CVEO 10-K & 10-Q changes, risk factors and insider trading
Civeo Corp · NYSE · Hotels, Rooming Houses, Camps & Other Lodging Places · CIK 1590584 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “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.”
New heading “Our indebtedness could restrict our strategy and operations and make us more vulnerable to adverse economic conditions.”
Removed heading “Our indebtedness could restrict our operations and make us more vulnerable to adverse economic conditions.”
Largest changes
“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.”see in full comparison
“The U.S. administration has taken executive action and proposed additional measures intended to alter the U.S. approach to international trade policy, the terms of certain existing bilateral or multi‐lateral trade agreements and trading arrangements with foreign countries. Such changes to U.S. …”see in full comparison
“We occasionally rely on commercially available software products to support and operate key business functions. For many of these, third‑party vendors have incorporated, or are in the process of incorporating, AI capabilities into their products. The integration of AI features by our suppliers introduces additional risks, including potential vulnerabilities arising from opaque or proprietary model architectures, limitations on our ability to independently audit or validate these AI‑enabled functions, and increased dependence on vendor‑driven updates or controls. …”see in full comparison
“Our indebtedness could restrict our strategy and operations and make us more vulnerable to adverse economic conditions.”see in full comparison
“Our indebtedness could restrict our operations and make us more vulnerable to adverse economic conditions.”see in full comparison
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 gassee in full comparisonor iron oreprices; (ii) elevated or increasing productioncostscosts, including due to tariffs; or (iii) unsuccessful exploration results.
Full comparison: every changed paragraph (50)
◦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 or iron ore prices; (ii) elevated or increasing production costscosts, including due to tariffs; or (iii) unsuccessful exploration results.
◦Our failureFailure 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.
◦Development or required use of permanent infrastructure in the areas where we locate our assets could negatively impact our business.
◦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.
◦Our business could be disrupted by any failure of our information technology systems.
◦Our indebtedness could restrict our strategy and operations and make us more vulnerable to adverse economic conditions.
◦Our indebtedness could restrict our operations and make us more vulnerable to adverse economic conditions.
◦We do business in CanadaAustralia and Australia,Canada, whose political and regulatory environments and compliance regimes differ from those in the U.S.
◦The payment of dividends and 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 or repurchase common shares in the future or at levels anticipated by our shareholders.
◦We are subject to various Canadian,Australian, AustralianCanadian and other taxes.
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 or iron ore prices; (ii) elevated or increasing production costscosts, including due to tariffs; or (iii) unsuccessful exploration results.
Prices for met coal, oil, LNG, iron oreore, LNG and other natural resources are subject to large fluctuations in response to changes in global supply of and demand for these commodities. Other factors beyond our control that affect commodity prices include:
•tariffs and other international trade policies;
As of February 21,26, 2025,2026, the West Texas Intermediate (WTI) price was $70.58$65.47 and the Western Canadian Select (WCS) price was $57.24,$51.14, resulting in a discount (WCS Differential) at which WCS trades relative to WTI of $13.34.$14.33. 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, thesince TrumpFebruary 1, 2025, U.S. Administration has announcedimplemented and is in the process of implementing several new tariffs,tariffs. includingThe aimplementation, 10%expansion tariffor on energy resources imported to the United States from Canada. Implementationcontinuation of tariffs could have an adverse impact on our Australian and Canadian customerscustomers' profit margins,margins and capital spending, which may in turn reduce their spending on our accommodations and services.
In early 2026, geopolitical developments in Venezuela including direct U.S. military and strategic actions and efforts by the U.S. to exert control over Venezuelan crude oil production, exports, and sales have created heightened uncertainty in global crude oil markets. These actions have included U.S. seizures of Venezuelan oil tankers and U.S. assertions of influence over Venezuelan energy assets, as part of broader policy efforts to influence global energy supplies and prices. Because Canadian producers export a material portion of crude oil to U.S. markets, where prices are influenced by global supply dynamics and heavy crude availability, any sustained decline in Canadian crude prices relative to global benchmarks, whether due to increased Venezuelan supply, shifts in refinery feedstock preferences, or geopolitical risk premiums could reduce realized pricing for Canadian crude. 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.
•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;
Our success depends on our ability to retain our current customers, renew or replace our existing customer contracts and obtain new business. Our ability to do so generally depends on a variety of factors, including overall customer expenditure levels and the quality, price and responsiveness of our services, as well as our ability to market these services effectively and differentiate ourselves from our competitors. 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.
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,Queensland Australiaand 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. 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. Many of the areas in which we operate are very remote with limited local supplies, including availability of water, electricity or natural gas necessary to operate our business, and any significant adverse events such as those discussed above could impact our ability to obtain good or services and personnel.
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,assets, while others outsource all or part of their accommodations requirements. Customers have largely built their own accommodations in the past but will outsource for additional capacity or if they perceive that outsourcing may provide quality services at a lower overall cost or allow them to accelerate the timing of their projects. We cannot be certain that these customer preferences will continue or that customers that have previously outsourced accommodations will not decide to perform these functions themselves or only outsource accommodations during the development or construction phases of their projects. 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.
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. 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. Many natural resources companies in our core markets own their own accommodations facilitiesassets and outsource their service requirements, while others outsource all or part of their accommodations requirements. As a result of competition, we may be unable to continue to provide our present services, to provide such services at historical operating margins or to acquire additional business opportunities, which could have a material adverse effect on our business, financial condition, results of operations and cash flows. Reduced levels of activity in the workforce accommodation industry can intensify competition and result in lower revenue to us.
The demand for and/or pricing of rooms and accommodation services is subject to the overall availability of rooms in a region. If demand for our assets were to decrease, or to the extent that we and our competitors have capacity in excess of current demand, we may encounter decreased pricing for, or utilization of, our assets and services, which could adversely impact our operations and profits. For example, we experienced a decrease in customer demand in 2020 for accommodations in the Canadian oil sands and our U.S. business as a result of the economic disruption caused by COVID-19, and experienced a corresponding decrease in our occupancy and profitability. 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 implicationsdevelopments onaffecting 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.
Further, the U.S. and other countries have imposed and from time to time may impose or expand tariffs that affect the goods or raw materials we or our customers use or the products our customers provide. Any new tariffs impacting us or our customers could result in a cost increase in operating our lodges and villages or impact the demand for the services that we provide.
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. If we are unable to hire a sufficient labor force, we could be required to increase wages or use temporary labor at a higher cost and reduced efficiency. In recent years, we experienced, and expect to continue to experience, a shortage of labor for certain functions, inflationary pressures on wages, and an increasingly competitive labor market. The extent and duration of the effect of these labor market challenges are subject to numerous factors, including geopolitical events such as the ongoing Russia/Ukraine and Middle East conflicts, availability of qualified persons in the markets where we and our contracted service providers operate, inflation and unemployment levels within these markets and our reputation within the labor market. 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.
Development or required use of permanent infrastructure in the areas where we locate our assets could negatively impact our business.
The majority of our Canadian business depends on providing accommodations and related services to fly-in/fly-out workers supporting natural resource development projects, including oil sands operations in Alberta, Canada. Certain provincial government officials and policymakers, including representatives of the Government of Alberta, have publicly expressed a preference for increased use of local workforces and for workers to reside in nearby communities, such as Fort McMurray, rather than utilizing fly-in/fly-out employment models supported by temporary workforce accommodations and camps.
Although there is currently no comprehensive legislation prohibiting fly-in/fly-out arrangements, government policies, permitting decisions, infrastructure planning, fiscal incentives, or informal regulatory pressures could increasingly discourage or restrict the use of workforce camps or other temporary accommodations. Such measures could include limitations on approvals for new camps, restrictions on the expansion or renewal of existing facilities, or incentives favoring permanent residential development over temporary accommodations.
If resource operators respond to these policies by reducing or eliminating fly-in/fly-out employment practices, relocating workers to permanent housing in local communities, or delaying or canceling projects that rely on a transient workforce, demand for our accommodations and services could decline. Any such reduction in demand could result in lower occupancy rates, reduced revenues, impairment of long-lived assets, or the loss of existing or prospective customer contracts.
In addition, changes in workforce policies may occur with limited advance notice and could vary by jurisdiction or project, making it difficult for us to anticipate, plan for, or mitigate their impact. We may not be able to offset adverse effects through diversification, price adjustments, or alternative uses of our assets, particularly where our facilities are located in remote or single-industry regions. As a result, changes in government policy or regulatory attitudes toward fly-in/fly-out workforces could materially and adversely affect our business.
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 U.S. administration has taken executive action and proposed additional measures intended to alter the U.S. approach to international trade policy, the terms of certain existing bilateral or multi‐lateral trade agreements and trading arrangements with foreign countries. Such changes to U.S. international trade policy, and retaliatory trade measures that foreign governments take in response, including the imposition of tariffs, sanctions, export or import controls, and other measures that restrict international trade, or the threat of such actions, could result in additional increases in the global cost of certain goods, services and cost of capital. In addition, related geopolitical and domestic political developments, such as existing and potential trade wars and uncertainty regarding changes in trade policy, have increased and may continue to increase levels of political and economic unpredictability globally and the volatility of global financial markets. 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 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. In addition, our leases generally have an initial term of ten years and unless extended will expire between 20252027 and 20302035 with the exception of one lease that expires in 2049. Unless we can extend the terms of these leases before their expiration, as to which no assurance can be given, we will lose our right to operate our facilities located on these properties upon expiration of the leases. In that event, we would be required to remove our accommodations assets and remediate the site at our own cost, which could be material. For example, we did not renew an expiringa land lease associated with our McClelland Lake Lodge in Alberta, Canada, whichthat expired in June 2023,2023 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. 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. In addition, we completed the sale of the McClelland Lake Lodge assets in January 2024.
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. Changes in government policy could increasingly discourage or restrict the continued use, expansion, or renewal of leased land for temporary accommodations, or could result in lease renewals being offered only on terms that are economically less attractive to us. Also, in certain areas in which we operate, we are required to seek permits from local government agencies in order to build a new lodge or operate an existing lodge on leased land. We can provide no assurances that we will be able to renew our leases or permits upon expiration on similar terms, or at all. If we are unable to renew our leases or permits on similar terms, it may have an adverse effect on our business and results of operations.
Our operations are directly affected by seasonal differences in weather in the areas in which we operate. 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. 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. Additionally, the areas in which we operate are susceptible to wildfires. 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.
