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What changed in Civeo Corp's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Civeo Corp's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+271 added−249 removedSource: 10-K (2026-03-03) vs 10-K (2025-02-27)

Top changes in Civeo Corp's 2025 10-K

271 paragraphs added · 249 removed · 207 edited across 2 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

80 edited+25 added−6 removed148 unchanged
Biggest changeThis summary should be read in connection with the Risk Factors more fully described below and should not be relied upon as an exhaustive summary of the material risks facing our business. • Risks Related to Our Customers ◦ Certain of our customers’ spending may be directly, and our business may be indirectly, affected by (i) volatile or low met coal, oil, natural gas or iron ore prices; (ii) elevated or increasing production costs; or (iii) unsuccessful exploration results. ◦ Our customers and their operations are exposed to a number of unique operating risks and challenges. ◦ We depend on several significant customers. ◦ Our failure to retain our current customers, renew our existing customer contracts and obtain new customer contracts, or the termination of existing contracts, could adversely affect our business. ◦ Adverse events in areas where we operate could negatively impact our business, and our geographic concentration could limit the number of customers seeking our services. ◦ We may be adversely affected if customers reduce their accommodations outsourcing. • Risks Related to Our Operations ◦ We operate in a highly competitive industry, and if we fail to compete effectively, our business will suffer. ◦ Our operations may suffer due to over-capacity of certain types of accommodations assets in certain regions. ◦ Increased operating costs and limited cost recovery through pricing or contract terms may constrain our ability to make a profit. ◦ Employee and customer labor problems could adversely affect us. ◦ Failure to develop or maintain positive relationships with the Indigenous people in the areas where we operate could adversely affect our business. ◦ Development of permanent infrastructure in the areas where we locate our assets could negatively impact our business. ◦ A failure to maintain food safety or comply with government regulations related to food and beverages or serving alcoholic beverages may subject us to liability. ◦ The majority of our major Canadian lodges are located on land subject to leases. ◦ We are susceptible to seasonal earnings volatility due to seasonal weather patterns in our regions of operations. ◦ We may be subject to risks associated with the transportation, installation and demobilization of mobile accommodations. ◦ Our business could be negatively impacted by security threats, including cybersecurity threats and other disruptions. ◦ Our business could be disrupted by any failure of our information technology systems. ◦ Loss of key members of our management could adversely affect our business. ◦ The effects of public health crises, pandemics and epidemics may materially affect how we and our customers are operating our and their businesses. • Financial/Accounting Risks ◦ Currency exchange rate fluctuations could adversely affect our U.S. dollar reported results of operations and financial position. ◦ We may not have adequate insurance for potential liabilities and insurance may not cover certain liabilities. 22 ◦ The cyclical nature of our business and a severe prolonged downturn has, and could in the future, negatively affect the value of our long-lived assets and our goodwill. ◦ Our inability to control the inherent risks of identifying, acquiring and integrating businesses that we may acquire could adversely affect our operations. ◦ Our indebtedness could restrict our operations and make us more vulnerable to adverse economic conditions. • Legal and Regulatory Risks ◦ We do business in Canada and Australia, whose political and regulatory environments and compliance regimes differ from those in the U.S. ◦ We are subject to extensive and costly environmental laws and regulations. ◦ We may be exposed to certain regulatory and financial risks related to climate change and other environmental, social and governance (ESG) related matters. • Risks Related to Our Common Shares ◦ The market price and trading volume of our common shares may be volatile. ◦ The payment of dividends and repurchases of our common shares are each within the discretion of our Board of Directors, and there is no guarantee that we will pay any dividends or repurchase common shares in the future or at levels anticipated by our shareholders. ◦ We are governed by the corporate laws in British Columbia, Canada. ◦ Provisions contained in our articles and applicable Canadian and British Columbia laws could discourage a take-over attempt. ◦ The enforcement of civil liabilities against Civeo may be more difficult. • Risks Related to Our Structure ◦ We are subject to various Canadian, Australian and other taxes. ◦ We remain subject to changes in tax law (in various jurisdictions) and other factors that could impact our effective tax rate. ◦ Future potential changes to U.S. tax laws could result in Civeo being treated as a U.S. corporation for U.S. federal income tax purposes.
Biggest changeThis summary should be read in connection with the Risk Factors more fully described below and should not be relied upon as an exhaustive summary of the material risks facing our business. • Risks Related to Our Customers ◦ Certain of our customers’ spending may be directly, and our business may be indirectly, affected by (i) volatile or low met coal, oil, iron ore or natural gas prices; (ii) elevated or increasing production costs, including due to tariffs; or (iii) unsuccessful exploration results. ◦ Our customers and their operations are exposed to a number of unique operating risks and challenges. ◦ We depend on several significant customers. ◦ Failure to retain our current customers, renew our existing customer contracts and obtain new customer contracts, or the termination of existing contracts, could adversely affect our business. ◦ Adverse events in areas where we operate could negatively impact our business, and our geographic concentration could limit the number of customers seeking our services. ◦ We may be adversely affected if customers reduce their accommodations outsourcing. • Risks Related to Our Operations ◦ We operate in a highly competitive industry, and if we fail to compete effectively, our business will suffer. ◦ Our operations may suffer due to over-capacity of certain types of accommodations assets in certain regions. ◦ Increased operating costs and limited cost recovery through pricing or contract terms may constrain our ability to make a profit. ◦ Employee and customer labor problems could adversely affect us. ◦ Failure to develop or maintain positive relationships with the Indigenous people in the areas where we operate could adversely affect our business. ◦ Development or required use of permanent infrastructure in the areas where we locate our assets could negatively impact our business. ◦ A failure to maintain food safety or comply with government regulations related to food and beverages or serving alcoholic beverages may subject us to liability. ◦ Changes in U.S. or foreign trade policies, including tariffs and other protectionist trade measures, may adversely impact our future net income, cash flows and financial condition. ◦ The majority of our major Canadian lodges are located on land subject to leases. ◦ We are susceptible to seasonal earnings volatility due to seasonal weather patterns in our regions of operations. ◦ We may be subject to risks associated with the transportation, installation and demobilization of mobile accommodations. ◦ Our business could be negatively impacted by security threats, including cybersecurity threats and other disruptions. ◦ Our business could be disrupted by any failure of our information systems. ◦ Loss of key members of our management could adversely affect our business. ◦ The effects of public health crises, pandemics and epidemics may materially affect how we and our customers are operating our and their businesses. • Financial/Accounting Risks ◦ Currency exchange rate fluctuations could adversely affect our U.S. dollar reported results of operations and financial position. 22 ◦ Our indebtedness could restrict our strategy and operations and make us more vulnerable to adverse economic conditions. ◦ We may not have adequate insurance for potential liabilities and insurance may not cover certain liabilities. ◦ The cyclical nature of our business and a severe prolonged downturn has, and could in the future, negatively affect the value of our long-lived assets and our goodwill. ◦ Our inability to control the inherent risks of identifying, acquiring and integrating businesses that we may acquire could adversely affect our operations. • Legal and Regulatory Risks ◦ We do business in Australia and Canada, whose political and regulatory environments and compliance regimes differ from those in the U.S. ◦ We are subject to extensive and costly environmental laws and regulations. ◦ We may be exposed to certain regulatory and financial risks related to climate change and other environmental, social and governance (ESG) related matters. • Risks Related to Our Common Shares ◦ The market price and trading volume of our common shares may be volatile. ◦ The repurchases of our common shares or payment of dividends are each within the discretion of our Board of Directors, and there is no guarantee that we will repurchase common shares or pay any dividends in the future or at levels anticipated by our shareholders. ◦ We are governed by the corporate laws in British Columbia, Canada. ◦ Provisions contained in our articles and applicable Canadian and British Columbia laws could discourage a take-over attempt. ◦ The enforcement of civil liabilities against Civeo may be more difficult. • Risks Related to Our Structure ◦ We are subject to various Australian, Canadian and other taxes. ◦ We remain subject to changes in tax law (in various jurisdictions) and other factors that could impact our effective tax rate. ◦ Future potential changes to U.S. tax laws could result in Civeo being treated as a U.S. corporation for U.S. federal income tax purposes.
Prices for met coal, oil, LNG, iron ore and other natural resources are subject to large fluctuations in response to changes in global supply of and demand for these commodities.
Prices for met coal, oil, iron ore, LNG and other natural resources are subject to large fluctuations in response to changes in global supply of and demand for these commodities.
We depend on several significant customers. We depend on several significant customers, including customers that operate in the natural resources industry.
We depend on several significant customers, including customers that operate in the natural resources industry.
The amount and timing of all future payments of dividends or repurchases of common shares pursuant to our share repurchase program, if any, are each subject to the discretion of the Board of Directors (Board) and will depend upon business conditions, results of operations, financial condition and other factors.
The amount and timing of all future repurchases of common shares pursuant to our share repurchase program, if any, or payments of dividends are each subject to the discretion of the Board of Directors (Board) and will depend upon business conditions, results of operations, financial condition and other factors.
The tax laws of Canada, Australia and the U.S. could change in the future, and such changes could cause a material change in our effective corporate tax rate. As a result, our realized effective tax rate may be materially different from our current expectation.
The tax laws of Australia, Canada and the U.S. could change in the future, and such changes could cause a material change in our effective corporate tax rate. As a result, our realized effective tax rate may be materially different from our current expectation.
Our effective tax rates (including our Canadian and Australian tax rate) are dependent on a variety of factors, many of which are beyond our ability to control, such as changes in the rate of economic growth in jurisdictions in which we operate, currency exchange rate fluctuations (especially between Canadian and U.S. dollars and Australian and U.S. dollars) and significant changes in trade, monetary or fiscal policies of Canada and Australia, including changes in interest rates, withholding taxes, tax treaties and federal and provincial tax rates generally.
Our effective tax rates (including our Australian and Canadian tax rate) are dependent on a variety of factors, many of which are beyond our ability to control, such as changes in the rate of economic growth in jurisdictions in which we operate, 36 currency exchange rate fluctuations (especially between Australian and U.S. dollars and Canadian and U.S. dollars) and significant changes in trade, monetary or fiscal policies of Australia and Canada, including changes in interest rates, withholding taxes, tax treaties and federal and provincial tax rates generally.
Other factors beyond our control that affect commodity prices include: • worldwide economic activity including growth in and demand for coal, oil and other natural resources, particularly from developing countries, such as China and India; • the level of activity, spending and natural resource developments in Australia and Canada; • the level of global oil and gas exploration and production and the impact of government regulation or Organization of the Petroleum Exporting Countries Plus (OPEC+) policies that impact production levels and oil prices; • the availability of transportation infrastructure and refining capacity for oil, natural gas, LNG and coal; • global weather conditions, natural disasters and global health concerns; • geopolitical events such as the ongoing Russia/Ukraine and Middle East conflicts; 23 • the impact on global demand for fossil fuels due to international efforts to address climate change; • rapid technological change and the timing and extent of energy resource development, including hydraulic fracturing of horizontally drilled wells in shale discoveries and LNG; • development, commercialization, availability and economics of alternative fuels; and • government, tax and environmental regulation, including climate change legislation and clean energy policies.
Other factors beyond our control that affect commodity prices include: • worldwide economic activity including growth in and demand for coal, oil and other natural resources, particularly from developing countries, such as China and India; • the level of activity, spending and natural resource developments in Australia and Canada; • the level of global oil and gas exploration and production and the impact of government regulation or Organization of the Petroleum Exporting Countries Plus (OPEC+) policies that impact production levels and oil prices; • the availability of transportation infrastructure and refining capacity for oil, natural gas, LNG and coal; 23 • global weather conditions, natural disasters and global health concerns; • tariffs and other international trade policies; • geopolitical events such as the ongoing Russia/Ukraine and Middle East conflicts; • the impact on global demand for fossil fuels due to international efforts to address climate change; • rapid technological change and the timing and extent of energy resource development, including hydraulic fracturing of horizontally drilled wells in shale discoveries and LNG; • development, commercialization, availability and economics of alternative fuels; and • government, tax and environmental regulation, including climate change legislation and clean energy policies.
