ 743 $ 1,560 $ 305 $ 304 $ 2,912
________________
(1) Operating loss included a $ 4.1 million gain associated with the sale of a previously idled facility held for sale, $ 1.4 million of facility exit charges associated with assets held for sale (both within other operating (income) expense, net), and $ 1.7 million in executive transition costs (within selling, general and administrative expenses).
Six Months Ended June 30, 2026
Offshore Manufactured Products Completion and Production Services Downhole Technologies Corporate (1)
Total
Revenues $ 184,143 $ 45,772 $ 72,107 $ — $ 302,022
Costs and expenses:
Cost of revenues (exclusive of depreciation and amortization expense presented below) 132,734 33,085 63,721 — 229,540
Selling, general and administrative expense 16,923 2,672 3,095 20,461 43,151
Depreciation and amortization expense 7,872 4,951 3,045 382 16,250
Impairments of assets held for sale — — — 1,384 1,384
Other operating (income) expense, net ( 1,734 ) ( 2,343 ) ( 46 ) ( 170 ) ( 4,293 )
155,795 38,365 69,815 22,057 286,032
Operating income (loss) $ 28,348 $ 7,407 $ 2,292 $ ( 22,057 ) $ 15,990
Capital expenditures $ 2,510 $ 3,686 $ 625 $ 318 $ 7,139
Total assets (as of June 30, 2026)
$ 524,281 $ 92,397 $ 166,797 $ 56,016 $ 839,491
________________
(1) Operating loss included a $ 4.1 million gain associated with the sale of a previously idled facility held for sale, $ 3.9 million of facility exit charges associated with assets held for sale (both within other operating (income) expense, net), $ 1.7 million in executive transition costs (within selling, general and administrative expenses) and $ 1.4 million in asset impairment charges associated with assets held for sale.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
Three Months Ended June 30, 2025
Offshore Manufactured Products Completion and Production Services (1)
Downhole Technologies (2)
Corporate Total
Revenues $ 106,586 $ 29,424 $ 29,396 $ — $ 165,406
Costs and expenses:
Cost of revenues (exclusive of depreciation and amortization expense presented below) 75,304 23,593 26,443 — 125,340
Selling, general and administrative expense 9,475 2,017 1,999 9,490 22,981
Depreciation and amortization expense 3,703 4,083 4,005 107 11,898
Impairments of operating lease assets — 403 955 — 1,358
Other operating (income) expense, net 1,115 ( 2,549 ) ( 14 ) — ( 1,448 )
89,597 27,547 33,388 9,597 160,129
Operating income (loss) $ 16,989 $ 1,877 $ ( 3,992 ) $ ( 9,597 ) $ 5,277
Capital expenditures $ 8,003 $ 1,825 $ 428 $ 66 $ 10,322
________________
(1) Operating income included $ 2.2 million of facility exit and other charges.
(2) Operating loss included $ 1.2 million in costs associated primarily with the exit of a leased facility.
Six Months Ended June 30, 2025
Offshore Manufactured Products Completion and Production Services (1)
Downhole Technologies (2)
Corporate Total
Revenues $ 199,182 $ 63,943 $ 62,219 $ — $ 325,344
Costs and expenses:
Cost of revenues (exclusive of depreciation and amortization expense presented below) 142,219 50,498 55,300 — 248,017
Selling, general and administrative expense 18,110 4,013 3,998 19,390 45,511
Depreciation and amortization expense 7,311 8,355 8,034 223 23,923
Impairments of operating lease assets — 403 955 — 1,358
Other operating (income) expense, net 277 ( 4,706 ) 48 — ( 4,381 )
167,917 58,563 68,335 19,613 314,428
Operating income (loss) $ 31,265 $ 5,380 $ ( 6,116 ) $ ( 19,613 ) $ 10,916
Capital expenditures $ 12,826 $ 5,350 $ 1,219 $ 85 $ 19,480
Total assets (as of June 30, 2025)
$ 532,179 $ 134,031 $ 262,758 $ 64,777 $ 993,745
________________
(1) Operating income included $ 3.1 million of facility exit and other charges.