•delays in necessary approvals to install the facilities or objections to our activities or those of our customers aired by aboriginal or community interests, environmentenvironmental and/or neighborhood groups which may cause delays in the granting of such approvals and/or the overall progress of a project;
Cybersecurity threats in particular develop and evolve rapidly, including from emerging technologies, such as advanced forms of artificial intelligence.intelligence (AI). Due to evolving cybersecurity threats, it has and will continue to be difficult to prevent, detect, mitigate, and remediate cybersecurity incidents. Such threats include, but are not limited to, malicious software, attempts to gain unauthorized access to data, ransomware attacks and other electronic security breaches that could lead to disruptions in critical systems, unauthorized release of or denial of access to confidential or otherwise protected information and corruption of data. We have experienced, and expect to continue to confront, efforts by hackers and other third parties to gain unauthorized access or deny access to, or otherwise disrupt, our information systems and networks. While we have not experienced a material cybersecurity incident in the last three years, a material cybersecurity incident could result in increased costs to prevent, respond to or mitigate cybersecurity incidents, damage to our brand or reputation, or otherwise result in a material adverse effect on our business, financial condition, results of operations or liquidity. Moreover, a delay in or failure to detect a cybersecurity incident, or the full extent of an incident, could exacerbate the effects of the incident.
We occasionally rely on commercially available software products to support and operate key business functions. For many of these, third‑party vendors have incorporated, or are in the process of incorporating, AI capabilities into their products. The integration of AI features by our suppliers introduces additional risks, including potential vulnerabilities arising from opaque or proprietary model architectures, limitations on our ability to independently audit or validate these AI‑enabled functions, and increased dependence on vendor‑driven updates or controls. Although we have adopted risk‑mitigation principles and practices aligned with the National Institute of Standards and Technology Artificial Intelligence Risk Management Framework (AI RMF), including processes designed to assess, monitor, and govern the behavior, security, and reliability of AI‑enabled systems, these measures are new and may not be sufficient to eliminate all risks associated with the use of AI technologies. As a result, we may be exposed to operational, compliance, cybersecurity, and data integrity risks associated with the performance or behavior of embedded AI systems. If these AI features do not function as intended, are improperly trained, or generate inaccurate, biased, or misleading outputs, we could experience system implementation failures, operational disruptions, or decision‑making based on erroneous information. Such outcomes could adversely affect business performance, impair customer or stakeholder trust, or harm our reputation.
Our indebtedness could restrict our strategy and operations and make us more vulnerable to adverse economic conditions.
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. If market or other economic conditions remain depressed or further deteriorate, our borrowing capacity may be reduced.
We recorded impairments of our long-lived assets of zero, $11.6 million,million and $1.4 million and $5.7 million in 2024,2025, 20232024 and 2022,2023, respectively. As of December 31, 2024,2025, goodwill of $7.5 million at our Australian reporting unit represented 2% of total assets, or $7.0 million.assets.
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. Our forward-looking statements assume that we will successfully integrate our acquisitions and realize these intended benefits. For example, on FebruaryMay 18,6, 2025, we enteredacquired intothe aassets definitiveof purchaseQantac agreementPty Ltd (Qantac), located in Queensland, Australia (the Qantac Acquisition) for total consideration of A$105 million (or approximately US$68 million) in cash. The Qantac Acquisition included four villages, with a private seller to acquire four villages with 1,3401,368 rooms in Australia’s Bowen Basin and the associated long-termaccommodation assets, land and customer contracts. TheThere Proposedcan be no assurance that we will successfully integrate the assets from the Qantac Acquisition isinto anticipatedour toexisting closeoperations in the secondBowen quarterBasin ofor 2025, subject torealize the receiptanticipated ofsynergies, requiredoperating regulatoryefficiencies approvalsor andfinancial benefits within the satisfactionexpected oftimeframe, otheror closingat conditions.all. TheAdditionally, 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 thesesuch assets, which were previously operated independently,assets and retaining key employees, vendors and customers associated with thesuch acquired assets. 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,acquisition would negatively affect the anticipated benefits of any such acquisition.
Our indebtedness could restrict our operations and make us more vulnerable to adverse economic conditions.
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. If market or other economic conditions remain depressed or further deteriorate, our borrowing capacity may be reduced.
A significant portion ofAll our consolidated revenue is attributable to operations in Australia and Canada. These activities accounted for 99% of our consolidated revenueCanada in the year ended December 31, 2024.2025. Risks associated with our operations in Australia and Canada include, but are not limited to, (i) different taxing regimes; (ii) changing political conditions at the federal, provincial or state level; (iii) changing international and U.S. monetary policies; and (iv) regional economic downturns.
In addition, there have also been efforts in recent years to influence the investment community, including investment advisors and certain sovereign wealth, pension and endowment funds promoting divestment of fossil fuel equities and pressuring lenders to limit funding to companies engaged in the extraction of fossil fuel reserves. Such environmental activism and initiatives aimed at limiting climate change and reducing air pollution could interfere with our business activities, operations and ability to access capital and assess acquisitions. 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. 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 publishupdate an annualour ESG Report,Report annually on our website, which outlines our progress and ongoing efforts to advance our ESG initiatives. Our disclosures on these matters rely on management’s expectations as of the date the statements are first made, as well as standards for measuring progress that are still in development, and may change or fail to be realized. These expectations and standards may continue to evolve. If our ESG disclosures and practices do not meet regulatory, investor or other stakeholder expectations and standards, which continue to evolve, it could have a material adverse effect on our business or demand for our services. 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. By publishingupdating our annual ESG Report,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.
The payment of dividends and 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 or repurchase common shares in the future or at levels anticipated by our shareholders.
The amount and timing of all future payments of dividends or 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. Our Board may, without advance notice, discontinue the payment of dividends or suspend or terminate our share repurchase program.program or discontinue the payment of dividends. For example, in April 2025, our Board suspended quarterly dividends on our common shares to prioritize returning capital to our shareholders through ongoing share repurchases. There can be no assurance that we will makerecommence dividend payments or repurchase our common shares in the future. The payment of dividends on our common shares or 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. 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. A similar 2% tax has been imposed in Canada, effective January 1, 2024, which applies to us and may impact the tax efficiency of our share repurchase program.
We are subject to various Canadian,Australian, AustralianCanadian and other taxes.
Our effective tax rates (including our CanadianAustralian and AustralianCanadian 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 CanadianAustralian and U.S. dollars and AustralianCanadian and U.S. dollars) and significant changes in trade, monetary or fiscal policies of CanadaAustralia and Australia,Canada, including changes in interest rates, withholding taxes, tax treaties and federal and provincial tax rates generally. The impact of these factors, individually and in the aggregate, is difficult to predict, in part because the occurrence of any number of the events or circumstances described in such factors may be (and, in fact, often seem to be) interrelated, and the impact to us of the occurrence of any one of these events or circumstances could be compounded or, alternatively, reduced, offset or more than offset, by the occurrence of one or more of the other events or circumstances described in such factors.
The tax laws of Canada,Australia, AustraliaCanada 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 provision for income taxes will be based on certain estimates and assumptions made by management in consultation with our tax and other advisors. 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. We will enter into many transactions and arrangements in the ordinary course of business in respect of which the tax treatment is not entirely certain. We will therefore make estimates and judgments based on our knowledge and understanding of applicable tax laws and tax treaties, and the application of those tax laws and tax treaties to our business, in determining our consolidated tax provision. The final outcome of any audits by taxation authorities may differ from the estimates and assumptions we may use in determining our consolidated tax provisions and accruals. This could result in a material adverse effect on our consolidated income tax provision, financial condition and the net income for the period in which such determinations are made.
The U.S. 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”) havecontinue recentlyto focusedfocus on issues related to the taxation of multinational corporations. For example, the OECD has proposed aOECD's two-pillar plan to reform international taxation,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 tax laws of countries in which we and our affiliates do business have already begun to change based on this two-pillar plan and could change further on a prospective or retroactive basis (or both), and any such changes could materially adversely affect us.
Management's Discussion & Analysis (MD&A)
Largest changes
“WTI Crude. After reaching historic lows in early 2020 during the start of the COVID-19 pandemic, global oil prices increased to above $100 per barrel in the second quarter 2022. In the second half of 2022 and throughout 2023, oil prices generally declined due to (i) rising fears of a recession resulting from severe inflation and higher interest rates, (ii) resulting lower demand for oil and (iii) increasing U.S. oil production. In an effort to support the price of oil amidst demand concerns, OPEC+ countries extended their 2023 oil production cuts throughout 2024. …”see in full comparison
see in full comparisonThereBoth oil prices and met coal prices experienced swings of greater than 10% during 2025, when compared to year end 2024 prices, with each commodity testing multi-year lows during 2025. While prices for the commodities that our customers produce have stabilized in late 2025 and early 2026, there iscontinued uncertainty around commodity price levels, driven by many factors, including rising fearsrisk ofafuturerecessionvolatility.resultingThefromfactorslingeringthatinflationcould drive such volatility and underlying activity include expectations for global macroeconomic stability and growth, inflationary pressures, higher interest rates,aneconomicslowdowngrowth (or contraction) in China and resultant economic stimulus by the Chinese government, the impact ofinflationarychangespressures,to global tariff and trade policies, actions taken by Organization of the Petroleum Exporting Countries Plus (OPEC+) to adjust oil production levels, geopolitical events such as the ongoing conflicts in Russia/UkraineUkraine, Venezuela and the MiddleEast conflicts,East, U.S. oil production levels and regulatory implications on such prices. Inparticular,Canada,theserecentitemstensions between the U.S Administration and Canadian leadership have driven an increase in political support to fast-track infrastructure projects which couldcauseincludeourpipelinesCanadianfor LNG or oil, carbon capture installation for oilsandsproducing operations andpipelineminingcustomersfortocriticaldelay expansionary and maintenance spending and defer additional investments in their oil sands assets and in extreme cases reduce production.minerals.
Inflationary Pressures.see in full comparisonDuringSince20232023,and 2024, inflationary pressures and supply chain disruptions have been, and continue to be, experienced worldwide. Priceprice increases resulting from pandemic-related inflation and supply chain concerns have, and are expected to continue to have, a negative impact on our labor and food costs, as well as consumable costs such as fuel. Lingering inflation from the pandemic has recently been exacerbated by changes to global tariffs and trade policies. We are managing inflation risk with negotiated service scope changes and contractual protections. Although inflation resulting from global tariffs implemented or threatened by the U.S. administration, and the resulting retaliations by its trading partners, did not materially impact our cost structure in 2025, concerns remain that inflationary pressures could return in the future.
