What the changes say
- Middle East military conflicts and regional lab operations directly threaten personnel and business continuity.
- Tariffs on steel, electronic components, and laboratory equipment threaten input costs and margins.
- New climate regulations and sustainability pressures could reduce customer demand for oilfield services.
What changed since the prior 10-K
New
- New
Conditions in the Middle East, including current uncertainty and instability resulting from the conflict between the United States, Israel and Iran, as well as other regional hostilities could adversely affect our business
Military conflicts and air strikes involving the US, Israel, and Iran threaten our laboratories and personnel across the Middle East.
- New
Tariffs and other trade measures could adversely affect our business, results of operations, financial position and cash flows
U.S. tariffs on imported steel, electronics, and lab equipment could increase input costs that we may not pass on to customers.
- New
areas in which our clients’ oil and natural gas production may occur and reduce demand for our services, which may adversely affect our business and results of operations
Environmental regulations and GHG emissions limits on oil and gas production may reduce demand for our reservoir laboratory services.
- New
Increasing attention to sustainability and corporate responsibility matters may impact our business
Expanding sustainability regulations and climate disclosure mandates could limit fossil fuel production and reduce our service demand.
- New
Our ability to maintain effective internal controls over financial reporting may be insufficient to allow us to accurately report our financial results or prevent fraud, and this could cause our financial statements to become materially misleading and adversely affect the trading price of our common stock
Deficiencies in our internal controls over financial reporting could lead to inaccurate financial statements and hurt our stock price.
Dropped
- Dropped
significant currency control measures aimed at restricting the outflow of foreign currency and capital from Russia, imposed various restrictions on transacting with non-Russian parties, banned exports of various products and other economic and financial restrictions
- Dropped
“ABA”) could restrict our ability to do business in foreign markets relative to our competitors who are not subject to these laws
- Dropped
actors are increasingly using techniques designed to circumvent controls, avoid detection, and delete or obfuscate forensic evidence
- Dropped
areas where we or our clients conduct operations, could result in our or our clients’ incurring significant additional expense and operating restrictions
- Dropped
Increasing attention to environmental, social and governance (“ESG”) matters may impact our business
Reworded
- 88% rewritten
See Part I, Item 1. Business, “Environment and Climate” and “Occupational Safety and Health Regulations” for further discussion on environmental and worker safety and health matters
Added a cross-reference to Part I, Item 1 for environmental and worker safety regulations.
- 76% rewritten
Our operations may be adversely affected by sanctions, export controls, and similar measures targeting Russia and other countries and territories as well as other responses to Russia’s military conflict in Ukraine
Updated Russia-Ukraine conflict and sanctions details, removing specific mentions of SWIFT banking removal.
- 75% rewritten
We are subject to cyber security risks. A cyber incident could occur and result in information theft, data corruption, operational disruption and/or financial loss
Removed mention of inability to investigate or remediate cyber incidents from the cybersecurity risk.
- 73% rewritten
Our results of operations may be significantly affected by foreign currency exchange rate risk
Combined foreign currency exchange rate risk with anti-corruption compliance restrictions in foreign markets.
- 68% rewritten
availability of materials and equipment from key suppliers
Added specific mention of geologic risk and dry holes in oil and gas exploration.
- 59% rewritten
Any cost reduction initiatives that Core Lab undertakes may not deliver the results it expects, and these actions may adversely affect its business
Clarified that cost controls may not closely correlate with reduced operating activity and updated service deployment phrasing.
- 41% rewritten
geopolitical conflicts in the countries or regions we operate in, including the Russia-Ukraine and Middle East conflicts
Updated geopolitical risk to highlight the escalation of military conflict in the Middle East.
- 40% rewritten
If we are not able to develop or acquire new services or products or our services and products become technologically obsolete, our results of operations may be adversely affected
Added a specific focus on artificial intelligence, machine learning, and generative AI technology advancements.
- 39% rewritten
Legislative and regulatory initiatives relating to oil and gas development and the potential for related litigation could result in increased costs and additional operating restrictions or delays for our clients, which could reduce demand for our products or services
- 39% rewritten
During the year ended December 31, 2025, revenue attributable to the Company’s Ukraine operations and assets located in Ukraine, were immaterial to the Company’s total revenue and total assets
Was: During the year ended December 31, 2024, revenue attributable to the Company’s Ukraine operations and assets located in Ukraine, were immaterial to the Company’s total revenue and total assets
- 29% rewritten
Downturns in the oil and gas industry, or in the oilfield services business, or lower success rates of our clients’ exploration and drilling efforts, may have a material adverse effect on our financial condition or results of operations
Was: Downturns in the oil and gas industry, or in the oilfield services business, may have a material adverse effect on our financial condition or results of operations
- 28% rewritten
We are subject to a variety of stringent governmental laws and regulations, both in the United States and foreign countries, pertaining to protection of the environment, and occupational health and safety
All 28 risk factors
Headings as the filing states them, in filing order.