(2) Operating loss included $ 1.2 million in costs associated primarily with the exit of a leased facility.
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OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
The following tables provide supplemental disaggregated revenue from contracts with customers by operating segment for the three and six months ended June 30, 2026 and 2025 (in thousands):
Offshore Manufactured Products Completion and Production Services Downhole Technologies Total
2026 2025 2026 2025 2026 2025 2026 2025
Three Months Ended June 30
Project-driven:
Products $ 51,954 $ 68,653 $ — $ — $ — $ — $ 51,954 $ 68,653
Services 32,420 27,907 — — — — 32,420 27,907
Total project-driven 84,374 96,560 — — — — 84,374 96,560
Military and other products 8,350 10,026 — — — — 8,350 10,026
Short-cycle products and services — — 24,274 29,424 39,661 29,396 63,935 58,820
$ 92,724 $ 106,586 $ 24,274 $ 29,424 $ 39,661 $ 29,396 $ 156,659 $ 165,406
Offshore Manufactured Products Completion and Production Services Downhole Technologies Total
2026 2025 2026 2025 2026 2025 2026 2025
Six Months Ended June 30
Project-driven:
Products $ 103,841 $ 127,777 $ — $ — $ — $ — $ 103,841 $ 127,777
Services 63,130 52,331 — — — — 63,130 52,331
Total project-driven 166,971 180,108 — — — — 166,971 180,108
Military and other products 17,172 19,074 — — — — 17,172 19,074
Short-cycle products and services — — 45,772 63,943 72,107 62,219 117,879 126,162
$ 184,143 $ 199,182 $ 45,772 $ 63,943 $ 72,107 $ 62,219 $ 302,022 $ 325,344
Revenues from products and services transferred to customers over time accounted for approximately 61 % and 63 % of consolidated revenues for the six months ended June 30, 2026 and 2025, respectively. The balance of revenues for the respective periods relates to products and services transferred to customers at a point in time. As of June 30, 2026, the Company had $ 358 million of backlog related to contracts with an original expected duration of greater than one year. Approximately 22 % of this backlog is expected to be recognized as revenue over the remainder of 2026, with an additional 32 % recognized in 2027 and the balance thereafter.
11. Commitments and Contingencies
The Company is a party to various pending or threatened claims, lawsuits and administrative proceedings seeking damages or other remedies concerning its commercial operations, products, employees and other matters. Although the Company can give no assurance about the outcome of pending legal and administrative proceedings and the effect such outcomes may have on the Company, management believes that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise covered by insurance, will not have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity .
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C autionary Statement Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q and other statements we make contain certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). Actual results could differ materially from those projected in the forward-looking statements as a result of a number of important factors, including incorrect or changed assumptions. For a discussion of known material factors that could affect our results, please refer to “Part I, Item 1. Business,” “Part I, Item 1A. Risk Factors,” “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II, Item 7A. Quantitative and Qualitative Disclosures about Market Risk” included in our 2025 Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 4, 2026, as amended by our 2025 Annual Report on Form 10-K/A filed with the SEC on March 26, 2026.
You can typically identify “forward-looking statements” by the use of forward-looking words such as “may,” “will,” “could,” “project,” “believe,” “anticipate,” “expect,” “estimate,” “potential,” “plan,” “forecast,” “proposed,” “should,” “seek,” and other similar words. Such statements may relate to our future financial position, budgets, capital expenditures, projected costs, plans and objectives of management for future operations and possible future strategic transactions. Actual results frequently differ from assumed facts and such differences can be material, depending upon the circumstances.