Met Coal. In Australia,see in full comparison84%86% of our Australian owned rooms are located in the Bowen Basin of Queensland, Australia and primarily serve met coal mines in that region. Met coal pricing and production growth in the Bowen Basin region is predominantly influenced by the level of global steelproduction. Following negative growth from July through September 2024,productionincreasedwhich remained subdued with quarterly year-over-year declines inthe lasteach quarter of2024,2025.reachingChina,similarEuropelevelsandwhenJapancomparedall experienced declines in steel production in 2025, while India and the U.S. continue to see consistent positive growth over the sameperiodperiod.inGlobal2023.tariffThechanges,turnaroundrecessioninfearspositiveandproductionassociatedgrowthbusinessinuncertaintythearelastweighingquarteronofcurrent2024andwasshort-termdriven by India’s steadyglobal steelproduction and a return to positive steel production growth in China.production. Global steel production during20242025 decreased by0.9%2% compared with2023. As of February 21, 2025, met coal spot prices were $188.50 per tonne. Steel demand is expected to increase marginally in 2025 compared to 2024 driven by continued improvements in demand from India.2024.
“Labor Shortages. In addition to the macro inflationary impacts on labor costs noted above, we continue to be impacted by increased staff costs as a result of hospitality labor shortages in Australia. Australia’s labor market remains historically tight, with unemployment holding just above 4% and job mobility (movement of workers between different employers or businesses) at its lowest in 30 years. A persistent overhang of vacancies continues to constrain recruitment, while government stimulus has disproportionately driven job growth in healthcare, aged care, education and public services. …”see in full comparison
“With the lower met coal price environment persisting into the early part of the fourth quarter of 2025, producers continued to re-evaluate their production levels and costs. In late September 2025, several large and mid-tier producers in Queensland, Australia reported making production cuts and workforce reductions in response to pressure on operating margins. While there has been an increase in prices in late 2025, with prospective met coal supply expected to enter the market from both Australia and the U.S. in 2026, downward pressure on prices towards $200 are forecast in early 2026. …”see in full comparison
Full comparison: every changed paragraph (74)
We provide hospitality services to remote workforces in Australia and Canada, including catering and food service, lodging, housekeeping and maintenance at accommodation facilities that we or our customers own. 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. We also manage development activities for workforce accommodation facilities, including site selection, permitting, engineering and design and manufacturing and site construction management, along with providing hospitality services once the facility is constructed. We primarily operate in some of the world’s most active metallurgical (met) coal, oil, iron ore and liquefied natural gas (LNG) and iron ore 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.
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. 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 requirementsrequirements, inclusive of turnaround requirements, and the expectations of our customers' shareholders. As a result, demand for our hospitality services is sensitive to expected commodity prices, principally related to met coal, oil, iron ore and LNG, and the resultant impact of these commodity price expectations on our customers’customers' spending. In addition to these historical demand drivers, there is increasing demand, of relative significance, for our assets and services tied to data center construction. This is principally occurring in the U.S. but could begin to occur in Australia and Canada as well. 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 Canada,Australia, AustraliaCanada and other markets, including governmental measures introduced to mitigate climate change.
ThereBoth oil prices and met coal prices experienced swings of greater than 10% during 2025, when compared to year end 2024 prices, with each commodity testing multi-year lows during 2025. While prices for the commodities that our customers produce have stabilized in late 2025 and early 2026, there is continued uncertainty around commodity price levels, driven by many factors, including rising fearsrisk of afuture recessionvolatility. resultingThe fromfactors lingeringthat inflationcould drive such volatility and underlying activity include expectations for global macroeconomic stability and growth, inflationary pressures, higher interest rates, an economic slowdowngrowth (or contraction) in China and resultant economic stimulus by the Chinese government, the impact of inflationarychanges pressures,to global tariff and trade policies, actions taken by Organization of the Petroleum Exporting Countries Plus (OPEC+) to adjust oil production levels, geopolitical events such as the ongoing conflicts in Russia/UkraineUkraine, Venezuela and the Middle East conflicts,East, U.S. oil production levels and regulatory implications on such prices. In particular,Canada, theserecent itemstensions between the U.S Administration and Canadian leadership have driven an increase in political support to fast-track infrastructure projects which could causeinclude ourpipelines Canadianfor LNG or oil, carbon capture installation for oil sandsproducing operations and pipelinemining customersfor tocritical delay expansionary and maintenance spending and defer additional investments in their oil sands assets and in extreme cases reduce production.minerals.
(1)Source: Hard coking coal prices are from IHS Markit, iron ore prices and WCS crude prices are from Bloomberg and WTI crude prices are from U.S. Energy Information Administration.
Met Coal. In Australia, 84%86% of our Australian owned rooms are located in the Bowen Basin of Queensland, Australia and primarily serve met coal mines in that region. Met coal pricing and production growth in the Bowen Basin region is predominantly influenced by the level of global steel production. Following negative growth from July through September 2024, production increasedwhich remained subdued with quarterly year-over-year declines in the lasteach quarter of 2024,2025. reachingChina, similarEurope levelsand whenJapan comparedall experienced declines in steel production in 2025, while India and the U.S. continue to see consistent positive growth over the same periodperiod. inGlobal 2023.tariff Thechanges, turnaroundrecession infears positiveand productionassociated growthbusiness inuncertainty theare lastweighing quarteron ofcurrent 2024and wasshort-term driven by India’s steadyglobal steel production and a return to positive steel production growth in China.production. Global steel production during 20242025 decreased by 0.9%2% compared with 2023. As of February 21, 2025, met coal spot prices were $188.50 per tonne. Steel demand is expected to increase marginally in 2025 compared to 2024 driven by continued improvements in demand from India.2024.
Met coal prices have remained between $169 and $217 per tonne during 2025, since dropping below $200 per tonne in late 2024. Early in the fourth quarter of 2025 met coal prices remained between $187 and $200 per tonne and increased progressively in December to end 2025 at $216 per tonne. Despite weaker steel production in late 2025, the rally in prices in December 2025 is the result of limited short-term spot market supply. As of February 26, 2026, met coal spot prices were $235.45 per tonne.
With the lower met coal price environment persisting into the early part of the fourth quarter of 2025, producers continued to re-evaluate their production levels and costs. In late September 2025, several large and mid-tier producers in Queensland, Australia reported making production cuts and workforce reductions in response to pressure on operating margins. While there has been an increase in prices in late 2025, with prospective met coal supply expected to enter the market from both Australia and the U.S. in 2026, downward pressure on prices towards $200 are forecast in early 2026. Such improvements in the supply and demand fundamentals for met coal may further be impacted by ongoing geopolitical tensions associated with global tariffs and trade agreements.
Iron Ore. Iron ore prices declined to average $96.79 per tonne during 2025, down from the 2024 average of $103.77 per tonne, primarily driven by demand from steel producer restocking activity. Iron ore supply late in 2025 strengthened due to favorable weather conditions in Brazil and is expected to strengthen further with additional supply coming to the market in early 2026. During the fourth quarter of 2025 prices remained buoyant between $99 and $106 despite weaker steel production and increasing market supply. As further supply continues to enter the market in 2026, downward pressure on prices is forecast.
WTI Crude. In an effort to retain and recapture global market share, OPEC+ began reversing previously implemented production cuts at the beginning of the second quarter of 2025 and continuing through the fourth quarter of 2025, increasing production despite softer global demand for oil. The combined impact of these factors reduced WTI prices, which are down approximately 25% through the end of 2025 as compared to the end of 2024. Forecasts currently have oil prices averaging below $60.00 per barrel in 2026. In light of this macroeconomic backdrop, our Canadian oil sands customers are increasingly prioritizing capital discipline, pushing for lower operating costs and headcount reductions.
Met coal prices stagnated around $200 per tonne during the last quarter of 2024, following a downward price correction in July and August 2004 as steel demand declined coupled with higher overall met coal inventories. Despite higher steel production from India and China in the last quarter of 2024, prices remained muted with high met coal inventories and steady supply in late 2024 and early 2025. In early 2025 met coal prices have dropped below $200, with prices averaging $190 in early 2025. High met coal inventories from buyers are impacting demand, however producers are maintaining strong production levels even at these lower prices.
While high met coal inventories continued to weigh on prices in late 2024 and early 2025, analysts are forecasting prices to trend higher during 2025 to average approximately $230 per tonne for the year. This will be contingent upon supply-side constraint from weather events and further anticipated Chinese stimulus support and stable demand from India.
Iron Ore. Iron ore prices fluctuated during the first quarter of 2024 and weakened through the second half of 2024, with prices range bound between $90 to $100 per tonne. Analysts expect iron ore prices to average $100 per tonne in 2025, with large producers forecasting steady supply and demand expected to remain muted.
WTI Crude. After reaching historic lows in early 2020 during the start of the COVID-19 pandemic, global oil prices increased to above $100 per barrel in the second quarter 2022. In the second half of 2022 and throughout 2023, oil prices generally declined due to (i) rising fears of a recession resulting from severe inflation and higher interest rates, (ii) resulting lower demand for oil and (iii) increasing U.S. oil production. In an effort to support the price of oil amidst demand concerns, OPEC+ countries extended their 2023 oil production cuts throughout 2024. These production cuts, coupled with the rising geopolitical risks in the Middle East, resulted in rising oil prices during the first half of 2024. Oil prices decreased during the second half of 2024 due to increased market concerns over economic growth and demand. OPEC+ is expected to increase production in 2025, likely putting pressure on global oil prices.
WCS Crude. In Canada, WCS crude is the benchmark price for our oil sands customers. Pricing for WCS is driven by several factors, including the underlying price for WTI crude, the availability of transportation infrastructure (consisting of pipelines and crude by railcar), refinery blending requirements and governmental regulation. Historically, WCS has traded at a discount to WTI, creating a “WCS Differential,” due to transportation costs and export capacity restrictionslimitations to move Canadian heavy oil production to refineries, primarily along the U.S. Gulf Coast. TheAs WCSa Differentialresult hasof variedthe dependingU.S. government’s recent takeover of the Venezuelan oil production, there is a new a concern that Venezuelan heavy crude may displace refinery demand for Canadian heavy crude on the extentU.S. ofGulf transportation capacity availability.Coast.