Treasury regulations promulgated thereunder, or official interpretations thereof, could adversely affect Civeo’s status as a foreign corporation for U.S. federal income tax purposes. For example, 36 members of Congress from time to time have proposed changes to the Internal Revenue Code, and the U.S. Treasury has taken and may continue to take regulatory action, in connection with inversion transactions.
Treasury regulations promulgated thereunder, or official interpretations thereof, could adversely affect Civeo’s status as a foreign corporation for U.S. federal income tax purposes. For example, members of Congress from time to time have proposed changes to the Internal Revenue Code, and the U.S. Treasury has taken and may continue to take regulatory action, in connection with inversion transactions.
For example, in 2011 and 2017, cyclones and resulting flooding threatened our villages in Queensland, Australia. Similarly, in 2011 and 2016, forest fires in northern Alberta impacted areas near our Canadian oil sands lodges. Moreover, global climate change may result in significant natural disasters occurring more frequently or with greater intensity, such as drought, wildfires, storms, sea-level rise, and flooding.
For example, in 2011 and 2017, cyclones and flooding threatened our villages in Queensland, Australia. Similarly, in 2011 and 2016, forest fires in northern Alberta impacted areas near our Canadian oil sands lodges. Moreover, global climate change may result in significant natural disasters occurring more frequently or with greater intensity, such as drought, wildfires, storms, sea-level rise, and flooding.
For example, an accidental release by us in the performance of services at one of our or our customers’ sites could subject us to substantial liabilities arising from environmental cleanup, restoration costs and natural resource damages, claims made by neighboring landowners and other third parties for personal injury and property damage and fines or penalties for related violations of environmental laws or regulations.
For example, an accidental 33 release by us in the performance of services at one of our or our customers’ sites could subject us to substantial liabilities arising from environmental cleanup, restoration costs and natural resource damages, claims made by neighboring landowners and other third parties for personal injury and property damage and fines or penalties for related violations of environmental laws or regulations.
If permanent towns, cities and municipal infrastructure develop, grow or otherwise become available in the regions of Australia where we operate, the oil sands region of northern Alberta, Canada or the west coast of British Columbia, then demand for our hospitality services could decrease as customer employees move to the region and choose to utilize permanent housing and food service.
If permanent towns, cities and municipal infrastructure develop, grow or otherwise become available in the regions of Australia where we operate, the oil sands region of northern Alberta, Canada or 27 the west coast of British Columbia, then demand for our hospitality services could decrease as customer employees move to the region and choose to utilize permanent housing and food service.
Therefore, we are subject to volatility in occupancy in any location based on the capital spending plans of a limited number of customers, based on their changing decisions as to whether to outsource or use their own company-owned accommodations and whether other potential customers move into that lodge’s radius. We may be adversely affected if customers reduce their accommodations outsourcing.
Therefore, we are subject to volatility in occupancy in any location based on the capital spending plans of a limited number of customers, based on their changing decisions as to whether to outsource or use their own company-owned accommodations and whether other potential customers move into that lodge’s radius. 25 We may be adversely affected if customers reduce their accommodations outsourcing.
We are subject to extensive and costly environmental laws and regulations that may require us to take actions that will adversely affect our results of operations. 32 All of our operations are significantly affected by stringent and complex foreign, federal, provincial, state and local laws and regulations governing the discharge of substances into the environment or otherwise relating to environmental protection.
We are subject to extensive and costly environmental laws and regulations that may require us to take actions that will adversely affect our results of operations. All of our operations are significantly affected by stringent and complex foreign, federal, provincial, state and local laws and regulations governing the discharge of substances into the environment or otherwise relating to environmental protection.
Our future success depends, in part, upon our ability to manage this expanded business, which will pose substantial challenges for our management, including challenges related to the management and monitoring of new operations 31 and associated increased costs and complexity. If we fail to manage any of these risks successfully, our business could be harmed.
Our future success depends, in part, upon our ability to manage this expanded business, which will pose substantial challenges for our management, including challenges related to the management and monitoring of new operations and associated increased costs and complexity. If we fail to manage any of these risks successfully, our business could be harmed.
Our business is labor intensive requiring a significant number of employees to perform housekeeping, janitorial and food service functions at our locations or locations that we manage. As our operations grow or our occupancy increases, we require additional staff to take care of our guests at a standard we deem appropriate and to operate safely.
Our business is labor intensive requiring a significant number of employees to perform housekeeping, janitorial and food service functions at our locations or locations that we manage. As our operations grow or our occupancy increases, we require additional staff to take care of our guests at a standard we deem appropriate and necessary to operate safely.
Furthermore, many members of the investment community, as well as political advocacy groups, are increasing their focus on ESG practices and disclosures by public companies, and concerns over climate change have resulted in, and are expected to continue to result in, the adoption of regulatory requirements 33 relating to climate-related disclosures.
Furthermore, many members of the investment community, as well as political advocacy groups, are increasing their focus on ESG practices and disclosures by public companies, and concerns over climate change have resulted in, and are expected to continue to result in, the adoption of regulatory requirements relating to climate-related disclosures.
Furthermore, these technologies may require refinements and upgrades, which may require significant investment by us. As various systems and technologies become outdated or new technology is required, we may not be able to replace or introduce them as quickly as 29 needed or in a cost- effective and timely manner.
Furthermore, these technologies may require refinements and upgrades, which may require significant investment by us. As various systems and technologies become outdated or new technology is required, we may not be able to replace or introduce them as quickly as needed or in a cost- effective and timely manner.
In addition, some claims may be more difficult to bring against Civeo in Canadian courts than it would be to bring similar claims against a U.S. company in a U.S. court. 35 Risks Related to Our Structure We are subject to various Canadian, Australian and other taxes.
In addition, some claims may be more difficult to bring against Civeo in Canadian courts than it would be to bring similar claims against a U.S. company in a U.S. court. Risks Related to Our Structure We are subject to various Australian, Canadian and other taxes.
For a more detailed explanation of our customers, see “Business” in Item 1 of this annual report. 24 Failure to retain our current customers, renew our existing customer contracts and obtain new customer contracts, or the termination of existing contracts, could adversely affect our business.
For a more detailed explanation of our customers, see “Business” in Item 1 of this annual report. Failure to retain our current customers, renew our existing customer contracts and obtain new customer contracts, or the termination of existing contracts, could adversely affect our business.
At the same time, some stakeholders and regulators have increasingly expressed or pursued opposing views, legislation, and investment expectations with respect to ESG, including criticizing companies for their ESG disclosures and practices and enacting or proposing “anti-ESG” legislation or policies.
At 34 the same time, some stakeholders and regulators have increasingly expressed or pursued opposing views, legislation, and investment expectations with respect to ESG, including criticizing companies for their ESG disclosures and practices and enacting or proposing “anti-ESG” legislation or policies.
The precise scope and application of any legislative or regulatory proposals will not be clear until they are actually issued, and, accordingly, until such legislation or regulations are issued and fully understood, we cannot be certain as to their potential impact.
The precise scope and application of any legislative or regulatory proposals will not be clear until they are actually issued, and, accordingly, until such legislation or regulations are issued and fully 37 understood, we cannot be certain as to their potential impact.
Cybersecurity threats in particular develop and evolve rapidly, including from emerging technologies, such as advanced forms of artificial intelligence. Due to evolving cybersecurity threats, it has and will continue to be difficult to prevent, detect, mitigate, and remediate cybersecurity incidents.
Cybersecurity threats in particular develop and evolve rapidly, including from emerging technologies, such as advanced forms of artificial intelligence (AI). Due to evolving cybersecurity threats, it has and will continue to be difficult to prevent, detect, mitigate, and remediate cybersecurity incidents.
Our consolidated income tax rate will be affected by the amount of net income earned in Canada and our other operating jurisdictions, the availability of benefits under tax treaties, and the rates of taxes payable in respect of that income.
Our consolidated income tax rate will be affected by the amount of net income earned in Australia, Canada and our other operating jurisdictions, the availability of benefits under tax treaties, and the rates of taxes payable in respect of that income.
In connection with the transportation and installation of these facilities, we may be exposed to various risks, including: • delays in necessary approvals to install the facilities or objections to our activities or those of our customers aired by aboriginal or community interests, environment and/or neighborhood groups which may cause delays in the granting of such approvals and/or the overall progress of a project; • challenges during installation, including problems, defects, inclement weather conditions, land contamination, cultural heritage claims, difficult site access or industrial relations issues; and • risks related to the quality of our materials and workmanship, including warranties and defect liability obligations.
In connection with the transportation and installation of these facilities, we may be exposed to various risks, including: 29 • delays in necessary approvals to install the facilities or objections to our activities or those of our customers aired by aboriginal or community interests, environmental and/or neighborhood groups which may cause delays in the granting of such approvals and/or the overall progress of a project; • challenges during installation, including problems, defects, inclement weather conditions, land contamination, cultural heritage claims, difficult site access or industrial relations issues; and • risks related to the quality of our materials and workmanship, including warranties and defect liability obligations.
Operating risks and challenges our customers face, which may ultimately affect their need for the accommodations and services we provide, include: • commodity price volatility; • unforeseen and adverse geological, geotechnical, seismic and mining conditions; • lack of availability or failure of the required infrastructure, including sourcing sufficient water or power, necessary to maintain or to expand their operations; • the breakdown or shortage of equipment and labor necessary to maintain their operations; • capital project cost overruns and cost inflation; • risks associated with the natural resources industry being subject to laws and regulations, including those governing air and GHG emissions, as well as various regulatory approvals, including a government agency failing to grant an approval or failing to renew an existing approval, or the approval or renewal not being provided by the government agency in a timely manner or the government agency granting or renewing an approval subject to materially onerous conditions; • risks to land titles, mining titles and use thereof as a result of native title claims; • claims by persons living in close proximity to mining projects, which may have an impact on the consents granted; • interruptions to the operations of our customers caused by governmental action, industrial accidents, disputes or public health emergencies; and • reduce operating costs to increase profitability.
Operating risks and challenges our customers face, which may ultimately affect their need for the accommodations and services we provide, include: • commodity price volatility; • unforeseen and adverse geological, geotechnical, seismic and mining conditions; • lack of availability or failure of the required infrastructure, including sourcing sufficient water or power, necessary to maintain or to expand their operations; • the breakdown or shortage of equipment and labor necessary to maintain their operations; • capital project cost overruns and cost inflation; • risks associated with the natural resources industry being subject to laws and regulations, including those governing air and greenhouse gas (GHG) emissions, as well as various regulatory approvals, including a government agency failing to grant an approval or failing to renew an existing approval, or the approval or renewal not being provided by the government agency in a timely manner or the government agency granting or renewing an approval subject to materially onerous conditions; • risks to land titles, mining titles and use thereof as a result of native title claims; • claims by persons living in close proximity to mining projects, which may have an impact on the consents granted; • interruptions to the operations of our customers caused by governmental action, industrial accidents, disputes or public health emergencies; and • reduce operating costs to increase profitability. 24 We depend on several significant customers.
We cannot assure that we will be able to obtain new business, renew existing customer contracts at the same or higher levels of pricing, or at all, or that our current customers will not turn to competitors, cease operations, elect to (i) utilize their own, on-site accommodations or (ii) terminate contracts with us.
We cannot assure that we will be able to obtain new business, renew existing customer contracts at the same or higher levels of pricing, or at all, or that our current customers will not turn to competitors, cease operations, elect to utilize their own, on-site accommodations or terminate contracts with us.
These agreements either have individual expiration dates or continue until either party seeks to have such agreement cancelled, but in no case extend beyond 2024. Failure to develop or maintain positive relationships with the Indigenous people in the areas where we operate could adversely affect our business.
