What the changes say
- Acquisitions like EnLink expand business scale and integration complexity.
- ESG scrutiny and GHG emission regulations threaten hydrocarbon demand and capital access.
- Cybersecurity threats and potential terrorist attacks target critical pipeline infrastructure.
What changed since the prior 10-K
New
- New
Scrutiny and conflicting stakeholder expectations regarding ESG issues, including climate change, may impact our business
Stakeholder ESG scrutiny and climate change policies may reduce hydrocarbon demand and increase capital costs or legal investigations.
- New
Although ONEOK Partners, the Intermediate Partnership, Magellan, EnLink and EnLink Partners have guaranteed our debt securities, the guarantees are subject to release under certain circumstances, and we have subsidiaries that are not guarantors
Debt guarantees from subsidiaries are subject to release, subordinating our debt securities to claims of non-guarantor subsidiary creditors.
Dropped
- Dropped
Increasing attention to ESG issues, including climate change, may impact our business
- Dropped
The right to receive payments on our outstanding debt securities and subsidiary guarantees is unsecured and will be effectively subordinated to any future secured indebtedness as well as to any existing and future indebtedness of our subsidiaries that do not guarantee the senior notes
- Dropped
We may be unable to integrate the businesses of EnLink and Medallion successfully or realize the anticipated benefits of the EnLink Acquisitions and the Medallion Acquisition (collectively, the “Recent Acquisitions”)
Reworded
- 44% rewritten
Our operating results may be adversely affected by unfavorable economic and market conditions
Was: Our operating results may be affected adversely by unfavorable economic and market conditions
- 38% rewritten
Our future results following any potential future transactions will suffer if we do not effectively manage our expanded operations
Added completed 2025 acquisitions including the EnLink Acquisition, Delaware Basin JV Acquisition, and BridgeTex Additional Interest Acquisition.
Was: Our future results following the closing of the Recent Acquisitions and any potential future transactions will suffer if we do not effectively manage our expanded operations
- 37% rewritten
We may face significant costs to comply with the regulation of GHG emissions
Added expectation of future federal, state, and regional legislation requiring GHG emission limits, fee payments, or allowance purchases.
- 32% rewritten
We face competition for supply and, as a result, we may have significant levels of excess capacity on our pipeline, processing, fractionation, terminal and storage assets
- 31% rewritten
Our liquids blending activities subject us to federal regulations that govern renewable fuel requirements in the U.S
Specified RINs under the Renewable Fuel Standard Program and added potential cost volatility.
- 24% rewritten
An event of default may require us to offer to repurchase or repay certain of our and ONEOK Partners’ senior notes or may impair our ability to access capital
Was: An event of default may require us to offer to repurchase certain of our and ONEOK Partners’ senior notes or may impair our ability to access capital
- 21% rewritten
The cost of providing pension and postretirement health care benefits to eligible employees and qualified retirees is subject to changes in pension fund values and changing demographics and may increase
- 21% rewritten
Terrorist attacks, including cyber sabotage, aimed at our facilities could adversely affect our business, results of operations, financial position and cash flows
Removed the specific May 2021 colonial pipeline ransomware attack example and added potential environmental repercussions from terrorist acts.
Was: Terrorist attacks, including cyber sabotage, aimed at our facilities could affect adversely our business, results of operations, financial position and cash flows
- 20% rewritten
Increased regulation of exploration and production activities, including hydraulic fracturing, well setbacks and disposal of wastewater, could result in reductions or delays in drilling and completing new crude oil and natural gas wells
All 40 risk factors
Headings as the filing states them, in filing order.