Certain expansionary oil pipeline projects have the potential to both drive incremental demand for mobile assets and to improve take-away capacity for Canadian oil sands producers over the longer term, most notably the Trans Mountain Pipeline expansion, which began operating in the second quarter of 2024.
WCS prices in the fourth quarter of 20242025 averaged $57.50$46.73 per barrel compared to an average of $55.31$57.50 in the fourth quarter of 2023.2024. The WCS Differential decreased from $19.35$12.92 per barrel at the end of the fourth quarter of 20232024 to $13.49$12.50 at the end of the fourth quarter of 2024. As of February 21, 2025, the WTI price was $70.58 and the WCS price was $57.24, resulting in a WCS Differential of $13.34.2025. Further, the TrumpU.S. Administrationadministration has announcedimplemented and isamended several new tariffs during 2025. Implementation of tariffs on oil from Canada could have an adverse impact on our Canadian customers profit margins, which may in theturn processreduce oftheir implementing a 10% tariffspending on energyour resources imported to the U.S. from Canada. This tariff could widen the WCS differentialaccommodations and reduce Canadian oil producers' production and profits.services.
Qantac Acquisition. On May 6, 2025, we completed the Qantac Acquisition located in Queensland, Australia, which included four villages with 1,368 rooms in Australia’s Bowen Basin and the associated accommodation assets, land and customer contracts. See Note 19. Asset Acquisition to the notes to the consolidated financial statements in Item 8 of this annual report for further discussion.
Recent Developments. On February 18, 2025, we entered into a definitive asset purchase agreement with a private seller to acquire four villages with 1,340 rooms in Australia’s Bowen Basin and the associated long-term customer contracts. Under the terms of the agreement, Civeo would acquire the assets and customer contracts for total cash consideration of A$105 million, or approximately US$67 million, funded with cash on hand and borrowings from its existing revolving credit facility. The Proposed Acquisition is anticipated to close in the second quarter of 2025, subject to regulatory approvals and customary conditions.
Inflationary Pressures. DuringSince 20232023, and 2024, inflationary pressures and supply chain disruptions have been, and continue to be, experienced worldwide. Priceprice increases resulting from pandemic-related inflation and supply chain concerns have, and are expected to continue to have, a negative impact on our labor and food costs, as well as consumable costs such as fuel. Lingering inflation from the pandemic has recently been exacerbated by changes to global tariffs and trade policies. We are managing inflation risk with negotiated service scope changes and contractual protections. Although inflation resulting from global tariffs implemented or threatened by the U.S. administration, and the resulting retaliations by its trading partners, did not materially impact our cost structure in 2025, concerns remain that inflationary pressures could return in the future.
Labor Shortages. In addition to the macro inflationary impacts on labor costs noted above, we continue to be impacted by increased staff costs as a result of hospitality labor shortages in Australia. Australia’s labor market remains historically tight, with unemployment holding just above 4% and job mobility (movement of workers between different employers or businesses) at its lowest in 30 years. A persistent overhang of vacancies continues to constrain recruitment, while government stimulus has disproportionately driven job growth in healthcare, aged care, education and public services. Despite easing inflation, regulated labor costs remain high, with the Fair Work Commission decisions pushing wage increases well above Consumer Price Index changes, and statutory increases in superannuation, workers’ compensation and payroll tax are further inflating total labor costs. For hospitality, this combination of scarce labor supply, competition from government-funded sectors and rising employment costs creates sustained pressure on staffing productivity and availability.
Labor Shortages. In addition to the macro inflationary impacts on labor costs noted above, we continue to be impacted by increased staff costs as a result of hospitality labor shortages in Australia due to significantly reduced migration in and around Australia affecting labor availability, which has subsequently led to an increased reliance on more expensive temporary labor resources.
LNG. Our Sitka Lodge supports the LNG Canada (LNGC) project and related pipeline projects (specifically, the Coastal GasLink Pipeline, the pipeline constructed to transport natural gas feedstock to LNGC). LNGC, a joint venture among Shell Canada Energy, an affiliate of Shell plc (40 percent), and affiliates of PETRONAS, through its wholly-owned entity, North Montney LNG Limited Partnership (25 percent), PetroChina (15 percent), Mitsubishi Corporation (15 percent) and Korea Gas Corporation (5 percent), is currently constructing a liquefaction and export facility in Kitimat, British Columbia (Kitimat LNG Facility). Construction activity of Phase 1 of the Kitimat LNG Facility ishas nearingbeen completion,completed withand commercial operations expectedcommenced toat beginthe inend mid-2025.of June 2025. The Coastal GasLink Pipeline was completed in 2024 and entered commercial operations. The majority of our contracted commitments associated with the Coastal GasLink Pipeline were completed in the fourth quarter of 2023.2024. As such, we expect continued lower occupancy at our Sitka Lodge in the near-term until subsequent phases of the LNGC project are approved and commence, or additional construction activity in the region, drive increased occupancy demand.
McClelland Lake Lodge. We did not renew our 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. In addition, the accompanying hospitality services contract at McClelland Lake Lodge expired in July 2023; however, we continued to provide hospitality services to the customer at our other owned lodges through January 31, 2024, under a short-term take-or-pay commitment. Subsequent to this date, we have continued to provide such services at our other lodges; however, not pursuant to a take-or-pay commitment. During the third quarter of 2023, we entered into a definitive agreement to sell our McClelland Lake Lodge assets to a U.S.-based mining project for approximately C$49 million, or $36 million. Our McClelland Lake Lodge assets were dismantled and completely removed from the existing site in January 2024. During 2023, we recognized $14.2 million in dismantle costs and received $28.2 million in cash proceeds associated with the sale. During the first quarter of 2024, the transaction was completed, and we recognized the remaining $1.0 million in dismantle costs and received the remaining $7.8 million in cash proceeds.
Foreign Currency Exchange Rates. Exchange rates between the U.S. dollar and each of the CanadianAustralian dollar and the AustralianCanadian 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 CanadaAustralia and Australia.Canada. These revenues and profits/losses are translated into U.S. dollars for financial reporting purposes under U.S. generally accepted accounting principles. The following summarizes the fluctuations in the exchange rates between the U.S. dollar and each of the CanadianAustralian dollar and the AustralianCanadian dollar:
These fluctuations of the CanadianAustralian and AustralianCanadian dollars have had and will continue to have an impact on the translation of earnings generated from our CanadianAustralian and AustralianCanadian subsidiaries and, therefore, our financial results.
Capital Expenditures. We continue to monitor the global economy, commodity prices, demand for met coal, crude oil, LNGiron ore and ironLNG, ore,inflation, inflationtrade policy and the resultant impact on the capital spending plans of our customers in order to plan our business activities. We currently expect that our 20252026 capital expenditures will be in the range of approximately $25 million to $30 million, comparedof which $20 million is anticipated to 2024relate to maintenance and $10 million related to growth and strategic initiatives, including investments in information technology infrastructure to support our business. This compares to 2025 capital expenditures of $26.1$20.2 million.million, of which $11.2 million is associated with maintenance and $9.0 million related to growth projects, including the reactivation of our Buffalo Lodge in Canada and Wi-Fi infrastructure improvements in Australia. We may adjust our capital expenditure plans in the future as we continue to monitor customer activity.
We reported net loss attributable to Civeo for 2025 of $20.1 million, or $1.59 per diluted share. As further discussed below, net loss included $5.5 million of shareholder activist related costs and $2.2 million of cost saving initiatives in Canada related to severance, two lodge closures and other real estate rationalization efforts.
Revenues. Consolidated revenues decreased $43.3 million, or 6%, in 2025 compared to 2024. This decrease was primarily driven by (i) lower billed rooms at our oil sands lodges in Canada as producers in the region remain focused on reducing operating costs, (ii) reduced occupancy at our Sitka Lodge in Canada beginning in the third quarter of 2024 as the Kitimat LNG facility was nearing completion and subsequently commenced operations in the second quarter of 2025, (iii) reduced food service and other services revenue in Canada as client maintenance work in 2024 did not recur to the same extent in 2025 and (iv) a weaker Australian and Canadian dollar relative to the U.S. dollar in 2025 compared to 2024. These items were partially offset by an increase in Australia related to the Qantac Acquisition in the second quarter of 2025 and new business in our integrated services villages in Western Australia and Queensland. The assets from the Qantac Acquisition generated $20.2 million of revenues in 2025. See below for further discussion of segment results of operations.
We reported net income attributable to Civeo for 2023 of $30.2 million, or $2.01 per diluted share. 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.Cost Consolidatedof revenuesSales and Services. Our consolidated cost of sales and services decreased $18.7$44.9 million, or 3%,8.4%, in 20242025 compared to 2023.2024. This decrease was primarily due to (i) lower costs at various lodges in Canada due to reduced occupancy levels, (ii) reduced costs at various lodges and reduced indirect costs as a result of various cost reduction measures in Canada implemented in late 2024 and early 2025, (iii) lower costs related to the reduced mobile asset activity in Canada from pipeline projects for which final costs were incurred in the first six months of 2024, (iv) reduced food service and other services costs in Canada whichas wereclient largelymaintenance completedwork in 20232024 did not recur to the same extent in 2025 and lower(v) year-over-yeara occupancyweaker atAustralian certainand lodgesCanadian dollar relative to the U.S. dollar in Canada.2025 compared to 2024. These items were partially offset by increasedan activityincrease atin ourAustralia Civeorelated ownedto villagesthe Qantac Acquisition in the Australiansecond Bowenquarter Basinof 2025 and new business in our integrated services villages in Western Australia.Australia and Queensland and associated overhead costs. See below for further discussion of segment results of operations.
Cost of Sales and Services. Our consolidated cost of sales and services increased $2.4 million, or 0.4%, in 2024 compared to 2023. This increase was primarily due to increased occupancy at our Civeo owned villages in the Australian Bowen Basin and new business in our integrated services villages in Western Australia and the associated overhead costs. These items were partially offset by the decrease in cost of sales and services largely driven by reduced mobile asset activity from pipeline projects in Canada which were largely completed in 2023 and lower costs at certain lodges in Canada due to reduced occupancy. See below for further discussion of segment results of operations.