These agreements either have individual expiration dates or continue until either party seeks to have such agreement cancelled, but in no case extend beyond 2028. Failure to develop or maintain positive relationships with the Indigenous people in the areas where we operate could adversely affect our business.
In addition, any elimination of, or downward revision in, our dividend policy or our share repurchase program could have an adverse effect on the market price of our common shares. While the U.S. has imposed an excise tax on U.S. domestic corporations repurchasing stock, our share repurchase program is not subject to this tax.
In addition, any elimination of, or downward revision in, our share repurchase program could have an adverse effect on the market price of our common shares. While the U.S. has imposed an excise tax on U.S. domestic corporations repurchasing stock, our share repurchase program is not subject to this tax.
Because of the concentration of our business in three relatively small geographic areas, the oil sands region of Alberta, Canada, the coal producing, Bowen Basin region of Queensland, Australia and the iron ore producing, Pilbara region of Western Australia, we have increased exposure in these areas to political, regulatory, environmental, labor, climate or natural disasters such as forest fires or flooding, events or developments that could disproportionately impact our operations and financial results.
Because of the concentration of our business in three relatively small geographic areas, the coal producing, Bowen Basin region of Queensland and New South Wales, Australia, the oil sands region of Alberta, Canada and the iron ore producing, Pilbara region of Western Australia, we have increased exposure in these areas to political, regulatory, environmental, labor, climate or natural disasters such as forest fires or flooding, events or developments that could disproportionately impact our operations and financial results.
Our business and growth strategies depend in large part on customers outsourcing some or all of the services that we provide. Many natural resources companies in our core markets own their own accommodations facilities, while others outsource all or part of their accommodations requirements.
Our business and growth strategies depend in large part on customers outsourcing some or all of the services that we provide. Many natural resources companies in our core markets own their own accommodations assets, while others outsource all or part of their accommodations requirements.
Price volatility may cause the average price at which we repurchase our common shares (see Note 16 – Share Repurchase Programs and Dividends for a discussion of repurchases of our common shares) in a given period to exceed the share price at a given point in time.
Price volatility may cause the average price at which we repurchase our common shares (see Note 15 – Share Repurchase Programs and Dividends for a discussion of repurchases of our common shares) in a given period to exceed the share price at a given point in time.
An inability to successfully integrate the acquired assets or businesses and to realize expected strategic advantages as a result of any acquisition, including the Proposed Acquisition, would negatively affect the anticipated benefits of such acquisition.
An inability to successfully integrate acquired assets or businesses and to realize expected strategic advantages as a result of any acquisition would negatively affect the anticipated benefits of any such acquisition.
Risk Factors: Risks Related to Our Customers Certain of our customers’ spending may be directly, and our business may be indirectly, affected by (i) volatile or low met coal, oil, natural gas or iron ore prices; (ii) elevated or increasing production costs; or (iii) unsuccessful exploration results.
Risk Factors: Risks Related to Our Customers Certain of our customers’ spending may be directly, and our business may be indirectly, affected by (i) volatile or low met coal, oil, iron ore or natural gas prices; (ii) elevated or increasing production costs, including due to tariffs; or (iii) unsuccessful exploration results.
The inability to develop and maintain relationships and to be in compliance with local requirements could have an adverse effect on our business and results of operations. Development of permanent infrastructure in the areas where we locate our assets could negatively impact our business.
The inability to develop and maintain relationships and to be in compliance with local requirements could have an adverse effect on our business and results of operations. Development or required use of permanent infrastructure in the areas where we locate our assets could negatively impact our business.
By publishing our annual ESG Report, our business may also face increased scrutiny related to ESG activities and be unable to satisfy all stakeholders. Additionally, members of the investment community may screen our ESG disclosures and performance before investing in our common shares. See Item 1.
By updating our ESG Report annually, our business may also face increased scrutiny related to ESG activities and be unable to satisfy all stakeholders. Additionally, members of the investment community may screen our ESG disclosures and performance before investing in our common shares. See Item 1.
Volatility in commodity price levels, any future global health crises, inflationary pressures, actions taken by OPEC+ to adjust production levels, geopolitical events such as the ongoing Russia/Ukraine and Middle East conflicts, and regulatory implications on such prices, among other factors, could cause our Canadian oil sands and pipeline customers to reduce production, delay expansionary and maintenance spending and defer additional investments in their oil sands assets, which would cause a decrease in customer demand for our accommodations.
Volatility in commodity price levels, any future global health crises, inflationary pressures, actions taken by OPEC+ to adjust production levels, geopolitical events such as the ongoing Russia/Ukraine and Middle East conflicts, and regulatory developments affecting such prices, among other factors, could cause our Australian met coal customers and Canadian oil sands and pipeline customers to reduce production, delay expansionary and maintenance spending and defer additional investments in their oil sands assets, which would cause a decrease in customer demand for our accommodations.
The success of the Proposed Acquisition and any other acquisitions we make depends, in large part, (i) on the risk that any such acquisition may not be completed in a timely manner or at all, which may adversely affect our business and the price of our common shares, and (ii) our ability to realize the anticipated benefits, including operating synergies from integrating these assets, which were previously operated independently, and retaining key employees, vendors and customers associated with the acquired assets.
Additionally, the success of any other acquisitions we make depends, in large part, (i) on the risk that any such acquisition may not be completed in a timely manner or at all, which may adversely affect our business and the price of our common shares, and (ii) our ability to realize the anticipated benefits, including operating synergies from integrating such assets and retaining key employees, vendors and customers associated with such acquired assets.
Inefficient operations or further increased labor costs resulting from these labor market challenges could negatively impact our profitability and could damage our reputation with our customers. Additionally, as of December 31, 2024, we were party to collective bargaining agreements covering 480 employees in Canada and 1,401 employees in Australia.
Inefficient operations or further increased labor costs resulting from these labor market challenges could negatively impact our profitability and could damage our reputation with our customers. Additionally, as of December 31, 2025, we were party to collective bargaining agreements covering 491 employees in Canada and 1,609 employees in Australia.
The cyclical nature of our business and a severe prolonged downturn has, and could in the future, negatively affect the value of our long-lived assets and our goodwill. We recorded impairments of our long-lived assets of $11.6 million, $1.4 million and $5.7 million in 2024, 2023 and 2022, respectively.
The cyclical nature of our business and a severe prolonged downturn has, and could in the future, negatively affect the value of our long-lived assets and our goodwill. We recorded impairments of our long-lived assets of zero, $11.6 million and $1.4 million in 2025, 2024 and 2023, respectively.
In addition, our leases generally have an initial term of ten years and unless extended will expire between 2025 and 2030 with the exception of one lease that expires in 2049.
In addition, our leases generally have an initial term of ten years and unless extended will expire between 2027 and 2035 with the exception of one lease that expires in 2049.
Congress, government agencies in non-U.S. jurisdictions where we and our affiliates do business and the Organization for Economic Co-operation and Development (the “OECD”) have recently focused on issues related to the taxation of multinational corporations.
Congress, government agencies in non-U.S. jurisdictions where we and our affiliates do business and the Organization for Economic Co-operation and Development (the “OECD”) continue to focus on issues related to the taxation of multinational corporations.
For the year ended December 31, 2024, 99% of our revenues originated from subsidiaries outside of the U.S. and were denominated in either the Australian dollar or the Canadian dollar.
For the year ended December 31, 2025, 100% of our revenues originated from subsidiaries outside of the U.S. and were denominated in either the Australian dollar or the Canadian dollar.
As a result, we may continue to face increasing pressure regarding and focus on our ESG disclosures and practices, and mandatory reporting obligations could increase our compliance burden and costs. We publish an annual ESG Report, which outlines our progress and ongoing efforts to advance our ESG initiatives.
As a result, we may continue to face increasing pressure regarding and focus on our ESG disclosures and practices, and mandatory reporting obligations could increase our compliance burden and costs. We update our ESG Report annually on our website, which outlines our progress and ongoing efforts to advance our ESG initiatives.
For example, the OECD has proposed a two-pillar plan to reform international taxation, with proposals to ensure a fairer distribution of profits among countries and to impose a floor on tax competition through the introduction of a global minimum tax.
For example, the OECD's two-pillar plan to reform international taxation remains a key initiative, with proposals to ensure a fairer distribution of profits among countries and to impose a floor on tax competition through the introduction of a global minimum tax.
The price of and demand for natural resources produced by our customers may impact their desire and/or ability to continue producing existing projects or start new projects. Customers may also experience unexpected problems, higher costs or delays in commencing, developing or producing a project.
We could be materially adversely affected by disruptions to our customers’ operations. The price of and demand for natural resources produced by our customers may impact their desire and/or ability to continue producing existing projects or start new projects. Customers may also experience unexpected problems, higher costs or delays in commencing, developing or producing a project.
Our capitalization and results of operations may change significantly following an acquisition, and our shareholders may not have the opportunity to evaluate the economic, financial and other relevant information that we will consider in evaluating future acquisitions. Our indebtedness could restrict our operations and make us more vulnerable to adverse economic conditions.
Our capitalization and results of operations may change significantly following an acquisition, and our shareholders may not have the opportunity to evaluate the economic, financial and other relevant information that we will consider in evaluating future acquisitions.
As of December 31, 2024, goodwill at our Australian reporting unit represented 2% of total assets, or $7.0 million.
As of December 31, 2025, goodwill of $7.5 million at our Australian reporting unit represented 2% of total assets.
Factors that may cause us to recognize further impairment losses on our long-lived assets or on the goodwill at our Australian reporting unit include, among other things, extended periods of limited or no activity by our customers at our lodges or villages, increased or unanticipated competition, and downward forecast revisions or restructuring plans or if certain of our customers do not reach positive final investment decisions on projects with respect to which we have been awarded contracts to provide related accommodation, which may cause those customers to terminate the contracts.
Factors that may cause us to recognize further impairment losses on our long-lived assets or on the goodwill at our Australian reporting unit include, among other things, extended periods of limited or no activity by our customers at our lodges or villages, increased or unanticipated competition, and downward forecast revisions or restructuring plans or if certain of our customers do not reach positive final investment decisions on projects with respect to which we have been awarded contracts to provide related accommodation, which may cause those customers to terminate the contracts. 32 Our inability to control the inherent risks of identifying, acquiring and integrating businesses that we may acquire, including any related increases in debt or issuances of equity securities, could adversely affect our operations.
Our Credit Agreement contains, and any future indebtedness we incur may contain, a number of restrictive covenants that impose significant operating and financial restrictions on us and may limit our ability to, among other things, borrow funds, dispose of assets, pay dividends and make certain investments.
If market or other economic conditions remain depressed or further deteriorate, our borrowing capacity may be reduced. 31 Our Credit Agreement contains, and any future indebtedness we incur may contain, a number of restrictive covenants that impose significant operating and financial restrictions on us and may limit our ability to, among other things, borrow funds, dispose of assets, pay dividends and make certain investments.
For example, we did not renew an expiring land lease associated with our McClelland Lake Lodge in Alberta, Canada, which expired in June 2023, in order to support our customer’s intent to mine the land where the lodge was located.
For example, we did not renew a land lease associated with our McClelland Lake Lodge in Alberta, Canada, that expired in June 2023 and sold the related assets in January 2024 in order to support our customer’s intent to mine the land where the lodge was located.
As of December 31, 2024, we had approximately $43.3 million outstanding under the revolving portion of our Syndicated Facility Agreement (as then amended to date, the Credit Agreement), $1.1 million of outstanding letters of credit and an additional $197.0 million in remaining capacity to borrow under the revolving portion of the Credit Agreement.
As of December 31, 2025, we had approximately $182.8 million outstanding under the revolving portion of our Syndicated Facility Agreement (as amended to date, the Credit Agreement), $0.9 million of outstanding letters of credit and an additional $75.9 million in remaining capacity to borrow under the revolving portion of the Credit Agreement.