Other
- 01If the level of drilling in the regions in which we operate declines substantially near our assets, our volumes and revenues could decline
- 02Our operating results may be adversely affected by unfavorable economic and market conditions44% rewritten
- 03The volatility of natural gas, NGL, Refined Products and crude oil prices could adversely affect our earnings and cash flows
- 04Reduced volatility in energy prices or new government regulations could discourage our storage customers from holding positions in Refined Products, crude oil and natural gas, which could adversely affect our business
- 05We depend on producers, gathering systems, refineries and pipelines owned and operated by others to supply our assets, and any closures, interruptions or reduced activity levels at these facilities may adversely affect our business, results of operations, financial position and cash flows
- 06Our operations are subject to operational hazards and unforeseen interruptions, which could adversely affect our business and for which we may not be adequately insured
- 07Continued development of supply sources outside of our operating regions could impact demand for our services
- 08A breach of information security, including a cybersecurity attack, or failure of one or more key information technology or operational systems, or those of third parties, may adversely affect our operations, financial results or reputation
- 09Terrorist attacks, including cyber sabotage, aimed at our facilities could adversely affect our business, results of operations, financial position and cash flows21% rewritten
- 10Scrutiny and conflicting stakeholder expectations regarding ESG issues, including climate change, may impact our businessNew
- 11We may be subject to risks associated with the physical impacts of climate change
- 12Growing our business by constructing new pipelines and facilities or making modifications to our existing facilities subjects us to construction risk and supply risks, should adequate natural gas, NGL, Refined Products and crude oil supply be unavailable upon completion of the facilities
- 13Estimates of hydrocarbon reserves may be inaccurate, which could result in lower than anticipated volumes
- 14We do not own all of the land on which our pipelines and facilities are located, and we lease certain facilities and equipment, which could disrupt our operations
- 15Measurement adjustments on our pipeline systems may be impacted materially by changes in estimation, type of commodity and other factors
- 16We face competition for supply and, as a result, we may have significant levels of excess capacity on our pipeline, processing, fractionation, terminal and storage assets32% rewritten
- 17Many of our assets have been in service for several decades
- 18Our operating cash flows are derived partially from cash distributions we receive from our unconsolidated affiliates
- 19We may be unable to cause our joint ventures to take or not to take certain actions unless some or all of our joint-venture participants agree
- 20We do not operate all of our joint-venture assets nor do we employ directly all of the persons responsible for providing administrative, operating and management services. This reliance on others to operate joint-venture assets and to provide other services could adversely affect our business and results of operations
- 21Our ability to use net operating losses and certain other tax attributes to offset future taxable income may be limited
- 22Our business is subject to regulatory oversight and potential penalties
- 23Rate regulation, challenges by shippers of the rates we charge for transportation on our pipelines or changes in the jurisdictional characterization of our assets or activities by federal, state or local regulatory agencies may reduce the amount of cash we generate
- 24Increased regulation of exploration and production activities, including hydraulic fracturing, well setbacks and disposal of wastewater, could result in reductions or delays in drilling and completing new crude oil and natural gas wells20% rewritten
- 25Our liquids blending activities subject us to federal regulations that govern renewable fuel requirements in the U.S31% rewritten
- 26We may face significant costs to comply with the regulation of GHG emissions37% rewritten
- 27Changes in interest rates could adversely affect our business
- 28Any reduction in our credit ratings could adversely affect our business, results of operations, financial position and cash flows
- 29Our indebtedness and guarantee obligations could impair our financial condition and our ability to fulfill our obligations
- 30An event of default may require us to offer to repurchase or repay certain of our and ONEOK Partners’ senior notes or may impair our ability to access capital24% rewritten
- 31Although ONEOK Partners, the Intermediate Partnership, Magellan, EnLink and EnLink Partners have guaranteed our debt securities, the guarantees are subject to release under certain circumstances, and we have subsidiaries that are not guarantorsNew
- 32A court may use fraudulent conveyance considerations to avoid or subordinate the cross guarantees of our and ONEOK Partners’ indebtedness
- 33Mergers, acquisitions and other significant transactions that appear to be accretive may nevertheless reduce our cash from operations on a per-share basis
- 34Our future results following any potential future transactions will suffer if we do not effectively manage our expanded operations38% rewritten
- 35Holders of our common stock may receive dividends that vary from anticipated amounts, or no dividends at all
- 36We are exposed to the credit risk of our customers or counterparties, and our credit risk management may not be adequate to protect against such risk
- 37Our employees or directors may engage in misconduct or other improper activities, including noncompliance with regulatory standards and requirements
- 38An impairment of goodwill, long-lived assets, including intangible assets, and equity-method investments could reduce our earnings
- 39The cost of providing pension and postretirement health care benefits to eligible employees and qualified retirees is subject to changes in pension fund values and changing demographics and may increase21% rewritten
- 40If we fail to maintain an effective system of internal controls, we may not be able to report accurately our financial results or prevent fraud. As a result, current and potential holders of our equity and debt securities could lose confidence in our financial reporting
Other Oneok 10-Ks
- FY2024 10-K risk factors41 risks
This filing has no prior year. Its risk profile is dominated by commodity price volatility, pipeline operational hazards, and integration risks from recent acquisitions like EnLink and Medallion.
Filed Feb 25, 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.