Selling, General and Administrative Expenses. SG&A expense increased $0.7$2.0 million, or 1%,3%, in 20242025 compared to 2023.2024. This increase was primarily due to higher compensation expense of $5.4 million, higher professional fees of $2.6$4.9 million anddue higherto shareholder activist related costs of $5.5 million in 2025 compared to 2024, partially offset by lower travel and entertainment costs of $0.9$1.1 million.million, Thedown increase38% inyear-of-year, compensationlower expenseoffice wasexpenses primarily due toof $1.1 million in severance costs related to the departure of our former Chief Financial Officer, other severance costs and increased staff and associated recruitment costs. These items were partially offset bymillion, lower incentive compensation costscost of $5.6 million, lower share-based compensation expense of $2.8$0.9 million and a weaker Australian and Canadian dollar relative to the U.S. dollar in 20242025 compared to 2023. The decrease in share-based compensation expense was primarily due to forfeitures, reduced performance share expense due to a lower probability of achieving performance criteria during 2024 compared to 2023 and changes in our share price during 2024 compared to 2023.2024.
Depreciation and Amortization Expense. Depreciation and amortization expense decreasedincreased $7.1$4.6 million, or 9%,7%, in 20242025 compared to 2023.2024. The decreaseincrease was primarily due to additional property, plant and equipment acquired through the Qantac Acquisition and shortening the lives on certain assets becoming fully depreciated in Canada, includingpartially theoffset McClelland Lake Lodge, in 2023 and lower depreciation and amortization expense due toby a weaker Australian and Canadian dollar relative to the U.S. dollar in 20242025 compared to 2023.2024 Theseand items were partially offset by higherreduced depreciation and amortization expense dueresulting tofrom additionalimpairments property, plant and equipment placedrecorded in service during 2024.
Impairment Expense. We recorded pre-tax impairment expense of $11.6 million in 2024 associated with long-lived assets in Australia, Canada and the U.S. We recorded pre-tax impairment expense of $1.4 million in 2023 associated with long-lived assets in Australia and the U.S.
Gain on Sale of McClelland Lake Lodge Assets, net. We recorded $5.7 million and $18.6 million in net gains associated with the sale of the McClelland Lake Lodge in 2024 and 2023, respectively.2024.
Operating Income. Operating income decreasedincreased $38.2$2.8 million, or 97%,209%, in 20242025 compared to 20232024 primarily due to reduced mobile assethigher activity levels in Australia in 2025 compared to 2024 and impairment expenses recorded in 2024. These items were partially offset by lower lodge occupancy in Canada, higher impairment expensesdepreciation and loweramortization expense and higher SG&A expense in 2025 compared to 2024. In addition, 2024 included a net gain on sale of McClelland Lake Lodge assets in 2024 compared to 2023. These items were partially offset by higher activity levels in Australia and lower depreciation and amortization expense in 2024 compared to 2023.assets.
Interest Expense, net. Net interest expense decreasedincreased $5.2$3.5 million, or 40%,45%, in 20242025 compared to 20232024, primarily related to lowerhigher average debt levelslevels, duringpartially 2024offset by lower interest rates on credit facility borrowings in 2025 compared to 2023, which decreased approximately 35%.2024.
Other Income. Consolidated other income decreased $13.4 million, or 96%, in 2024 compared to 2023. Other income in 2023 included $9.7 million in reimbursements associated with the dismantlement of the McClelland Lake Lodge. In addition, 2023 included gains related to the sale of our Acadian Acres accommodation assets in the U.S. and a gain on the settlement of asset retirement obligation in Canada. Other income in 2024 included $0.7 million in gains on sale of various assets in Canada and Australia.
Income Tax Expense. Our income tax expense for 20242025 totaled $12.5$13.6 million, or (210.4211.0)% of pretax loss, compared to an expense of $10.6$12.5 million, or 26.3%(210.4)% of pretax incomeloss for 2023.2024. Our effective tax rate for 2025 and 2024 was lower than the Canadian federal statutory rate of 15% primarily due to pre-tax losses in Canada and the U.S. with no corresponding tax benefit. Our effective tax rate for 2023 was higher than the Canadian federal statutory rate of 15%, primarily due to pre-tax income in Australia being taxed at the higher Australian income tax rate of 30%. Full valuation allowances are maintained against net deferred tax assets in both Canada and the U.S. In 2024,2025, the tax benefit in Canada and the U.S. was offset by an increase to the valuation allowance of $8.5 million and a deferred tax benefit in Australia was offset by an increase to the valuation allowance of $0.6$10.6 million. In 2023, tax expense in Canada and the U.S. was offset by a valuation allowance release of $1.7 million and $0.8 million, respectively.
Other Comprehensive Income (Loss). Other comprehensive income decreasedincreased $28.6$37.8 million in 20242025 compared to 20232024 primarily as a result of foreign currency translation adjustments due to changes in the CanadianAustralian and AustralianCanadian dollar exchange rates compared to the U.S. dollar. The Australian dollar exchange rate compared to the U.S. dollar increased 7.7% in 2025 compared to a 9.0% decrease in 2024. The Canadian dollar exchange rate compared to the U.S. dollar decreasedincreased 8.1%5.0% in 20242025 compared to aan 2.4%8.1% increasedecrease in 2023. The Australian dollar exchange rate compared to the U.S. dollar decreased 9.0% in 2024 compared to a 0.2% increase in 2023.2024.
(3)Average daily rate is based on billed rooms and accommodation andrevenue otherin servicesthe revenue.Company's owned villages.
Our Australian segment reported revenues in 2025 that were $33.3 million, or 8%, higher than in 2024. The weakening of the average exchange rate for the Australian dollar relative to the U.S. dollar by 2.3% in 2025 compared to 2024 resulted in a $10.5 million period-over-period decrease in revenues. On a constant currency basis, the Australian segment experienced a 10.3% period-over-period increase in revenues. Excluding the impact of the weaker Australian exchange rate, the increase in the Australian segment was driven by the Qantac Acquisition in the second quarter of 2025 and new business in our integrated services villages in Western Australia and Queensland.
Our Australian segment reported revenues in 2024 that were $90.2 million, or 27%, higher than in 2023. The increase in the Australian segment was driven by increased activity at our Civeo owned villages in the Bowen Basin and new business in our integrated services villages in Western Australia. Billed rooms in Civeo-owned villages were up 6.4% in 2024 due to increased activity in the Bowen Basin, Western Australia and Gunnedah Basin coupled with recent contract renewals and extensions.
Our Australian segment cost of sales and services increased $72.4$24.1 million, or 30%,8%, in 20242025 compared to 2023.2024. The weakening of the average exchange rate for the Australian dollar relative to the U.S. dollar by 2.3% in 2025 compared to 2024 resulted in a $7.7 million period-over-period decrease in cost of sales and services. Excluding the impact of the weaker Australian exchange rate, the increase in cost of sales and services in the Australian segment was largely driven by increased occupancy at our Civeo owned villages in the BowenQantac BasinAcquisition and new business in our integrated services villages in Western Australia and Queensland and the associated overhead costs.
Our Australian segment gross margin as a percentage of revenues decreasedincreased from 27.8% in 2023 to 26.1% in 2024.2024 to 26.3% in 2025. This decrease was primarily driven by an increased relative revenue contribution from our integrated services business, which has a service-onlyaccommodation business modelassociated with the Qantac Acquisition and therefore generates lower overall gross margins than our accommodation business. The reduced gross margin was partially offset by improved profitability across our integrated services villages in 2024.2025. Our accommodation business generates higher gross margins than our integrated services business which has a service-only business model.
(4)Average daily rate is based on billed rooms and accommodation andrevenue otherin servicesthe revenue.Company's owned lodges.
Our Canadian segment reported revenues in 20242025 that were $107.7$66.5 million, or 31%,27%, lower than 2023.2024. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 1.5%2.0% in 20242025 compared to 20232024 resulted in a $3.1$3.6 million period-over-period decrease in revenues. Excluding the impact of the weaker Canadian exchange rate, the revenue decrease was driven by (i) reduced mobile asset activity from pipeline projects which were largely completed in 2023, (ii) lower billed rooms at our oil sands lodgeslodges, duedown to29% year-over-year, as producers in the timingregion andremain extentfocused ofon maintenancereducing activityoperating by our customers,costs, (iii) reduced occupancy associated with the sale of the McClelland Lake Lodge and (ivii) reduced occupancy at our Sitka Lodge beginning in the third quarter of 2024 as the Kitimat LNG facility nearswas completion.nearing completion and subsequently commenced operations in the second quarter of 2025 and (iii) lower food service and other services revenue as client maintenance work in 2024 did not recur to the same extent in 2025.
Our Canadian segment cost of sales and services decreased $69.9$59.1 million, or 25%,29%, in 20242025 compared to 2023.2024. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 1.5%2.0% in 20242025 compared to 20232024 resulted in a $2.8$3.1 million period-over-period decrease in cost of sales and services. Excluding the impact of the weaker Canadian exchange rate, the decrease in cost of sales and services was largely driven by (i) lower costs at various lodges due to reduced occupancy levels, (ii) reduced costs at various lodges and reduced indirect costs as a result of various cost reduction measures implemented in late 2024 and early 2025, (iii) lower costs related to the reduced mobile asset activity from pipeline projects for which final costs were largely completedincurred in 2023the first six months of 2024 and lower(iv) reduced food service and other services costs atas variousclient lodgesmaintenance duework in 2024 did not recur to reducedthe occupancysame levels.extent in 2025.
Our Canadian segment gross margin as a percentage of revenues decreasedincreased from 21.5% in 2023 to 15.5% in 2024.2024 to 17.1% in 2025. This decrease was primarily driven by reducedfinal mobilecosts asset activity fromfor pipeline projects whichin were2024 largelythat completeddid not recur in 2023.2025 Inand addition,various margincost atreduction ourmeasures lodgesimplemented werein lowerlate due2024 toand reducedearly efficiencies2025 atimpacting lowerindirect occupancy levels.costs.
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 sharesshares, to pay dividends and for general working capital needs. 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 the future, capital may be required to move 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.
(1)As of December 31, 2025 and 2024, $5.3 million and $3.6 millionmillion, 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.