In addition, labor unions representing customer employees and contractors have, in the past, opposed outsourcing accommodations to the extent that the unions believe that third-party accommodations negatively impact union membership and recruiting.
In addition, labor unions representing customer employees and contractors have, in the past, opposed outsourcing accommodations to the extent that the unions believe that third-party accommodations negatively impact union membership and recruiting. The reversal or reduction in customer outsourcing of accommodations could negatively impact our financial results and growth prospects.
While our multi-year contracts often provide for annual escalation in our room rates for food, labor and utility inflation, we may be unable to fully recover costs, or the recovery may be delayed, and such increases would negatively impact our profitability on contracts that do not contain such inflation protections. 26 Further, the U.S. and other countries from time to time may impose tariffs that affect the goods or raw materials we or our customers use or the products our customers provide.
While our multi-year contracts often provide for annual escalation in our room rates for food, labor and utility inflation, we may be unable to fully recover costs, or the recovery may be delayed, and such increases would negatively impact our profitability on contracts that do not contain such inflation protections.
Accordingly, while we own the accommodations assets, we only own a leasehold in those properties. If we are found to be in breach of a lease, we could lose the right to use the property.
The majority of our major Canadian lodges are located on land subject to provincial leases. Accordingly, while we own the accommodations assets, we only own a leasehold in those properties. If we are found to be in breach of a lease, we could lose the right to use the property.
The majority of our major Canadian lodges are located on land subject to leases. If we are unable to renew a lease or obtain permits necessary to operate on such leased land, we could be materially and adversely affected. The majority of our major Canadian lodges are located on land subject to provincial leases.
As a result, prevailing macroeconomic conditions may adversely impact our future net income, cash flows and financial condition. The majority of our major Canadian lodges are located on land subject to leases. If we are unable to renew a lease or obtain permits necessary to operate on such leased land, we could be materially and adversely affected.
As of December 31, 2024, we had asset retirement obligation liabilities on our balance sheet of $14.1 million. Consistent with U.S. generally accepted accounting principles, these liabilities are the estimated present value of the amount of required asset removal and site remediation costs related to the retirement of assets.
Consistent with U.S. generally accepted accounting principles, these liabilities are the estimated present value of the amount of required asset removal and site remediation costs related to the retirement of assets.
Should the price of WTI decline or the WCS discount to WTI widen further, our oil sands customers may delay or eliminate additional investments, reduce their spending in the oil sands region or curtail or shut-down existing operations.
Should the price of WTI decline or the WCS discount to WTI widen further, our oil sands customers may delay or eliminate additional investments, reduce their spending in the oil sands region or curtail or shut-down existing operations. Further, since February 1, 2025, U.S. Administration has implemented and is in the process of implementing several new tariffs.
Future food product recalls and health concerns associated with food contamination may also increase our raw materials costs and, from time to time, disrupt our business. 27 A variety of regulations at various governmental levels relating to the handling, preparation and serving of food (including, in some cases, requirements relating to the temperature of food), cleanliness of food production facilities and hygiene of food-handling personnel are enforced primarily at the local public health department level.
A variety of regulations at various governmental levels relating to the handling, preparation and serving of food (including, in some cases, requirements relating to the temperature of food), cleanliness of food production facilities and hygiene of food-handling personnel are enforced primarily at the local public health department level.
For example, during 2024, the market price of our common shares ranged from a low of $21.15 per share to a high of $28.92 per share.
For example, during 2025, the market price of our common shares ranged from a low of $18.01 per share to a high of $27.55 per share.
If any of these conditions occur, our operations could be interrupted and our earnings may be adversely impacted. 28 We may be subject to risks associated with the transportation, installation and demobilization of mobile accommodations.
Finally, global climate change may result in certain of these adverse weather conditions occurring more frequently or with greater intensity. If any of these conditions occur, our operations could be interrupted and our earnings may be adversely impacted. We may be subject to risks associated with the transportation, installation and demobilization of mobile accommodations.
To be successful, we must provide hospitality services that meet the specific needs of our customers at competitive prices. The principal competitive factors in the markets in which we operate are service quality, availability, price, location, technical knowledge and experience and safety performance. We compete with international and regional competitors, several of which are significantly larger than us.
The principal competitive factors in the markets in which we operate are service quality, availability, price, location, technical knowledge and experience and safety performance. We compete with international and regional competitors, several of which are significantly larger than us. These competitors offer similar services in the geographic regions in which we operate.
As of February 21, 2025, the West Texas Intermediate (WTI) price was $70.58 and the Western Canadian Select (WCS) price was $57.24, resulting in a discount (WCS Differential) at which WCS trades relative to WTI of $13.34.
As of February 26, 2026, the West Texas Intermediate (WTI) price was $65.47 and the Western Canadian Select (WCS) price was $51.14, resulting in a discount (WCS Differential) at which WCS trades relative to WTI of $14.33.
These competitors offer similar services in the geographic regions in which we operate. Many natural resources companies in our core markets own their own accommodations facilities and outsource their service requirements, while others outsource all or part of their accommodations requirements.
Many natural resources companies in our core markets own their own accommodations assets and outsource their service requirements, while others outsource all or part of their accommodations requirements.
The payment of dividends on our common shares or repurchase of shares under our share repurchase program could diminish our cash reserves, which may impact our ability to finance future growth and to pursue possible future strategic growth projects.
There can be no assurance that we will recommence dividend payments or repurchase our common shares in the future. The repurchase of shares under our share repurchase program could increase our leverage or diminish our cash reserves, which may impact our ability to finance future growth and to pursue possible future strategic growth projects.
Our assets associated with our McClelland Lake Lodge were demobilized, for which we recognized $15.4 million in demobilization costs, and completely removed from the existing site in the first quarter of 2024. In addition, we completed the sale of the McClelland Lake Lodge assets in January 2024.
Our assets associated with our McClelland Lake Lodge were demobilized, for which we recognized $15.4 million in demobilization costs, and completely removed from the then existing site in the first quarter of 2024. As of December 31, 2025, we had asset retirement obligation liabilities on our balance sheet of $16.9 million.
We may not be able to identify and acquire acceptable acquisition candidates on favorable terms in the future. We may be required to incur substantial indebtedness to finance future acquisitions and also may issue equity securities in connection with such acquisitions. Such additional debt service requirements could impose a significant burden on our results of operations and financial condition.
Acquisitions have been, and our management believes acquisitions will continue to be, a key element of our growth strategy. We may not be able to identify and acquire acceptable acquisition candidates on favorable terms in the future. We may be required to incur substantial indebtedness to finance future acquisitions and also may issue equity securities in connection with such acquisitions.
During the Australian rainy season, generally between the months of November and April, our operations in Queensland and the northern parts of Western Australia can be affected by cyclones, monsoons and resultant flooding.
During the Australian rainy season, generally between the months of November and April, our operations in Queensland and the northern parts of Western Australia can be affected by cyclones, monsoons and flooding. A portion of our Canadian operations is conducted during the winter months when the winter freeze in remote regions is required for exploration and production activity to occur.
If one or more of these analysts cease coverage of our company or fail to publish reports on us regularly, we could lose visibility in the financial markets, which in turn could cause our share price or trading volume to decline. 34 The payment of dividends and repurchases of our common shares are each within the discretion of our Board of Directors, and there is no guarantee that we will pay any dividends or repurchase common shares in the future or at levels anticipated by our shareholders.
If one or more of these analysts cease coverage of our company or fail to publish reports on us regularly, we could lose visibility in the financial markets, which in turn could cause our share price or trading volume to decline.
For example, large swathes of farmland across the Australian states of New South Wales, Queensland and Victoria in 2022 were inundated with flood waters, damaging wheat and other crops including fruit and vegetables.
For example, large swathes of farmland across the Australian states of New South Wales, Queensland and Victoria in 2022 were inundated with flood waters, damaging wheat and other crops including fruit and vegetables. 26 A shortage of skilled labor could also result in higher wages due to more expensive temporary hire labor resources that would increase our labor costs, which could negatively affect our profitability.
Should the remediation requirement be accelerated, our near term cash obligation could be significantly larger than the liability currently on our balance sheet and could negatively impact our cash flows and liquidity.
Should the remediation requirement be accelerated, our near term cash obligation could be significantly larger than the liability currently on our balance sheet and could negatively impact our cash flows and liquidity. Lease renewals and extensions are subject to government discretion and may be influenced by evolving policy priorities, permitting practices, infrastructure planning, or regulatory or political considerations.
Our efforts to limit exchange risks may be unsuccessful, thereby exposing us to foreign currency fluctuations that could cause our results of operations, financial condition and cash flows to deteriorate. 30 We may not have adequate insurance for potential liabilities and insurance may not cover certain liabilities. Our operations are subject to many hazards.
Our efforts to limit exchange risks may be unsuccessful, thereby exposing us to foreign currency fluctuations that could cause our results of operations, financial condition and cash flows to deteriorate. Our indebtedness could restrict our strategy and operations and make us more vulnerable to adverse economic conditions.
The issuance of additional equity securities could result in significant dilution to shareholders. In addition, overpayment of an acquisition could cause potential impairments which could affect our results of operations. We expect to gain certain business, financial and strategic advantages as a result of business combinations or asset acquisitions we undertake, including synergies and operating efficiencies.
Such additional debt service requirements could impose a significant burden on our results of operations and financial condition. The issuance of additional equity securities could result in significant dilution to shareholders. In addition, overpayment of an acquisition could cause potential impairments which could affect our results of operations.
We may not be able to effect any of these remedies on satisfactory terms or at all, which could have a material adverse effect on our business, financial condition, results of operations and cash flows. Legal and Regulatory Risks We do business in Australia and Canada, whose political and regulatory environments and compliance regimes differ from those in the U.S.
We may not be able to effect any of these remedies on satisfactory terms or at all, which could have a material adverse effect on our business, financial condition, results of operations and cash flows. We may not have adequate insurance for potential liabilities and insurance may not cover certain liabilities. Our operations are subject to many hazards.
The reversal or reduction in customer outsourcing of accommodations could negatively impact our financial results and growth prospects. 25 Risks Related to Our Operations We operate in a highly competitive industry, and if we fail to compete effectively, our business will suffer. The workforce accommodations and hospitality industry in which we operate is highly competitive.
Risks Related to Our Operations We operate in a highly competitive industry, and if we fail to compete effectively, our business will suffer. The workforce accommodations and hospitality industry in which we operate is highly competitive. To be successful, we must provide hospitality services that meet the specific needs of our customers at competitive prices.
A portion of our Canadian operations is conducted during the winter months when the winter freeze in remote regions is required for exploration and production activity to occur. The spring thaw in these frontier regions restricts operations in the spring months and, as a result, adversely affects our operations and our ability to provide services in the second quarter.
The spring thaw in these frontier regions restricts operations in the spring months and, as a result, adversely affects our operations and our ability to provide services in the second quarter. Additionally, the areas in which we operate are susceptible to wildfires.
Our customers and their operations are exposed to a number of unique operating risks and challenges which could also adversely affect us. We could be materially adversely affected by disruptions to our customers’ operations.
Such outcome may materially reduce revenues for Canadian producers and affect broader energy sector economic conditions, including demand for services and infrastructure tied to Canadian oil markets. Our customers and their operations are exposed to a number of unique operating risks and challenges which could also adversely affect us.
As a result, we may not achieve the benefits we may have been anticipating from any new technology or system . Loss of key members of our management could adversely affect our business. We depend on the continued employment and performance of key members of our management.
Such outcomes could adversely affect business performance, impair customer or stakeholder trust, or harm our reputation. Loss of key members of our management could adversely affect our business. We depend on the continued employment and performance of key members of our management.