While we believe we are providing forward-looking statements expressed in good faith and on a reasonable basis, there can be no assurance that actual results will not differ from such forward-looking statements. The following are important factors that could cause actual results to differ materially from those expressed in any forward-looking statement made by, or on behalf of, us:
• the impact of the ongoing military actions in Europe and the Middle East, in particular, in Iran and the Strait of Hormuz, or any similar future military actions or unrest, including, but not limited to, energy market disruptions, supply chain disruptions and increased costs, government sanctions, and delays or potential cancellation of planned customer projects;
• production levels among members of the Organization of Petroleum Exporting Countries (“OPEC”) and other oil and gas producing nations (together with OPEC, “OPEC+”), which may be impacted by ongoing conflicts and the resumption of sales of previously sanctioned oil from Venezuela and Russia;
• impacts related to changing U.S. and foreign trade policies, including increased trade restrictions or fluctuating tariffs, the impact of changes in diplomatic and trade relations, and the results of countermeasures and any tariff mitigation initiatives;
• the level of supply of and demand for oil and natural gas;
• fluctuations in the current and future prices of oil and natural gas;
• the level of exploration, drilling and completion activity;
• the cyclical nature of the oil and natural gas industry;
• the level of offshore oil and natural gas developmental activities;
• inflation, including our ability to increase prices to our customers as our costs increase;
• the impact of disruptions in the bank and capital markets;
• the financial health of our customers;
• the impact of environmental matters, including executive actions and federal, state and local regulatory or legislative efforts to adopt environmental or climate change regulations that may result in increased operating costs or reduced oil and natural gas production or demand globally, such as previous attempts to prohibit or otherwise limit new exports of liquefied natural gas (“LNG”), hydraulic fracturing, and lease development;
• political, economic and litigation efforts to restrict or eliminate certain oil and natural gas exploration, development and production activities due to concerns over the threat of climate change;
• the availability of and access to attractive oil and natural gas field prospects, which may be affected by governmental actions or actions of other parties restricting drilling and completion activities;
• general global economic conditions;
• global weather conditions and natural disasters, including hurricanes in the Gulf of America;
• changes in tax laws and regulations as well as volatility in the political, legal and regulatory environments in connection with the U.S. presidential administration; including changes such as the One Big Beautiful Bill Act (the “OBBBA”);
21
• supply chain disruptions, including as a result of natural disasters, industrial accidents, military actions, additional trade restrictions or the adoption of or increase in tariffs, or the threat thereof;
• our ability to timely obtain and maintain critical permits for operating facilities;
• our ability to attract and retain skilled personnel;
• our ability to develop new competitive technologies and products;
• fluctuations in currency exchange rates;
• physical, digital, cyber, internal and external security breaches and other incidents affecting information security and data privacy;
• the cost of capital in the bank and capital markets and our ability to access them;
• our ability to protect and enforce our intellectual property rights;
• negative outcome of litigation, threatened litigation or government proceedings;
• the potential for future federal or state requirements related to the enhanced disclosure of a range of climate-related information and risks;
• our ability to complete the integration of acquired businesses and achieve the expected accretion in earnings; and
• the other factors identified in “Part I, Item 1A. Risk Factors” in our 2025 Annual Report on Form 10-K, as well as in “Part II, Item 1A. Risk Factors” included in this Quarterly Report on Form 10-Q.
Should one or more of these risks or uncertainties materialize, or should the assumptions on which our forward-looking statements are based prove incorrect or change, actual results may differ materially from those expected, estimated or projected. In addition, the factors identified above may not necessarily be all of the important factors that could cause actual results to differ materially from those expressed in any forward-looking statement made by us, or on our behalf. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no responsibility to publicly release the result of any revision of our forward-looking statements after the date they are made.
In addition, in certain places in this Quarterly Report on Form 10-Q, we refer to information and reports published by third parties that purport to describe trends or developments in the energy industry. We do so for the convenience of our stockholders and in an effort to provide information available in the market that will assist our investors in better understanding the market environment in which we operate. However, we specifically disclaim any responsibility for the accuracy and completeness of such information and undertake no obligation to update such information.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.