Cash totaling $83.5$22.3 million was provided by operations during 20242025 compared to $96.6$83.5 million provided by operations during 2023.2024. During 20242025 and 2023,2024, $28.9 million was used in working capital and $31.8 million was provided by working capital and $1.6 million was used in working capital, respectively. The year-over-year increase in cash providedused byin working capital in 20242025 compared to 20232024 is largely due to higher cash taxes paid in Australia in 2025 compared to 2024 and the collection of holdbacksreceivables in Canada related to the completion of mobile asset pipeline projects during 2024 comparedthat todid 2023,not recur in 2025. These items were partially offset by decreaseda decrease in cash used for accounts payable and accrualaccrued balances.liabilities during 2025 compared to 2024.
Cash used in investing activities during 20242025 totaled $14.9$90.1 million compared to cash used in investing activities during 20232024 of $14.5$14.9 million. The increase in cash used in investing activities was primarily due to the Qantac Acquisition and lower proceeds from the sale of property, plant and equipment, partially offset by lower capital expenditures. 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., 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. Capital expenditures totaled $26.1$20.2 million and $31.6$26.1 million during 20242025 and 2023,2024, 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 compared to $10.0 million in 2023.Australia.
Based 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, 20242025 and 20232024 (in millions):
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. Expansion lodge and village spending in 2024 was primarily related to costs associated with the customer-supported reactivation of our Buffalo Lodge in Canada and customer-funded infrastructure upgrades at three Australian villages. Expansion lodge and village spending in 2023 was largely related to customer-funded infrastructure upgrades at three Australian villages.
Mobile asset spending in 2023 was primarily related to an asset storage yard purchased in Canada.
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. Other maintenance and expansion spending in 2024 was primarily related to miscellaneous equipment and supplies to support the day-to-day operations at our accommodation and laundry facilities, purchases to support new contacts at our integrated services business in Australia and information technology infrastructure to support our business. 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.
Cash provided by financing activities during 2025 of $74.7 million was primarily due to net borrowings under our revolving credit facilities of $132.8 million primarily to fund the Qantac Acquisition and share repurchases, partially offset by (i) repurchases of our common shares of $53.6 million, (ii) dividend payments of $3.4 million, (iii) payments to settle tax obligations of $0.6 million and (iv) debt issuance costs of $0.4 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.
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 2023 of $86.8 million was primarily due to (i) net repayments under our revolving credit facilities of $37.8 million, (ii) repayments of term loan borrowings of $29.9 million, (iii) repurchases of our common shares of $11.6 million and (iv) dividend payments of $7.4 million.
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. 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. AcquisitionsSelectively havepursuing strategic organic and inorganic growth opportunities that fit with our current capital allocation priorities of returning capital to shareholders has been, and our management believes acquisitions will continue to be, an element of our long-term business strategy. The timing, size or success of any acquisitiongrowth effortopportunities and the associated potential capital commitments are unpredictable and uncertain. We may seek to fund all or part of any such efforts with proceeds from debt and/or equity issuances or may issue equity directly to the sellers. Our ability to obtain capital for additional projects to implement our growth strategy over the longer term will depend on our future operating performance, financial condition and, more broadly, on the availability of equity and debt financing. Capital availability will be affected by prevailing conditions in our industry, the global economy, the global financial markets and other factors, many of which are beyond our control. In addition, any additional debt service requirements we take on could be based on higher interest rates and shorter maturities and could impose a significant burden on our results of operations and financial condition, and the issuance of additional equity securities could result in significant dilution to shareholders.
What changed in the latest 10-Q
Risk Factors
In addition to information set forth in this Quarterly Report on Form 10-Q, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations", you should carefully read and consider “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2025, which contains descriptions of significant factors that may cause our future operating results to differ materially from those currently expected.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
New heading “Recent Developments and Market Trends”
New heading “Results of Operations – Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025”
New heading “Segment Results of Operations – Australian Segment”
New heading “Segment Results of Operations – Canadian Segment”
New heading “4.50% Convertible Senior Notes”
Largest changes
“Results of Operations – Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025”see in full comparison
From a macroeconomic standpoint, LNG demand has continued to grow, reinforcing the need for the global LNG industry to expand access to natural gas. Evolving government energy policies around the world have amplified support for cleaner energy supply, creating more opportunities for natural gas and LNG.see in full comparisonTheOngoing geopolitical conflictsbetween Russia and Ukraine and in the Middle Easthave reinforced the importance for secure natural gas supply globally, particularly in Europe. Accordingly, we expect additional investment in LNG supply will be needed to meet the resulting expected long-term LNG demand growth.
“Subsequent to June 30, 2026, we strengthened our liquidity through the issuance of $115.0 million aggregate principal amount of 4.50% Convertible Senior Notes due 2031 (the Convertible Notes) in a private placement, including the full exercise of the initial purchasers’ option to purchase an additional $15.0 million aggregate principal amount of Convertible Notes. We received approximately $110.8 million in net proceeds, of which approximately $22.3 million was used to repurchase 660,297 of our common shares. …”see in full comparison
Full comparison: every changed paragraph (75)
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. 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, inclusive of turnaround requirements, and the expectations of our customers' shareholders. As a result, demand for our hospitality services ismay be sensitive to expected commodity prices, principally related to metmetallurgical (metallurgicalmet) coal, oil, iron ore and liquefied natural gas (LNG), and the resultant impact of these commodity price expectations on our customers' spending. In addition to these historical demand drivers, there is increasing demand for our assets and services tied to data center constructionconstruction, electrification projects and associated infrastructure. This is principally occurring in the United States (U.S.) but could begin to occur in Australia and Canada as well. 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.
While prices for the commodities that our customers produce stabilized in late 2025 and strengthenedremained inelevated earlythrough the first half of 2026, there remains continued risk of future volatility, particularly in light of ongoing geopolitical tensions in the Middle East.East and continuing uncertainty surrounding global trade policy. The factors that could drive such volatility and underlying activity include the U.S. and Israeliongoing conflict withinvolving Iran, expectations for global macroeconomic stability and growth, inflationary pressures, higher interest rates, economic growth (or contraction) in China and resultant economic stimulus by the Chinese government, the impact of changes to global tariff and trade policies, actions taken by Organization of the Petroleum Exporting Countries Plus (OPEC+) to adjust oil production levels, other geopolitical events such as the ongoing conflicts in Russia and Ukraine, U.S. oil production levels and regulatory implications on such prices. In Canada, ongoing tensions between the U.SU.S. and Canadian governments regarding trade policy may spur Canadian infrastructure projects, including pipelines for LNG or oil, carbon capture installation for oil producing operations and mining for critical minerals.
Met Coal. In Australia, 86% of our Australian owned rooms are located in the Bowen Basin of Queensland, Australia and primarily serve met coal mines in that region. Met coal pricing and production growth in the Bowen Basin region is predominantly influenced by global steel production, which remained subdued throughout 2025 and into early 2026. ChinaChina, Japan, Brazil and JapanRussia experienced declines in steel production through the first three monthshalf of 2026, while India and the U.S. continue to see consistent positive growth through 2025 and into earlyin 2026. Global tariff developments and recession fears are weighing on current and near-term global steel production, while the ongoing conflict in the Middle East has contributed to further economic and trade uncertainty. While there has been no noticeable impact on met coal prices to date, input costs for producers are expected to increase, particularly due to higher diesel prices.
Global steel production decreased by 2.3%0.7% for the threesix months through MarchJune 2026 compared to the same period in 2025. As of AprilJuly 27, 2026, met coal spot prices were $228.50$219.60 per tonne.
Met coal prices strengthened in lateearly 2025, rising above $200 per tonne following a 12-month period of depressed prices which2026 fluctuated between $169$214 and $197$251 per tonne. In earlythe second quarter of 2026, prices continuedhave tostabilized increase,and reachingconsistently $250remained above $226 per tonne beforefor moderatingextended to a more stable level between $215 and $230 per tonneperiods as supply and demand conditions became more balanced.balanced, with prices rising in June closer to $245 per tonne.
Although met coal prices haveremain risenwell tosupported overabove $200 per tonne in latethe 2025,first producershalf continueof to2026, re-evaluatethere productionis levels withstill a heightened focus on cost management.management for producers which has carried over from 2025. The Middle East conflict has resulted in trade disruption, specifically the seaborne transport of oil and LNG through the Strait of Hormuz, increasing the price of oil, gasoline and diesel, putting further pressure on cost containment if fuel costs continue to stay elevated. In late 2025, several large and mid-tier met coal producers in Queensland, Australia reported makingannounced production cuts and workforce reductionsreductions. This activity continued to slow in responsethe tofirst marginhalf pressures.of 2026. While met coal prices have settled at a more profitable level in early 2026, additional met coal supply is expected to entercontinue entering the market from both Australia and the U.S. during 2026, which could place downward pressure on pricing towards $200$220 per tonne. These supply and demand dynamics may also be further impacted by ongoing geopolitical uncertainties, including global tariff developments and the conflict in the Middle East.
Iron Ore. Iron ore prices fluctuated between $92 and $107 through early 2026 before easing below $100 in late June, driven by softer steel demand and continued strong iron ore supply. While demand in China remained subdued amid slower construction activity and ongoing steel industry reforms, production from major exporters, including Australia and Brazil, remained strong throughout the first half of 2026. As a result, market sentiment remained cautious heading into the third quarter of 2026, with iron ore prices continuing to be influenced by the balance between global supply and steel demand.
Iron Ore. Iron ore prices have fluctuated between $97 and $111 through early 2026 and remained buoyant as steel mills replenished their iron ore stocks. Supply has remained strong, with continued production from Australia and Brazil in early 2026, consistent with trends observed in late 2025. Iron ore prices are expected to moderate with continued strong supply entering the market in 2026 and weaker steel demand.
WTI Crude. WTI crude prices increasedremained elevated during the firstsecond quarter of 2026,2026 primarilyas drivenoil bymarkets continued to react to geopolitical developments in the U.S.Middle and Israeli conflict with Iran,East, including theconcerns closure ofregarding the Straitsecurity of Hormuz, which has disrupted global oil supply.supply and shipping routes. In an effort to retain and recapture global market share, OPEC+ began reversing previously implemented production cuts at the beginning of the second quarter of 2025 and continuing throughout 2025, increasing production despite softer global demand for oil. After pausing increases in the first quarter of 2026, OPEC+ resumed unwinding previously implemented production cuts beginning induring the second quarter of 2026.
Current geopolitical conditions have increased volatility in the oil markets, making it more difficult to forecast spending and activity for our Canadian oil producers.customers.