Further, the Trump Administration has announced and is in the process of implementing several new tariffs, including a 10% tariff on energy resources imported to the United States from Canada. Implementation of tariffs could have adverse impact on our Canadian customers profit margins, which may in turn reduce their spending on our accommodations and services.
The implementation, expansion or continuation of tariffs could have an adverse impact on our Australian and Canadian customers' profit margins and capital spending, which may in turn reduce their spending on our accommodations and services.
Our Board may, without advance notice, discontinue the payment of dividends or suspend or terminate our share repurchase program. There can be no assurance that we will make dividend payments or repurchase our common shares in the future.
Our Board may, without advance notice, suspend or terminate our share repurchase program or discontinue the payment of dividends. For example, in April 2025, our Board 35 suspended quarterly dividends on our common shares to prioritize returning capital to our shareholders through ongoing share repurchases.
A significant portion of our revenue is attributable to operations in Australia and Canada. These activities accounted for 99% of our consolidated revenue in the year ended December 31, 2024.
Legal and Regulatory Risks We do business in Australia and Canada, whose political and regulatory environments and compliance regimes differ from those in the U.S. All our consolidated revenue is attributable to operations in Australia and Canada in the year ended December 31, 2025.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeBased on management’s judgment of capital spending classifications, we believe the following represents the components of capital expenditures for the years ended December 31, 2024 and 2023 (in millions): Year Ended December 31, 2024 2023 Expansion Maint Total Expansion Maint Total Lodge/village $ 7.3 $ 13.2 $ 20.5 $ 12.8 $ 11.6 $ 24.4 Mobile assets — — — 1.3 — 1.3 Other 3.2 2.4 5.6 2.4 3.5 5.9 Total $ 10.5 $ 15.6 $ 26.1 $ 16.5 $ 15.1 $ 31.6 Expansion lodge and village spending in 2024 was related to costs associated with the customer-supported reactivation of our Buffalo Lodge in Canada and customer-funded infrastructure upgrades at three Australian villages.
Biggest changeBased on management’s judgment of capital spending classifications, we believe the following represents the components of capital expenditures and the associated percentage of revenue for the years ended December 31, 2025 and 2024 (in millions): Year Ended December 31, 2025 2024 Expansion % Rev Maint % Rev Total % Rev Expansion % Rev Maint % Rev Total % Rev Lodge/village $ 5.2 0.8 % $ 9.4 1.5 % $ 14.6 2.3 % $ 7.3 1.1 % $ 13.2 1.9 % $ 20.5 3.0 % Other 3.8 0.6 1.8 0.3 5.6 0.9 3.2 0.5 2.4 0.4 5.6 0.8 Total $ 9.0 1.4 % $ 11.2 1.8 % $ 20.2 3.2 % $ 10.5 1.5 % $ 15.6 2.3 % $ 26.1 3.8 % Expansion lodge and village spending in 2025 was primarily related to final costs associated with the reactivation of our Buffalo Lodge in Canada, as well as purchases supporting new contracts at our integrated services business and the Qantac Acquisition in Australia.
Civeo leverages controls modeled in the Center for Internet Security (CIS) and the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF) to evaluate our cybersecurity capabilities and to inform the implementation and configuration of certain systems, processes, and technologies.
Civeo leverages controls modeled in the Center for Internet Security (CIS) controls framework and the National Institute of Standards and Technology Cybersecurity Framework (NIST CSF) to evaluate our cybersecurity capabilities and to inform the implementation and configuration of certain systems, processes, and technologies.
Our remaining U.S. business, which supported completion activity in the Bakken, was closed in the fourth quarter of 2024 due to low activity levels. Foreign Currency Exchange Rates. Exchange rates between the U.S. dollar and each of the Canadian dollar and the Australian dollar influence our U.S. dollar reported financial results.
Our remaining U.S. business, which supported completion activity in the Bakken, was closed in the fourth quarter of 2024 due to low activity levels. Foreign Currency Exchange Rates. Exchange rates between the U.S. dollar and each of the Australian dollar and the Canadian dollar influence our U.S. dollar reported financial results.
Our business has historically derived the vast majority of its revenues and operating income (loss) in Canada and Australia. These revenues and profits/losses are translated into U.S. dollars for financial reporting purposes under U.S. generally accepted accounting principles.
Our business has historically derived the vast majority of its revenues and operating income (loss) in Australia and Canada. These revenues and profits/losses are translated into U.S. dollars for financial reporting purposes under U.S. generally accepted accounting principles.
Liquidity and Capital Resources Our primary liquidity needs are to fund capital expenditures, which in the past have included expanding and improving our hospitality services, developing new lodges and villages and purchasing or leasing land, to pay dividends, to repurchase common shares and for general working capital needs.
Liquidity and Capital Resources Our primary liquidity needs are to fund capital expenditures, which in the past have included expanding and improving our hospitality services, developing new lodges and villages and purchasing or leasing land, to repurchase common shares, to pay dividends and for general working capital needs.
Cash used in financing activities during 2024 of $65.2 million was primarily due to (i) repurchases of our common shares of $29.6 million, (ii) dividend payments of $14.4 million, (iii) net repayments under our revolving credit facilities of $17.1 million, (iv) debt issuance costs of $3.0 million and (v) payments to settle tax obligations of $1.1 million.
Cash used in financing activities during 2024 of $65.2 million was primarily due to (i) repurchases of our common shares of $29.6 million, (ii) net repayments under our revolving credit facilities of $17.1 million, (iii) dividend payments of $14.4 million, (iv) debt issuance costs of $3.0 million and (v) payments to settle tax obligations of $1.1 million.
In addition, our ability to pay cash dividends on common shares is limited by covenants in the Credit Agreement. Future agreements may also limit our ability to pay dividends, and we may incur incremental taxes if we are required to repatriate foreign earnings to pay such dividends.
In addition, our ability to pay cash dividends on common shares is limited by covenants in the Credit Agreement. Future agreements may also limit our ability to pay dividends, and we may incur incremental taxes if we are required to repatriate foreign earnings to pay such dividends.
We transfer control and recognize a sale based on a periodic (usually daily) room rate each night a customer stays in our rooms or when the services are rendered. In some contracts, rates may vary over the contract term. In these cases, revenue may be deferred and recognized on a straight-line basis over the contract term.
We transfer control and recognize a sale based on a periodic (usually daily) room rate each night when a customer stays in our rooms or when the services are rendered. In some contracts, rates may vary over the contract term. In these cases, revenue may be deferred and recognized on a straight-line basis over the contract term.
Our contract terms generally provide for a rental rate for a reserved room and an occupied room rate that compensates us for services provided. We typically contract our facilities to our customers on a fee per day basis where the goods and services promised include lodging and meals.
Our contract terms generally provide a rental rate for a reserved room and an occupied room rate that compensates us for services provided. We typically contract our facilities to our customers on a fee per day basis where the goods and services promised include lodging and meals.
Our internal control over financial reporting includes 58 those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of management and our directors, and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the consolidated financial statements.
Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of management and our directors, and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the consolidated financial statements.
These properties are grouped in the following asset groups: • Core Region ◦ Fort McMurray Village – North Athabasca ◦ Beaver River Lodge – North Athabasca ◦ Athabasca Lodge – North Athabasca ◦ Hudson and Borealis Lodges – North Athabasca • Wapasu Creek Lodge – North Athabasca • Grey Wolf Lodge - North Athabasca • Conklin Lodge – South Athabasca • Anzac Lodge – South Athabasca • Red Earth Lodge - South Athabasca • Wabasca Lodge - South Athabasca • Sitka Lodge – Kitimat, British Columbia • Geetla camp – British Columbia • Antler River camp – Manitoba • Red Earth camp – Alberta • Christina Lake camp – Alberta • Mobile assets • Various land holdings in British Columbia purchased in anticipation of potential LNG related projects In general, the lodges are operated on a lodge by lodge basis.
These properties are grouped in the following asset groups: • Core Region ◦ Fort McMurray Village – North Athabasca ◦ Beaver River Lodge – North Athabasca ◦ Athabasca Lodge – North Athabasca ◦ Hudson and Borealis Lodges – North Athabasca • Wapasu Creek Lodge – North Athabasca • Grey Wolf Lodge - North Athabasca • Conklin Lodge – South Athabasca • Anzac Lodge – South Athabasca • Red Earth Lodge - South Athabasca • Wabasca Lodge - South Athabasca • Sitka Lodge – Kitimat, British Columbia • Geetla camp – British Columbia • Antler River camp – Manitoba 56 • Red Earth camp – Alberta • Christina Lake camp – Alberta • Mobile assets • Various land holdings in British Columbia purchased in anticipation of potential LNG related projects In general, the lodges are operated on a lodge-by-lodge basis.
Recent Accounting Pronouncements See Note 2 – Summary of Significant Accounting Policies – Recent Accounting Pronouncements to the notes to consolidated financial statements in Item 8 of this annual report for further discussion. 57 ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk Our principal market risks are our exposure to changes in interest rates and foreign currency exchange rates.
Recent Accounting Pronouncements See Note 2 – Summary of Significant Accounting Policies – Recent Accounting Pronouncements to the notes to consolidated financial statements in Item 8 of this annual report for further discussion. ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk Our principal market risks are our exposure to changes in interest rates and foreign currency exchange rates.
Overview and Macroeconomic Environment Demand for our hospitality services is driven primarily by ongoing operations of existing natural resource projects in Australia and Canada. Historically, initial demand for our hospitality services has been driven by our customers’ capital spending programs related to the construction and development of natural resource projects and associated infrastructure.
Overview and Macroeconomic Environment Demand for the majority of our hospitality services is driven primarily by ongoing operations of existing natural resource projects in Australia and Canada. Historically, initial demand for our hospitality services has been driven by our customers’ capital spending programs related to the construction and development of natural resource projects and associated infrastructure.
Under this method, deferred income taxes are recorded based upon the differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws in effect at the time the underlying assets or liabilities are recovered or settled.
Under this method, deferred income taxes are recorded based upon the differences between the 58 financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws in effect at the time the underlying assets or liabilities are recovered or settled.
In addition, capital has been used to repay debt and fund strategic business acquisitions. Historically, our primary sources of funds have been available cash, cash flow from operations, borrowings under our Credit Agreement and proceeds from equity issuances.
In addition, capital has been used to repay debt and fund strategic business acquisitions. Historically, our primary sources of funds have been available cash, cash flow from operations, borrowings under 52 our Credit Agreement and proceeds from equity issuances.
If our plans or assumptions change, including as a result of changes in our customers' capital spending or changes in the price of and demand for natural resources, or are inaccurate, or if we make acquisitions, we may need to raise 53 additional capital.
If our plans or assumptions change, including as a result of changes in our customers' capital spending or changes in the price of and demand for natural resources, or are inaccurate, or if we make acquisitions, we may need to raise additional capital.
We provide services that support the day-to-day operations of these facilities, such as laundry, facility management and maintenance, water and wastewater treatment, power generation, communication systems, security and logistics.
We also provide services that support the day-to-day operations of these facilities, such as laundry, facility management and maintenance, water and wastewater treatment, power generation, communication systems, security and logistics.
In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control–Integrated Framework (2013 Framework). Based on our assessment we believe that, as of December 31, 2024, our internal control over financial reporting is effective based on those criteria. (b) Attestation report of the registered public accounting firm.
In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control–Integrated Framework (2013 Framework). Based on our assessment we believe that, as of December 31, 2025, our internal control over financial reporting is effective based on those criteria. (b) Attestation report of the registered public accounting firm.
Significant cybersecurity matters and certain strategic risk management decisions are escalated to the Audit Committee and the Board. ITEM 2. Properties The following presents information about our principal properties and facilities as of December 31, 2024. Except as indicated, we own all of the properties or facilities listed below. Each of the properties is encumbered by our secured credit facilities.