Other
- 01Any cost reduction initiatives that Core Lab undertakes may not deliver the results it expects, and these actions may adversely affect its business59% rewritten
- 02Downturns in the oil and gas industry, or in the oilfield services business, or lower success rates of our clients’ exploration and drilling efforts, may have a material adverse effect on our financial condition or results of operations29% rewritten
- 03availability of materials and equipment from key suppliers68% rewritten
- 04Conditions in the Middle East, including current uncertainty and instability resulting from the conflict between the United States, Israel and Iran, as well as other regional hostilities could adversely affect our businessNew
- 05Changes in macro-economic factors impacting the oil and gas industry may negatively affect our ability to accurately predict client demand, which could cause us to hold excess or obsolete inventory and experience a reduction in gross margins and financial results
- 06We depend on the results of our international operations, which expose us to risks inherent in doing business abroad
- 07geopolitical conflicts in the countries or regions we operate in, including the Russia-Ukraine and Middle East conflicts41% rewritten
- 08Our operations may be adversely affected by sanctions, export controls, and similar measures targeting Russia and other countries and territories as well as other responses to Russia’s military conflict in Ukraine76% rewritten
- 09During the year ended December 31, 2025, revenue attributable to the Company’s Ukraine operations and assets located in Ukraine, were immaterial to the Company’s total revenue and total assets39% rewritten
- 10Tariffs and other trade measures could adversely affect our business, results of operations, financial position and cash flowsNew
- 11Our results of operations may be significantly affected by foreign currency exchange rate risk73% rewritten
- 12If we are not able to develop or acquire new services or products or our services and products become technologically obsolete, our results of operations may be adversely affected40% rewritten
- 13If we are unable to obtain patents, licenses and other intellectual property rights covering our services and products, our operating results may be adversely affected
- 14We are subject to cyber security risks. A cyber incident could occur and result in information theft, data corruption, operational disruption and/or financial loss75% rewritten
- 15We are subject to the risk of supplier concentration
- 16There are risks relating to our acquisition strategy. If we are unable to successfully integrate and manage businesses that we have acquired and any businesses acquired in the future, our results of operations and financial condition could be adversely affected
- 17difficulties involved in combining disparate company cultures and facilities
- 18We may be unable to attract and retain skilled and technically knowledgeable employees, which could adversely affect our business
- 19We require a significant amount of cash to service our indebtedness, make capital expenditures, fund our working capital requirements and pay our dividend, and our ability to generate cash may depend on factors beyond our control
- 20We are subject to a variety of stringent governmental laws and regulations, both in the United States and foreign countries, pertaining to protection of the environment, and occupational health and safety28% rewritten
- 21Legislative and regulatory initiatives relating to oil and gas development and the potential for related litigation could result in increased costs and additional operating restrictions or delays for our clients, which could reduce demand for our products or services39% rewritten
- 22See Part I, Item 1. Business, “Environment and Climate” and “Occupational Safety and Health Regulations” for further discussion on environmental and worker safety and health matters88% rewritten
- 23areas in which our clients’ oil and natural gas production may occur and reduce demand for our services, which may adversely affect our business and results of operationsNew
- 24Increasing attention to sustainability and corporate responsibility matters may impact our businessNew
- 25We are subject to the physical effects of climate change, which may adversely affect our business and results of operations
- 26Provisions in our certificate of incorporation, bylaws and Delaware law may discourage a takeover attempt even if a takeover might be beneficial to our stockholders
- 27Our ability to maintain effective internal controls over financial reporting may be insufficient to allow us to accurately report our financial results or prevent fraud, and this could cause our financial statements to become materially misleading and adversely affect the trading price of our common stockNew
- 28The expected benefits of the Redomestication Transaction may not be realized
Other Core Laboratories 10-Ks
- FY2024 10-K risk factors28 risks
Core Laboratories faces major cyclical risks from oil and gas industry downturns and international operations across over fifty countries. Operations are heavily exposed to geopolitical conflicts, stringent environmental regulations, climate change initiatives, and cybersecurity threats.
Filed Feb 13, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.