WCS prices in the firstsecond quarter of 2026 averaged $57.16$73.05 per barrel compared to an average of $58.27$53.15 in the firstsecond quarter of 2025. The WCS Differential increased from an average of $12.50 per barrel at the end of the fourth quarter of 2025 to an average of $15.58$20.07 at the end of the firstsecond quarter of 2026. Further,Changes theto U.S.global administration implementedtariff and amendedtrade severalpolicies new tariffs during 2025. Continued implementation or expansion of tariffs onaffecting oil from Canada could have an adverse impact on our Canadian customers' profit margins, which may in turn reduce their spending on our accommodations and services. With near-term higher prices, Canadian oil sands customers are prioritizing production while focusing on capital discipline and reducing downtime, while continuing to strive for lower operating costs and lower headcount.
Recent Developments and Market Trends
Other
Qantac Acquisition. On May 6, 2025, we completed the Qantac Acquisition, which included four villages with 1,368 rooms in Australia’s Bowen Basin and the associated accommodation assets, land and customer contracts. See Note 5.5 - Asset Acquisition to the notes to the unaudited consolidated financial statements included in Item 1 of this quarterly report for further discussion.
Inflationary Pressures. Since 2023, price increases resulting from pandemic-related inflation and supply chain disruptions have, and are expected to continue to have, a negative impact on our labor, food and consumable costs, including fuel. Lingering inflation from the pandemic has recently been exacerbated by changes to global tariffs and trade policies. We are managing inflation risk with negotiated service scope changes and contractual protections. Although inflation resulting from global tariffs implemented or threatened by the U.S. administration, and the resulting retaliations by its trading partners, did not materially impact our cost structure in 2025 or intothe first half of 2026, concerns remain that inflationary pressures could return in the future.
The conflict with Iran and the resultingassociated closuredisruptions ofto shipping through the Strait of Hormuz has disruptedadversely affected seaborne trade, specifically the transportation of oil and LNG in the Middle East. Australia imports the majority of its oil and petroleum products, specificallyincluding gasoline and diesel. TheAs currenta result, continued disruption of trade through the Strait of HormuzHormuz, hasor a further escalation of the conflict, could materially increasedincrease gasoline and diesel prices in Australia, resultingcontribute into increased inflation expectations and increase the risk of higher fuel and transportation costs.
Labor Shortages. We continue to experience increased staff costs as a result of hospitality labor shortages in Australia. Australia’s labor market remains historically tight, with unemployment holding just above 4% and job mobility (movement of workers between different employers or businesses) at its lowest in 30 years.decades. A persistent overhang of vacancies continues to constrain recruitment, while government stimulus has disproportionately driven job growth in healthcare, aged care, education and public services. Regulated labor costs also remain high, with the Fair Work Commission decisions pushing wage increases well above Consumer Price Index changes, and statutory increases in superannuation, workers’ compensation and payroll tax are further inflating total labor costs. For hospitality, this combination of scarcelimited labor supply, competition from government-funded sectors and rising employment costs createscontinues sustainedto create pressure on staffing productivity and availability.
LNG. Our Sitka Lodge supports the LNG Canada (LNGC) project and related pipeline projects (specifically, the Coastal GasLink Pipeline, the pipeline constructed to transport natural gas feedstock to LNGC)., Constructionas activitywell ofas Cedar LNG. Phase 1 of the KitimatLNGC LNGfacility Facility has been completed andcommenced commercial operations commenced at the end ofin June 2025.2025 Theand the Coastal GasLink Pipeline was completed in 2024. As such, we continue to expect lower occupancy levels at our Sitka Lodge in the near-term until additional phases of the LNGC project are approved and commence, or further regional construction activity increases occupancy demand.
From a macroeconomic standpoint, LNG demand has continued to grow, reinforcing the need for the global LNG industry to expand access to natural gas. Evolving government energy policies around the world have amplified support for cleaner energy supply, creating more opportunities for natural gas and LNG. TheOngoing geopolitical conflicts between Russia and Ukraine and in the Middle East have reinforced the importance for secure natural gas supply globally, particularly in Europe. Accordingly, we expect additional investment in LNG supply will be needed to meet the resulting expected long-term LNG demand growth.
Unless otherwise indicated, discussion of results for the three and six months ended MarchJune 31,30, 2026, is based on a comparison to the corresponding period of 2025.
Results of Operations – Three Months Ended MarchJune 31,30, 2026 Compared to Three Months Ended MarchJune 31,30, 2025
We reported net loss attributable to Civeo for the quarter ended MarchJune 31,30, 2026 of $3.8$2.5 million,million or $0.34$0.23 per diluted share. Net loss included $1.0$1.5 million inrelated severance,to $0.5the resolution of a sales and occupancy tax matter, $0.1 million related to real estate rationalization efforts in Canada and $0.4$0.1 million of shareholder activist related costs.
We reported net loss attributable to Civeo for the quarter ended MarchJune 31,30, 2025 of $9.8$3.3 million, or $0.72$0.25 per diluted share. Net loss included $1.0$3.2 million of shareholder activist related costs and $0.5 million of cost saving initiatives in Canada related to severance and two lodge closures.
Revenues. Consolidated revenues increased $28.6$17.3 million, or 20%,11%, in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. This increase was primarily driven by (i) new integrated services business in Queensland and Canada, (ii) contributions in Australia from the Qantac Acquisition in the second quarter of 2025, (ii) new integrated services business in Queensland, (iii) higher billed rooms at our Canadian oil sands lodges and (iv) a stronger Australian and Canadian dollar relative to the U.S. dollar in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. TheThese Qantacincreases Acquisitionwere generatedpartially $7.5offset millionby ofreduced revenuesoccupancy at our legacy Bowen Basin villages in the first quarter of 2026.Queensland. See the discussion of segment results of operations below for further information.
Cost of Sales and Services. Our consolidated cost of sales and services increased $17.9$17.1 million, or 16%,14%, in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. This increase was primarily driven by (i) new integrated services business in Queensland and Canada, including the associated overhead costs, (ii) incremental costs in Australia associated with the Qantac Acquisition in the second quarter of 2025, (ii) new integrated services business in Queensland, including the associated overhead costs and (iii) higher costs in Canada due to increased occupancy levels andlevels, higher food and service costs.costs Inresulting addition,from inflation and higherincreased billed daysrepairs and maintenance expense in Canada and (iv) a stronger Australian and Canadian dollar relative to the U.S. dollar in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025 resulted in an increase in cost of sales and services.2025. These itemsincreases were partially offset by lower costs and reduced indirect costs at certain Canadian lodges andresulting lower indirect costs as a result offrom cost reduction measures implemented in early 2025. See the discussion of segment results of operations below for further information.
Selling, General and Administrative Expenses. Selling, general and administrative (SG&A) expenses increaseddecreased $1.9$0.1 million, or 10%,million in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. This increasedecrease was primarily driven by thea write-off$3.7 million reduction in professional fees, including $3.2 million of accountsshareholder receivableactivist related costs incurred in Australiathe duesecond quarter of 2025. This decrease was partially offset by $1.5 million related to customerthe insolvencyresolution of $0.8a millionsales and occupancy tax matter, higher share-based compensation expense of $0.7 million, largelyhigher duecompensation toexpense severanceof costs$0.5 incurredmillion in Canada. In addition,and a stronger Australian and Canadian dollar relative to the U.S. dollar in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. These items were partially offset by lower office expenses of $0.6 million in the first quarter of 2026 compared to the first quarter of 2025.
Depreciation and Amortization Expense. Depreciation and amortization expense increaseddecreased $1.1$1.5 million, or 6%,8%, in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. The increasedecrease was primarily due to certain assets becoming fully depreciated in Canada and Australia. This decrease was partially offset by additional depreciation on property, plant and equipment acquired throughin the Qantac Acquisition and a stronger Australian and Canadian dollar relative to the U.S. dollar in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025.
Operating Income (Expense). Consolidated operating income increased $8.6$2.3 million, or 157%,82%, in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025, primarily driven by the Qantac Acquisition in Australia, higher activity levels in CanadaAustralia and gross margin expansion in Canada resulting from cost cutting measures previously implemented. These items were partially offset by higherlower depreciation and amortization expenseexpenses in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025.
Interest Expense, net. Net interest expense increased by $2.1$1.6 million, or 134%,60%, in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025, primarily related to higher average debt levels, as a result of the Qantac Acquisition and increased share repurchases during 2025.
Income Tax Expense. Our income tax expense for the three months ended MarchJune 31,30, 2026 totaled $3.1$3.5 million, or (474.5)%349.7% of pretax loss,income, compared to an income tax expense of $3.1$3.6 million, or (45.7)%1222.4% of pretax loss,income, for the three months ended MarchJune 31,30, 2025. Our effective tax rate for the three months ended MarchJune 31,30, 2026 and 2025 was impacted by Canada and the U.S. being considered loss jurisdictions that were removed from the annual effective tax rate computation for purposes of computing the interim tax provision.
Other Comprehensive Income (Loss). Other comprehensive income increaseddecreased $3.8$10.3 million in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025, primarily as a result of foreign currency translation adjustments due to changes in the Australian and Canadian dollar exchange rates compared to the U.S. dollar. The Australian dollar exchange rate compared to the U.S. dollar increased 3.1%0.4% in the firstsecond quarter of 2026 compared to a 1%5% increase in the firstsecond quarter of 2025. The Canadian dollar exchange rate compared to the U.S. dollar decreased 2% in the firstsecond quarter of 2026 compared to a 0.1%5% increase in the firstsecond quarter of 2025.
Our Australian segment reported revenues in the firstsecond quarter of 2026 that were $19.4$12.8 million, or 19%,11%, higher than the firstsecond quarter of 2025. The strengthening of the average exchange rate for the Australian dollar relative to the U.S. dollar by 10.8% in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025 resulted in a $12.0$12.2 million period-over-period increase in revenues. On a constant currency basis, the Australian segment experienced a 7.1%0.5% period-over-period increase in revenues. Excluding the impact of the strengthening Australian exchange rate, the increase in the Australian segment was driven by new integrated services business in Queensland and the Qantac Acquisition in the second quarter of 20252025, andpartially newoffset integratedby servicesreduced businessoccupancy at our legacy Bowen Basin villages in Queensland.