Significant cybersecurity matters and certain strategic risk management decisions are escalated to the Audit Committee and the Board. ITEM 2. Properties The following presents information about our principal properties and facilities as of December 31, 2025. Except as indicated, we own all of the properties or facilities listed below. Each of the properties is encumbered by our secured credit facilities.
The declaration and amount of all potential future dividends will be at the discretion of our Board and will depend upon many factors, including our financial condition, results of operations, cash flows, prospects, industry conditions, capital requirements of our business, covenants associated with certain debt obligations, legal requirements, regulatory constraints, industry practice and other factors the Board deems relevant.
The declaration and amount of any potential future dividends will be at the discretion of our Board and will depend upon many factors, including our financial condition, results of operations, cash flows, prospects, industry conditions, capital requirements of our business, covenants associated with certain debt obligations, legal requirements, regulatory constraints, industry practice and other factors the Board deems relevant.
The declaration and amount of all potential future dividends will be at the discretion of our Board and will depend upon many factors, including our financial condition, results of operations, cash flows, prospects, industry conditions, capital requirements of our business, covenants associated with certain debt obligations, legal requirements, regulatory constraints, industry practice and other factors the Board deems relevant.
The declaration and amount of any potential future dividends will be at the discretion of our Board and will depend upon many factors, including our financial condition, results of operations, cash flows, prospects, industry conditions, capital requirements of our business, covenants associated with certain debt obligations, legal requirements, regulatory constraints, industry practice and other factors the Board deems relevant.
The graph and chart show the value, at the dates indicated, of $100 invested at December 31, 2019 and assume the reinvestment of all dividends, as applicable. Our peer group consists of the following: Badger Daylighting Ltd. Nine Energy Service, Inc. Black Diamond Group Limited North American Construction Group Dexterra Group Inc. Oil States International, Inc. Enerflex Ltd.
The graph and chart show the value, at the dates indicated, of $100 invested at December 31, 2020 and assume the reinvestment of all dividends, as applicable. Our peer group consists of the following: Badger Daylighting Ltd. Nine Energy Service, Inc. Black Diamond Group Limited North American Construction Group Dexterra Group Inc. Oil States International, Inc. Enerflex Ltd.
To identify the performance obligations, we consider all of the goods and services promised in the context of the contract and the pattern of transfer to our customers. Revenues exclude taxes assessed based on revenues such as sales or value added taxes. Cost of services includes labor, food, utility costs, cleaning supplies, and other costs of operating our accommodations facilities.
To identify the performance obligations, we consider all of the goods and services promised in the context of the contract and the pattern of transfer to our customers. Revenues exclude taxes assessed based on revenues such as sales or value added taxes. Cost of services includes labor, food, utility costs, cleaning supplies, and other costs of operating our accommodations assets.
You should read the following discussion and analysis together with our consolidated financial statements and the notes to those statements in Item 8 of this annual report. This section of this annual report generally discusses key operating and financial data as of and for the years ended 2024 and 2023 and provides year-over-year comparisons for such periods.
You should read the following discussion and analysis together with our consolidated financial statements and the notes to those statements in Item 8 of this annual report. This section of this annual report generally discusses key operating and financial data as of and for the years ended 2025 and 2024 and provides year-over-year comparisons for such periods.
Our management will continue to evaluate the appropriateness of the valuation allowance in the future, based upon our current and historical operating results and other potential sources of future taxable income. See Note 14 – Income Taxes to the notes to consolidated financial statements in Item 8 of this annual report for further discussion.
Our management will continue to evaluate the appropriateness of the valuation allowance in the future, based upon our current and historical operating results and other potential sources of future taxable income. See Note 13 – Income Taxes to the notes to consolidated financial statements in Item 8 of this annual report for further discussion.
Accordingly, even effective internal control over financial reporting can only provide reasonable assurance of achieving their control objectives. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, an assessment of the effectiveness of our internal control over financial reporting as of December 31, 2024 was conducted.
Accordingly, even effective internal control over financial reporting can only provide reasonable assurance of achieving their control objectives. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, an assessment of the effectiveness of our internal control over financial reporting as of December 31, 2025 was conducted.
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters The information required by Item 12 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2025 Annual General Meeting of Shareholders. ITEM 13.
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters The information required by Item 12 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2026 Annual General Meeting of Shareholders. ITEM 13.
We expect our capital expenditures for 2025 to be in the range of $25 million to $30 million, which excludes any unannounced and uncommitted projects, the spending for which is contingent on obtaining customer contracts or commitments or attractive risk-adjusted economics.
We expect our capital expenditures for 2026 to be in the range of $25 million to $30 million, which excludes any unannounced and uncommitted projects, the spending for which is contingent on obtaining customer contracts or commitments or attractive risk-adjusted economics.
Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2024 at the reasonable assurance level. (ii) Internal Control Over Financial Reporting (a) Management's annual report on internal control over financial reporting.
Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2025, at the reasonable assurance level. (ii) Internal Control Over Financial Reporting (a) Management's annual report on internal control over financial reporting.
Although we can give no assurance about the outcome of pending legal and administrative proceedings and the effect such outcomes may have on us, we believe that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided for or covered by indemnity or insurance, will not have a material adverse effect on our consolidated financial position, results of operations or liquidity. 39 ITEM 4.
Although we can give no assurance about the outcome of pending legal and administrative proceedings and the effect such outcomes may have on us, we believe that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided for or covered by indemnity or insurance, will not have a material adverse effect on our consolidated financial position, results of operations or liquidity.
Our debt obligations at December 31, 2024 are reflected in our consolidated balance sheet, which is a part of our consolidated financial statements in Item 8 of this annual report. We have not entered into any material leases subsequent to December 31, 2024.
Our debt obligations at December 31, 2025 are reflected in our consolidated balance sheet, which is a part of our consolidated financial statements in Item 8 of this annual report. We have not entered into any material leases subsequent to December 31, 2025.
Certain Relationships and Related Transactions, and Director Independence The information required by Item 13 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2025 Annual General Meeting of Shareholders. ITEM 14.
Certain Relationships and Related Transactions, and Director Independence The information required by Item 13 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2026 Annual General Meeting of Shareholders. ITEM 14.
The CISO and executive management play a pivotal role in informing the Audit Committee on cybersecurity risks. Executive management, including the CISO, meets regularly with the Audit Committee to discuss cybersecurity risks, review 37 quarterly cyber metrics and oversee progress against our annual action plans.
The CISO and executive management play a pivotal role in informing the Audit Committee on cybersecurity risks. Executive management, including the CISO, meets regularly with the Audit Committee to discuss cybersecurity risks, review 38 quarterly cyber metrics and oversee progress against our annual action plans.
See “ Management’s Discussion and Analysis of Financial Condition and Results of Operations ” in Item 7 and Note 11 – Debt to the notes to consolidated financial statements included in Item 8 of this annual report for additional information concerning our credit facilities.
See “ Management’s Discussion and Analysis of Financial Condition and Results of Operations ” in Item 7 and Note 10 – Debt to the notes to consolidated financial statements included in Item 8 of this annual report for additional information concerning our credit facilities.
The attestation report of Ernst & Young LLP, our independent registered public accounting firm, on our internal control over financial reporting is set forth in this annual report on page 69 and is incorporated herein by reference. (c) Changes in internal control over financial reporting.
The attestation report of Ernst & Young LLP, our independent registered public accounting firm, on our internal control over financial reporting is set forth in this annual report on page 71 and is incorporated herein by reference. (c) Changes in internal control over financial reporting.
During the three months ended December 31, 2024, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) which have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. ITEM 9B. Other Information None. ITEM 9C.
During the three months ended December 31, 2025, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) which have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 60 ITEM 9B. Other Information None. ITEM 9C.
Executive Compensation The information required by Item 11 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2025 Annual General Meeting of Shareholders. ITEM 12.
Executive Compensation The information required by Item 11 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2026 Annual General Meeting of Shareholders. ITEM 12.
We primarily operate in some of the world’s most active met coal, oil, liquefied natural gas (LNG) and iron ore producing regions, and our customers include mining companies, major and independent oil companies, engineering companies and mining service companies. We operate in two principal reportable business segments – Australia and Canada.
We primarily operate in some of the world’s most active metallurgical (met) coal, oil, iron ore and liquefied natural gas (LNG) producing regions, and our customers include mining companies, major and independent oil companies, construction, engineering companies and oilfield and mining service companies. We operate in two principal reportable business segments – Australia and Canada.
Risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected us, including our business strategy, results of operations, or financial condition, but we face certain ongoing risks from cybersecurity threats that, if realized, are reasonably likely to have such an affect.
Risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected us, including our business strategy, results of operations, or financial condition, but we face certain ongoing risks from cybersecurity threats that, if realized, are reasonably likely to materially affect us.
Other factors that can affect our business and financial results include the general global economic environment, including inflationary pressures, supply chain disruptions and labor shortages, volatility affecting the banking system and financial markets, availability of capital to the natural resource industry and regulatory changes in Canada, Australia and other markets, including governmental measures introduced to mitigate climate change.
Other factors that can affect our business and financial results include the general global economic environment, including inflationary pressures, supply chain disruptions and labor shortages, the impact of global tariff changes and other changes to trade policies, volatility affecting the banking system and financial markets, availability of capital to the natural resource industry and regulatory changes in Australia, Canada and other markets, including governmental measures introduced to mitigate climate change.
Mine Safety Disclosures Not applicable. 40 PART II ITEM 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities Market for Our Common Shares Our common shares trade on the New York Stock Exchange under the trading symbol “CVEO”.
ITEM 4. Mine Safety Disclosures Not applicable. 41 PART II ITEM 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities Market for Our Common Shares Our common shares trade on the New York Stock Exchange under the trading symbol “CVEO”.
These properties are grouped in the following asset groups: • Karratha – Pilbara Region, Western Australia • Integrated services – Assets held on client owned sites in Western Australia and South Australia • Gunnedah Basin ◦ Narrabri – Gunnedah Basin, New South Wales ◦ Boggabri – Gunnedah Basin, New South Wales • Bowen Basin ◦ Moranbah – Bowen Basin, Queensland 55 ◦ Dysart – Bowen Basin, Queensland ◦ Nebo – Bowen Basin, Queensland ◦ Coppabella – Bowen Basin, Queensland ◦ Middlemount – Bowen Basin, Queensland • Various non-operational sites acquired as part of Civeo’s land-banking strategy In general, the villages are operated on a village by village basis, except for the villages located in the Bowen Basin (Moranbah, Dysart, Nebo, Coppabella and Middlemount) and the Gunnedah Basin (Narrabri and Boggabri).
These properties are grouped in the following asset groups: • Karratha – Pilbara Region, Western Australia • Integrated services – Assets held on client owned sites in Western Australia and South Australia • Gunnedah Basin ◦ Narrabri – Gunnedah Basin, New South Wales ◦ Boggabri – Gunnedah Basin, New South Wales • Bowen Basin ◦ Moranbah – Bowen Basin, Queensland ◦ Dysart – Bowen Basin, Queensland ◦ Nebo – Bowen Basin, Queensland ◦ Coppabella – Bowen Basin, Queensland ◦ Middlemount – Bowen Basin, Queensland ◦ Rosewood – Bowen Basin, Queensland ◦ Waratah – Bowen Basin, Queensland ◦ Vitrinite – Bowen Basin, Queensland ◦ Acacia – Bowen Basin, Queensland • Various non-operational sites acquired as part of Civeo’s land-banking strategy In general, the villages are operated on a village-by-village basis, except for the villages located in the Bowen Basin (Moranbah, Dysart, Nebo, Coppabella, Middlemount, Rosewood, Waratah, Vitrinite and Acacia) and the Gunnedah Basin (Narrabri and Boggabri).
Capital Expenditures. We continue to monitor the global economy, commodity prices, demand for met coal, crude oil, LNG and iron ore, inflation and the resultant impact on the capital spending plans of our customers in order to plan our business activities.
Capital Expenditures. We continue to monitor the global economy, commodity prices, demand for met coal, oil, iron ore and LNG, inflation, trade policy and the resultant impact on the capital spending plans of our customers in order to plan our business activities.
(2) Includes revenues related to food service and other services, including facilities management, for the periods presented. (3) Average daily rate is based on billed rooms and accommodation and other services revenue. (4) Billed rooms represents total billed days for owned assets for the periods presented.
(2) Includes revenues related to food service and other services, including facilities management, for the periods presented. (3) Average daily rate is based on billed rooms and accommodation revenue in the Company's owned villages. (4) Billed rooms represents total billed days for owned assets for the periods presented.
The performance graph is not soliciting material subject to Regulation 14A. Unregistered Sales of Equity Securities and Use of Proceeds None. 42 Repurchases of Registered Equity Securities by Registrant or its Affiliates in the Fourth Quarter The following provides information about purchases of our common shares during the three months ended December 31, 2024.
The performance graph is not soliciting material subject to Regulation 14A. Unregistered Sales of Equity Securities and Use of Proceeds None. 43 Repurchases of Registered Equity Securities by Registrant or its Affiliates in the Fourth Quarter The following provides information about purchases of our common shares during the three months ended December 31, 2025.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections Not applicable. 59 PART III ITEM 10. Directors, Executive Officers and Corporate Governance The information required by Item 10 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2025 Annual General Meeting of Shareholders.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections Not applicable. 61 PART III ITEM 10. Directors, Executive Officers and Corporate Governance The information required by Item 10 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2026 Annual General Meeting of Shareholders.
For a similar discussion and year-over-year comparisons to our 2022 results, refer to "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on February 29, 2024.
For a similar discussion and year-over-year comparisons to our 2023 results, refer to "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission on February 27, 2025.
Our Australia segment consists of eight villages in several regions within the country, as well as our integrated services assets and land banked assets.
Our Australia segment consists of various villages in several regions within the country, as well as our integrated services assets and land banked assets.
Whether planned expenditures will actually be spent in 2025 depends on industry conditions, project approvals and schedules, customer room commitments and project and construction timing. We expect to 52 fund these capital expenditures with available cash, cash flow from operations and revolving credit borrowings under our Credit Agreement.
Whether planned expenditures will actually be spent in 2026 depends on industry 53 conditions, project approvals and schedules, customer room commitments and project and construction timing. We expect to fund these capital expenditures with available cash, cash flow from operations and revolving credit borrowings under our Credit Agreement.
(2) Includes revenues related to mobile assets for the periods presented. (3) Includes revenues related to food service, laundry and water and wastewater treatment services for the periods presented. (4) Average daily rate is based on billed rooms and accommodation and other services revenue. (5) Billed rooms represents total billed days for owned assets for the periods presented.
(2) Includes revenues related to mobile assets for the periods presented. (3) Includes revenues related to food service, laundry and water and wastewater treatment services for the periods presented. (4) Average daily rate is based on billed rooms and accommodation revenue in the Company's owned lodges. (5) Billed rooms represents total billed days for owned assets for the periods presented.
We recorded pre-tax impairment expense of $1.4 million in 2023 associated with long-lived assets in Australia and the U.S. See Note 4 - Impairment Charges to the notes to the consolidated financial statements included in Item 8 of this annual report for further discussion. Gain on Sale of McClelland Lake Lodge Assets, net.
We recorded pre-tax impairment expense of $11.6 million in 2024 associated with long-lived assets in Australia and the U.S. See Note 4 - Impairment Charges to the notes to the consolidated financial statements included in Item 8 of this annual report for further discussion. Gain on Sale of McClelland Lake Lodge Assets, net.
The following performance graph and chart compare the cumulative total return to holders of our common shares with the cumulative total returns of the Standard & Poor's 500 Stock Index, Philadelphia OSX and with that of our peer group, for the period from December 31, 2019 to December 31, 2024.
The following performance graph and chart compare the cumulative total return to holders of our common shares with the cumulative total returns of the Standard & Poor's 500 Stock Index, Philadelphia OSX and with that of our peer group, for the period from December 31, 2020 to December 31, 2025.
Principal Accounting Fees and Services The information required by Item 14 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2025 Annual General Meeting of Shareholders. 60 PART IV
Principal Accounting Fees and Services The information required by Item 14 hereby is incorporated by reference to such information as set forth in the Company's Definitive Proxy Statement for the 2026 Annual General Meeting of Shareholders. 62 PART IV
See “Liquidity and Capital Resources ” below for further discussion on 2025 and 2024 capital expenditures. 47 Results of Operations Unless otherwise indicated, discussion of results for the year ended December 31, 2024 is based on a comparison with the corresponding period of 2023.
See “Liquidity and Capital Resources ” below for further discussion on 2026 and 2025 capital expenditures. 48 Results of Operations Unless otherwise indicated, discussion of results for the year ended December 31, 2025 is based on a comparison with the corresponding period of 2024.
Credit Agreement As of December 31, 2024, the Credit Agreement provided for: (i) a $245.0 million revolving credit facility scheduled to mature on August 8, 2028, allocated as follows: (A) a $10.0 million senior secured revolving credit facility in favor of certain of our U.S. subsidiaries, as borrowers; (B) a $200.0 million senior secured revolving credit facility in favor of Civeo and certain of our U.S. subsidiaries, as borrowers; and (C) a $35.0 million senior secured revolving credit facility in favor of one of our Australian subsidiaries, as borrower.
Credit Agreement As of December 31, 2025, the Credit Agreement provided for: (i) a $265.0 million revolving credit facility scheduled to mature on August 8, 2028, allocated as follows: (A) a $10.0 million senior secured revolving credit facility in favor of certain of our U.S. subsidiaries, as borrowers; (B) a $200.0 million senior secured revolving credit facility in favor of Civeo and certain of our U.S. subsidiaries, as borrowers; and (C) a $55.0 million senior secured revolving credit facility in favor of one of our Australian subsidiaries, as borrower.
Precision Drilling Corporation Forum Energy Technologies, Inc. Select Energy Services Inc. Matrix Service Company Target Hospitality Corp. McGrath RentCorp Tetra Technologies, Inc. Newpark Resources, Inc. Total Energy Services Inc.
Precision Drilling Corporation Forum Energy Technologies, Inc. Select Energy Services Inc. Matrix Service Company Target Hospitality Corp. McGrath RentCorp Tetra Technologies, Inc. NPK International Inc. (formerly Newpark Resources, Inc.) Total Energy Services Inc.
Excluding intercompany balances, our Canadian dollar and Australian dollar functional currency net assets total approximately C$166 million and A$191 million, respectively, at December 31, 2024. We use a sensitivity analysis model to measure the impact of a 10% adverse movement of foreign currency exchange rates against the U.S. dollar.
Excluding intercompany balances, our Canadian dollar and Australian dollar functional currency net assets total approximately C$9 million and A$245 million, respectively, at December 31, 2025. We use a sensitivity analysis model to measure the impact of a 10% adverse movement of foreign currency exchange rates against the U.S. dollar.
These floating-rate obligations expose us to the risk of increased interest expense in the event of increases in short-term interest rates. If floating interest rates increased by 100 basis points, our consolidated interest expense would increase by approximately $0.4 million annually, based on our floating-rate debt obligations and interest rates in effect as of December 31, 2024.
These floating-rate obligations expose us to the risk of increased interest expense in the event of increases in short-term interest rates. If floating interest rates increased by 100 basis points, our consolidated interest expense would increase by approximately $1.8 million annually, based on our floating-rate debt obligations and interest rates in effect as of December 31, 2025.
Generally, these leases have an initial term of ten years and are scheduled to expire between 2025 and 2030 with the exception of one lease that expires in 2049. ITEM 3.
Generally, these leases have an initial term of ten years and are scheduled to expire between 2027 and 2035 with the exception of one lease that expires in 2049. 40 ITEM 3.
We received net proceeds from the sale of property, plant and equipment of $11.0 million during 2024 related to the sale of our McClelland Lake Lodge accommodation assets in Canada and the sale of our Louisiana land in the U.S., compared to $16.7 million during 2023 primarily related to the sale of our McClelland Lake Lodge accommodation assets in Canada and Louisiana accommodation assets in the U.S.
We received net proceeds from the sale of property, plant and equipment of $2.2 million during 2025 related to the sale of accommodation assets in Canada compared to $11.0 million during 2024 related to the sale of our McClelland Lake Lodge accommodation assets in Canada and the sale of our Louisiana land in the U.S.
Financial Statements and Supplementary Data Our Consolidated Financial Statements and supplementary data appear on pages 66 through 99 of this Annual Report on Form 10-K and are incorporated by reference into this Item 8. ITEM 9.
Financial Statements and Supplementary Data Our Consolidated Financial Statements and supplementary data appear on pages 68 through 102 of this Annual Report on Form 10-K and are incorporated by reference into this Item 8. 59 ITEM 9.
A hypothetical 10% adverse change in the value of the Canadian dollar and Australian dollar relative to the U.S. dollar as of December 31, 2024 would result in translation adjustments of approximately $17 million and $19 million, respectively, recorded in other comprehensive loss.
A hypothetical 10% adverse change in the value of the Canadian dollar and Australian dollar relative to the U.S. dollar as of December 31, 2025, would result in translation adjustments of approximately $1 million and $25 million, respectively, recorded in other comprehensive loss.
Interest Rate Risk We have credit facilities that are subject to the risk of higher interest charges associated with increases in interest rates. As of December 31, 2024, we had $43.3 million of outstanding floating-rate obligations under our credit facilities.
Interest Rate Risk We have credit facilities that are subject to the risk of higher interest charges associated with increases in interest rates. As of December 31, 2025, we had $182.8 million of outstanding floating-rate obligations under our credit facilities.
The amount per share of our dividend payments may be changed, or dividends may be suspended, without advance notice. The likelihood that dividends will be reduced or suspended is increased during periods of market weakness. There can be no assurance that we will continue to pay a dividend in the future.
If any dividends are declared in the future, the amount per share of our dividend payments may be changed, or dividends may again be suspended, without advance notice. The likelihood that dividends will be reduced or suspended is increased during periods of market weakness. There can be no assurance that we will pay any dividends in the future.
The amount per share of our dividend payments may be changed, or dividends may be suspended, without advance notice. The likelihood that dividends will be reduced or suspended is increased during periods of market weakness. There can be no assurance that we will continue to pay a dividend in the future.
If any dividends are declared in the future, the amount per share of our dividend payments may be changed, or dividends may again be suspended, without advance notice. The likelihood that dividends will be reduced or suspended is increased during periods of market weakness. There can be no assurance that we will pay any dividends in the future.
Capital expenditures totaled $26.1 million and $31.6 million during 2024 and 2023, respectively. Capital expenditures in both periods were primarily related to maintenance. In addition, our 2024 capital expenditures included approximately $2.9 million related to customer-funded infrastructure upgrades in Australia compared to $10.0 million in 2023.
Capital expenditures totaled $20.2 million and $26.1 million during 2025 and 2024, respectively. Capital expenditures in both periods were primarily related to maintenance. In addition, our 2024 capital expenditures included approximately $2.9 million related to customer-funded infrastructure upgrades in Australia.
As of December 31, 2024, we had outstanding letters of credit of $0.3 million under the U.S. facility, zero under the Australian facility and $0.8 million under the Canadian facility. We also had outstanding bank guarantees of A$2.1 million under the Australian facility.
As of December 31, 2025, we had outstanding letters of credit of zero under the U.S. facility, zero under the Australian facility and $0.9 million under the Canadian facility. We also had outstanding bank guarantees of A$1.4 million under the Australian facility.
As further discussed below, net income included $28.3 million of net gains associated with the sale of the McClelland Lake Lodge in Canada and a $1.4 million pre-tax loss resulting from the impairment of fixed assets included in Impairment expense. Revenues. Consolidated revenues decreased $18.7 million, or 3%, in 2024 compared to 2023.