Our Australian segment cost of sales and services increased $15.7$11.6 million, or 21%,14%, in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. The strengthening of the average exchange rate for the Australian dollar relative to the U.S. dollar by 10.8% in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025 resulted in a $9.0$9.2 million period-over-period increase in cost of sales and services. Excluding the impact of the strengthening Australian exchange rate, the increase in cost of sales and services in the Australian segment was largely driven by the Qantac Acquisition and new integrated services business in QueenslandQueensland, andincluding the associated overhead costs.
Our Australian segment gross margin as a percentage of revenues decreased to 24.8%25.0% in the firstsecond quarter of 2026 from 26.0%26.8% in the firstsecond quarter of 2025. This was primarily driven by reduced occupancyactivity at our Bowen Basin villages in QueenslandQueensland, reduced retail sales across our integrated services business and increased operating costs arising from challengesthe inongoing industry-wide shortageshortages of skilled labor. The reduced segment gross margin was also due to higher relative revenue contribution from our integrated services business, which has a service-only business model and generates lower overall gross margins than our accommodation business.
Our Canadian segment reported revenues in the firstsecond quarter of 2026 that were $9.3$4.5 million, or 23%,9%, higher than the firstsecond quarter of 2025. The strengthening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 4.6% in the first quarter of 2026 compared to the first quarter of 2025 resulted in a $2.2 million period-over-period increase in revenues. On a constant currency basis, the increase in the Canadian segment was driven by higher billed rooms at our oil sands lodges, up 17%2% year-over-year.year-over-year, and a new integrated services contract in Ontario in the second quarter of 2026. Producers in the region remain focused on reducing operating costs while also prioritizing maintaining and increasing oil production, resulting in additional personnel at site.
Our Canadian segment cost of sales and services increased $2.4$5.2 million, or 6%,13%, in the firstsecond quarter of 2026 compared to the firstsecond quarter of 2025. The strengthening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 4.6% in the first quarter of 2026 compared to the first quarter of 2025 resulted in a $1.8 million period-over-period increase in cost of sales and services. On a constant currency basis, the increase in cost of sales and services in the Canadian segment was largely driven by higher costs at various lodges due to increased occupancy levels andlevels, higher food and service costs asresulting afrom resultinflation, ofincreased inflationrepairs and maintenance expense and higher billedcosts days,associated with a new integrated services contract. These increases were partially offset by reducedlower costs at certain lodges and reduced indirect costs asresulting a result of variousfrom cost reduction measures implemented in early 2025.
Our Canadian segment gross margin as a percentage of revenues increaseddecreased from 6.8%22.0% in the firstsecond quarter of 2025 to 19.4%18.9% in the firstsecond quarter of 2026. This was primarily driven by operatingincreased startup costs associated with a new integrated services contract, higher inflation and increased repairs and maintenance expense, partially offset by efficiencies while operating with higherincreased occupancy as well as higher margins as a result of various cost reduction measures implemented in early 2025.levels.
Results of Operations – Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025
We reported net loss attributable to Civeo for the six months ended June 30, 2026 of $6.3 million, or $0.57 per diluted share. Net loss included $1.5 million related to the resolution of a sales and occupancy tax matter, $1.0 million in severance, $0.6 million related to real estate rationalization efforts in Canada and $0.5 million of shareholder activist related costs.
We reported net loss attributable to Civeo for the six months ended June 30, 2025 of $13.2 million, or $0.98 per diluted share. Net loss included $3.2 million of shareholder activist related costs and $1.4 million of cost saving initiatives in Canada related to severance and two lodge closures.
Revenues. Consolidated revenues increased $45.9 million, or 15%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This increase was primarily driven by (i) new integrated services business in Queensland and Canada, (ii) contributions in Australia from the Qantac Acquisition in the second quarter of 2025, (iii) higher billed rooms at our owned lodges in Canada and (iv) a stronger Australian and Canadian dollar relative to the U.S. dollar in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. These increases were partially offset by reduced occupancy at our legacy Bowen Basin villages in Queensland. See the discussion of segment results of operations below for further information.
Cost of Sales and Services. Our consolidated cost of sales and services increased $35.0 million, or 15%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This increase was primarily driven by (i) new integrated services business in Queensland and Canada, including the associated overhead costs, (ii) incremental costs in Australia associated with the Qantac Acquisition in the second quarter of 2025, (iii) increased occupancy levels, higher food and service costs resulting from inflation and increased repairs and maintenance expense in Canada and (iv) a stronger Australian and Canadian dollar relative to the U.S. dollar in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. These items were partially offset by lower costs at certain Canadian lodges and reduced indirect costs resulting from cost reduction measures implemented in early 2025. See the discussion of segment results of operations below for further information.
Selling, General and Administrative Expenses. Selling, general and administrative (SG&A) expenses increased $1.8 million, or 5%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This increase was primarily driven by $1.5 million related to the resolution of a sales and occupancy tax matter, higher compensation expense of $1.2 million, largely due to severance costs incurred in Canada, the write-off of accounts receivable in Australia due to customer insolvency of $0.8 million, higher share-based compensation expense of $0.7 million and a stronger Australian and Canadian dollar relative to the U.S. dollar in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. These increases were partially offset by a $3.7 million reduction in professional fees, including $3.2 million of shareholder activist related costs incurred in the six months ended June 30, 2025.
Depreciation and Amortization Expense. Depreciation and amortization expense decreased $0.4 million, or 1%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily due to certain assets becoming fully depreciated in Canada and Australia. This decrease was partially offset by additional depreciation on property, plant and equipment acquired in the Qantac Acquisition and a stronger Australian and Canadian dollar relative to the U.S. dollar in the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Operating Income (Expense). Consolidated operating income increased $10.9 million, or 402%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily driven by the Qantac Acquisition in Australia, higher activity levels in Canada and gross margin expansion in Canada resulting from cost cutting measures previously implemented.
Interest Expense, net. Net interest expense increased by $3.7 million, or 88%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily related to higher average debt levels, as a result of the Qantac Acquisition and increased share repurchases during 2025.
Income Tax Expense. Our income tax expense for the six months ended June 30, 2026 totaled $6.7 million, or 1926.6% of pretax income, compared to an income tax expense of $6.7 million or (103.5)% of pretax loss, for the six months ended June 30, 2025. Our effective tax rate for the six months ended June 30, 2026 and 2025 was impacted by Canada and the U.S. being considered loss jurisdictions that were removed from the annual effective tax rate computation for purposes of computing the interim tax provision.
Other Comprehensive Income (Loss). Other comprehensive income decreased $6.5 million in the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily as a result of foreign currency translation adjustments due to changes in the Australian and Canadian dollar exchange rates compared to the U.S. dollar. The Australian dollar exchange rate compared to the U.S. dollar increased 4% in the six months ended June 30, 2026 compared to a 6% increase in the six months ended June 30, 2025. The Canadian dollar exchange rate compared to the U.S. dollar decreased 4% in the six months ended June 30, 2026 compared to a 5% increase in the six months ended June 30, 2025.
Segment Results of Operations – Australian Segment
(1)Includes revenues related to village rooms and hospitality services for owned rooms for the periods presented.
(2)Includes revenues related to food services and other services, including facilities management for the periods presented.
(3)Average daily rate is based on billed rooms and accommodation revenue in our owned villages.
(4)Billed rooms represent total billed days for owned assets for the periods presented.
Our Australian segment reported revenues in the six months ended June 30, 2026 that were $32.1 million, or 15%, higher than the six months ended June 30, 2025. The strengthening of the average exchange rate for the Australian dollar relative to the U.S. dollar by 10.9% in the six months ended June 30, 2026 compared to the six months ended June 30, 2025 resulted in a $24.2 million period-over-period increase in revenues. On a constant currency basis, the Australian segment experienced a 3.7% period-over-period increase in revenues. Excluding the impact of the strengthening Australian exchange rate, the increase in the Australian segment was driven by the new integrated services business in Queensland and the Qantac Acquisition in the second quarter of 2025, partially offset by reduced occupancy at our legacy Bowen Basin villages in Queensland.
Our Australian segment cost of sales and services increased $27.4 million, or 17%, in the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The strengthening of the average exchange rate for the Australian dollar relative to the U.S. dollar by 10.9% in the six months ended June 30, 2026 compared to the six months ended June 30, 2025 resulted in a $18.2 million period-over-period increase in cost of sales and services. Excluding the impact of the strengthening Australian exchange rate, the increase in cost of sales and services in the Australian segment was largely driven by the Qantac Acquisition and new integrated services business in Queensland, including the associated overhead costs.
Our Australian segment gross margin as a percentage of revenues decreased to 24.9% in the six months ended June 30, 2026 from 26.4% in the six months ended June 30, 2025. This was primarily driven by reduced activity at our Bowen Basin villages in Queensland, reduced retail sales across our integrated services business and increased operating costs arising from the ongoing industry-wide shortages of skilled labor. The reduced segment gross margin was also due to higher relative revenue contribution from our integrated services business, which has a service-only business model and generates lower overall gross margins than our accommodation business.
Segment Results of Operations – Canadian Segment
(1)Includes revenues related to lodge rooms and hospitality services for owned rooms for the periods presented.
(2)Includes revenues related to mobile assets for the periods presented.
(3)Includes revenues related to food services, laundry and water and wastewater treatment services for the periods presented.
CVEO insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-08-19 | Fraser Andrew |
Option exercise | 6,657 | — | — |
| 2026-08-19 | Fraser Andrew |
Disposition to issuer | 6,657 | $33.94 | $225.9K |
| 2026-05-27 | Navarre Richard A |
Grant/award | 1,232 | — | — |
| 2026-05-27 | Navarre Richard A |
Grant/award | 3,624 | — | — |
| 2026-05-27 | Blankenship C Ronald |
Grant/award | 3,624 | — | — |
| 2026-05-27 | Scofield Jeffrey |
Grant/award | 3,624 | — | — |
| 2026-05-27 | Silvers Daniel B. |
Grant/award | 3,624 | — | — |
| 2026-05-27 | Wall Timothy O |
Grant/award | 3,624 | — | — |
| 2026-05-27 | Lambert Martin |
Grant/award | 3,624 | — | — |
| 2026-05-27 | Moore Constance B |
Grant/award | 3,624 | — | — |
| 2026-05-27 | Montelongo Michael |
Grant/award | 3,624 | — | — |
Well-known investors holding CVEO (13F)
None of the 59 investors we track reported a position in their latest 13F.