As further discussed below, net loss included $5.7 million of net gains associated with the sale of McClelland Lake Lodge in Canada and a $11.6 million pre-tax loss resulting from the impairment of fixed assets included in Impairment expense. Revenues. Consolidated revenues decreased $43.3 million, or 6%, in 2025 compared to 2024.
Historically, WCS has traded at a discount to WTI, creating a “WCS Differential,” due to transportation costs and capacity restrictions to move Canadian heavy oil production to refineries, primarily along the U.S. Gulf Coast. The WCS Differential has varied depending on the extent of transportation capacity availability.
Historically, WCS has traded at a discount to WTI, creating a “WCS Differential,” due to transportation costs and export capacity limitations to move Canadian heavy oil production to refineries, primarily along the U.S. Gulf Coast.
For a discussion about how each of our business segments utilizes its respective properties, see Item 1, “Business” of this annual report. 38 Location Approximate Square Footage/Acreage Description Australia: Coppabella, Queensland, Australia 192 acres Coppabella Village Narrabri, New South Wales, Australia 82 acres Narrabri Village Boggabri, New South Wales, Australia 52 acres Boggabri Village Dysart, Queensland, Australia 50 acres Dysart Village Middlemount, Queensland, Australia 37 acres Middlemount Village Nebo, Queensland, Australia 26 acres Nebo Village Moranbah, Queensland, Australia 17 acres Moranbah Village Karratha, Western Australia, Australia 11 acres Karratha Village Sydney, New South Wales, Australia (lease) 11,518 sq. feet Office Perth, Western Australia, Australia (lease) 6,921 sq. feet Office Brisbane, Queensland, Australia (lease) 5,543 sq. feet Office Canada: Fort McMurray, Alberta (leased land) 240 acres Wapasu Creek Lodge Fort McMurray, Alberta (leased land) 138 acres Fort McMurray Village Fort McMurray, Alberta (leased land) 135 acres Conklin Lodge Fort McMurray, Alberta (leased land) 128 acres Beaver River and Athabasca Lodges Kitimat, British Columbia 59 acres Sitka Lodge Fort McMurray, Alberta (leased land and lodges) 58 acres Hudson and Borealis Lodges Acheson, Alberta (lease) 40 acres Office and warehouse Vanderhoof, British Columbia 33 acres Storage yard Fort McMurray, Alberta (leased land) 30 acres Greywolf Lodge Fort McMurray, Alberta (leased land) 18 acres Anzac Lodge Edmonton, Alberta (lease) 86,376 sq. feet Office and commercial production kitchen Calgary, Alberta (lease) 7,000 sq. feet Office U.S.: Houston, Texas (lease) 8,900 sq. feet Principal executive offices Killdeer, North Dakota 39 acres Killdeer Lodge We also own various undeveloped properties in British Columbia.
For a discussion about how each of our business segments utilizes its respective properties, see Item 1, “Business” of this annual report. 39 Location Approximate Square Footage/Acreage Description Australia: Coppabella, Queensland, Australia 192 acres Coppabella Village Narrabri, New South Wales, Australia 82 acres Narrabri Village Boggabri, New South Wales, Australia 52 acres Boggabri Village Dysart, Queensland, Australia 50 acres Dysart Village Middlemount, Queensland, Australia 37 acres Middlemount Village Nebo, Queensland, Australia 26 acres Nebo Village Rosewood, Queensland, Australia 18 acres Rosewood Village Moranbah, Queensland, Australia 17 acres Moranbah Village Waratah, Queensland, Australia 11 acres Waratah Village Karratha, Western Australia, Australia 11 acres Karratha Village Acacia, Queensland, Australia 3 acres Acacia Village Vitrinite, Queensland, Australia 3 acres Vitrinite Village Perth, Western Australia, Australia (lease) 13,500 sq. feet Office Sydney, New South Wales, Australia (lease) 11,437 sq. feet Office Brisbane, Queensland, Australia (lease) 5,543 sq. feet Office Canada: Fort McMurray, Alberta (leased land) 240 acres Wapasu Creek Lodge Fort McMurray, Alberta (leased land) 138 acres Fort McMurray Village Fort McMurray, Alberta (leased land) 135 acres Conklin Lodge Fort McMurray, Alberta (leased land) 128 acres Beaver River and Athabasca Lodges Kitimat, British Columbia 59 acres Sitka Lodge Fort McMurray, Alberta (leased land and lodges) 58 acres Hudson and Borealis Lodges Acheson, Alberta (lease) 40 acres Office and warehouse Vanderhoof, British Columbia 33 acres Storage yard Fort McMurray, Alberta (leased land) 30 acres Greywolf Lodge Fort McMurray, Alberta (leased land) 18 acres Anzac Lodge Edmonton, Alberta (lease) (1) 86,376 sq. feet Office and commercial production kitchen Edmonton, Alberta (lease) (2) 23,648 sq. feet Office Calgary, Alberta (lease) 7,000 sq. feet Office U.S.: Houston, Texas (lease) 10,639 sq. feet Principal executive offices Killdeer, North Dakota 39 acres Killdeer Lodge (1) The office and commercial production kitchen was vacated as of December 31, 2025 and the related lease expired in February 2026.
Fair Value Determination – If, based on the assessment, the carrying values of any of our asset groups are determined to not be recoverable as a result of the undiscounted future cash flows not exceeding the net book value of the asset group, we proceed to the third step.
The estimates are consistent with those used for purposes of our goodwill impairment test. 57 Fair Value Determination – If, based on the assessment, the carrying values of any of our asset groups are determined to not be recoverable as a result of the undiscounted future cash flows not exceeding the net book value of the asset group, we proceed to the third step.
Other maintenance and expansion spending in 2023 was primarily related to miscellaneous equipment and supplies to support the day-to-day operations at our accommodation and laundry facilities and information technology infrastructure to support our business.
Other maintenance and expansion spending in 2025 was primarily related to Wi-Fi infrastructure at certain Australian villages, miscellaneous equipment and supplies to support the day-to-day operations at our accommodation facilities and information technology infrastructure to support our business.
In order to promote a company-wide culture of cybersecurity risk management, management has also implemented programs to both test and train our employees on cybersecurity fundamentals, including both annual and ongoing information security awareness training.
We also conduct due diligence on our key technology vendors and other contractors and suppliers. In order to promote a company-wide culture of cybersecurity risk management, management has also implemented programs to both test and train our employees on cybersecurity fundamentals, including both annual and ongoing information security awareness training.
Our Canadian segment reported revenues in 2024 that were $107.7 million, or 31%, lower than 2023. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 1.5% in 2024 compared to 2023 resulted in a $3.1 million period-over-period decrease in revenues.
Our Canadian segment reported revenues in 2025 that were $66.5 million, or 27%, lower than 2024. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 2.0% in 2025 compared to 2024 resulted in a $3.6 million period-over-period decrease in revenues.
Our Canadian segment cost of sales and services decreased $69.9 million, or 25%, in 2024 compared to 2023. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 1.5% in 2024 compared to 2023 resulted in a $2.8 million period-over-period decrease in cost of sales and services.
Our Canadian segment cost of sales and services decreased $59.1 million, or 29%, in 2025 compared to 2024. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 2.0% in 2025 compared to 2024 resulted in a $3.1 million period-over-period decrease in cost of sales and services.
In the future, capital may be required to move 51 lodges from one site to another, and we may seek to access the debt and equity capital markets from time to time to raise additional capital, increase liquidity, fund acquisitions or refinance debt.
In the future, we may seek to access the debt and equity capital markets from time to time to raise additional capital, increase liquidity, fund acquisitions or refinance debt.
The following summarizes our consolidated liquidity position as of December 31, 2024 and 2023 (in thousands): December 31, 2024 2023 Lender commitments $ 245,000 $ 200,000 Reductions in availability (1) (3,635) — Borrowings against revolving credit capacity (43,299) (65,554) Outstanding letters of credit (1,100) (1,353) Unused availability 196,966 133,093 Cash and cash equivalents 5,204 3,323 Total available liquidity $ 202,170 $ 136,416 (1) As of December 31, 2024, $3.6 million of our borrowing capacity under the Credit Agreement could not be utilized in order to maintain compliance with the maximum leverage ratio financial covenant in the Credit Agreement.
The following summarizes our consolidated liquidity position as of December 31, 2025 and 2024 (in thousands): December 31, 2025 2024 Lender commitments $ 265,000 $ 245,000 Reductions in availability (1) (5,344) (3,635) Borrowings against revolving credit capacity (182,842) (43,299) Outstanding letters of credit (866) (1,100) Unused availability 75,948 196,966 Cash and cash equivalents 14,439 5,204 Total available liquidity $ 90,387 $ 202,170 (1) As of December 31, 2025 and 2024, $5.3 million and $3.6 million, respectively, of our borrowing capacity under the Credit Agreement could not be utilized in order to maintain compliance with the maximum leverage ratio financial covenant in the Credit Agreement.
Long-term demand for our services has been driven by natural resource production, maintenance, operation and expansion of those facilities. In general, industry capital spending programs are based on the outlook for commodity prices, production costs, economic growth, perceived political risk, global commodity supply/demand, reserve replacement requirements, estimates of resource production, annual maintenance requirements and the expectations of our customers' shareholders.
In general, industry capital spending programs are based on the outlook for commodity prices, production costs, economic growth, perceived political risk, global commodity supply/demand, reserve replacement requirements, estimates of resource production, annual maintenance requirements, inclusive of turnaround requirements, and the expectations of our customers' shareholders.
The following summarizes the changes in debt outstanding during 2024 (in thousands): Total Balance as of December 31, 2023 $ 65,554 Borrowings under revolving credit facilities 284,314 Repayments of borrowings under revolving credit facilities (301,431) Translation (5,138) Balance at December 31, 2024 $ 43,299 We believe that cash on hand and cash flow from operations will be sufficient to meet our anticipated liquidity needs for the next 12 months.
The following summarizes the changes in debt outstanding during 2025 (in thousands): Total Balance as of December 31, 2024 $ 43,299 Borrowings under revolving credit facilities 330,131 Repayments of borrowings under revolving credit facilities (197,295) Translation 6,707 Balance at December 31, 2025 $ 182,842 54 We believe that cash on hand and cash flow from operations will be sufficient to meet our anticipated liquidity needs for the next 12 months.
The following summarizes the fluctuations in the exchange rates between the U.S. dollar and each of the Canadian dollar and the Australian dollar: Year Ended December 31, 2024 2023 Change Percentage Average Canadian dollar to U.S. dollar $0.730 $0.741 (0.011) (1.5)% Average Australian dollar to U.S. dollar $0.660 $0.665 (0.005) (0.7)% As of December 31, 2024 2023 Change Percentage Canadian dollar to U.S. dollar $0.695 $0.756 (0.061) (8.1)% Australian dollar to U.S. dollar $0.620 $0.681 (0.061) (9.0)% These fluctuations of the Canadian and Australian dollars have had and will continue to have an impact on the translation of earnings generated from our Canadian and Australian subsidiaries and, therefore, our financial results.
The following summarizes the fluctuations in the exchange rates between the U.S. dollar and each of the Australian dollar and the Canadian dollar: Year Ended December 31, 2025 2024 Change Percentage Average Australian dollar to U.S. dollar $0.645 $0.660 (0.015) (2.3)% Average Canadian dollar to U.S. dollar $0.716 $0.730 (0.015) (2.0)% As of December 31, 2025 2024 Change Percentage Australian dollar to U.S. dollar $0.667 $0.620 0.048 7.7% Canadian dollar to U.S. dollar $0.730 $0.695 0.035 5.0% These fluctuations of the Australian and Canadian dollars have had and will continue to have an impact on the translation of earnings generated from our Australian and Canadian subsidiaries and, therefore, our financial results.

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