Vivakor (VIVK) FY2025 10-K Risk Factors: 21 New, 22 Dropped

What the changes say

Vivakor faces heavy operational dependence on local oil and gas exploration and production activity, particularly in the Permian and Eagle Ford Basins.

What changed since the prior 10-K

New

NewRisks Related to Our Company
Our business is substantially dependent on oil and natural gas exploration, development, and production activity
Our revenue depends heavily on ongoing oil and gas exploration and production activity near our facilities.
NewRisks Related to Our Company
Any reduction or delay in such development activity could reduce throughput, limit utilization of our assets, and adversely affect our revenues and results of operations
A significant portion of our revenue is derived from Jorgan Development, LLC, controlled by our CEO James Ballengee.
NewRisks Related to Our Company
Our revenues are sensitive to fluctuations in oil and natural gas prices
Our revenues and results of operations are sensitive to volatile fluctuations in oil and natural gas market prices.
NewRisks Related to Our Company
Because we rely on a limited number of key employees who are instrumental to our ability to conduct and grow our business, the loss of any of these individuals could materially and adversely affect our ability to successfully operate and expand our business
The loss of key personnel, including CEO James Ballengee and CFO Kimberly Hawley, could harm our business.
NewRisks Related to Our Company
We may have difficulty raising additional capital when needed, and any such financing could result in dilution to existing stockholders or the issuance of securities with rights, preferences, or privileges that are senior to those of our common stock, which could materially and adversely affect existing stockholders
We may struggle to raise additional capital, which could dilute existing stockholders or result in senior securities.
NewRisks Related to Our Company
We have identified material weaknesses in our internal control over financial reporting, and any failure of these controls could prevent accurate financial reporting or fraud prevention and materially undermine investor confidence in our common stock
We identified material weaknesses in our internal controls related to segregation of duties and financial reporting.
NewRisks Related to Our Company
We are taking steps to address these material weaknesses, including hiring additional personnel and strengthening our financial reporting processes. However, there can be no assurance that material weaknesses will not occur in the future
If new material weaknesses occur, we may face delayed filings, regulatory investigations, litigation, or stock price drops.
NewRisks Related to Our Company
Because we are required to obtain and maintain a variety of permits to operate our business, failure to successfully obtain or maintain such permits could materially and adversely affect our operations
Failure to obtain and maintain necessary operating permits could delay or disrupt our operations.
NewRisks Related to Our Company
Because we and our customers are subject to numerous domestic and international governmental regulations, our continued success depends on our ability to comply with these requirements
Government regulations regarding environmental protection and tax may increase our compliance costs and restrict operations.
NewRisks Related to Our Company
If we are unable to begin operations with our RPCs and remediation services, or if delays or other risks inherent in early-stage operations occur, we could incur substantial losses
Early-stage remediation and RPC operations carry risks of delays, equipment malfunction, and substantial losses.
NewRisks Related to Our Company
Our business involves litigation risk, and we are currently involved in litigation that may impact our business
Our crude oil transportation and marketing business involves a substantial risk of material litigation.
NewRisks Related to Our Company
The lands on which we conduct our business operations must be properly zoned for our services. If they aren’t then it could impact our business
Failure to comply with zoning and land use regulations could force us to relocate facilities or limit operations.
NewRisks Related to Our Company
Business operations could be materially affected if key components are unavailable or supplier production is delayed
NewRisks Related to Our Company
Any shortage of skilled labor or inability to secure qualified third-party contractors could materially disrupt our operations and adversely affect our business
NewRisks Related to Our Company
Future acquisitions may fail, be costly, or difficult to integrate, which could materially harm our business and stock value
NewRisks Related to Our Company
Our ability to grow and execute our core business operations may be limited
NewRisks Related to Our Company
The conflict in Iran, which escalated sharply in late February 2026, has caused uncertainty in the energy markets
NewRisks Related to our Common Stock
Our Common Stock may be affected by limited trading volume and our share price may be volatile, which could adversely impact the value of our Common Stock
NewRisks Related to our Common Stock
This Annual Report contains forward-looking statements that are based on our current expectations, estimates and projections but are not guarantees of future performance and are subject to risks and uncertainties
NewRisks Related to our Common Stock
If our shares become subject to the penny stock rules, it would become more difficult to trade our shares
NewRisks Related to our Common Stock
Conversion of our outstanding convertible notes could result in substantial dilution to existing stockholders and depress the market price of our common stock

Dropped

DroppedRisks Related to Our Company
Technological advancements in connection with alternatives to hydraulic fracturing could decrease the demand for our produced water sales and the Endeavor Entities’ produced water transportation and handling operations
DroppedRisks Related to Our Company
Our RPC services will be at an early operational stage after operations commence, and the success of these services is subject to the substantial risks inherent in the establishment of a new business venture
DroppedRisks Related to Our Company
We rely upon a few, select key employees who are instrumental in our ability to conduct and grow our business. In the event any of those key employees would no longer be affiliated with the Company, it may have a material detrimental impact as to our ability to successfully operate our business
Alternative hydraulic fracturing techniques could reduce demand for produced water sales and handling.
DroppedRisks Related to Our Company
We may have difficulty raising additional capital, which could deprive us of necessary resources, and you may experience dilution or subordinate stockholder rights, preferences and privileges as a result of our financing efforts
RPC services will be at an early operational stage focusing on soil remediation and hydrocarbon extraction.
DroppedRisks Related to Our Company
Our business plan includes operating internationally, which subjects us to a number of risks
DroppedRisks Related to Our Company
We require a variety of permits to operate our business. If we are not successful in obtaining and/or maintaining those permits it will adversely impact our operations
DroppedRisks Related to Our Company
We, and our customers and prospective customers, are subject to numerous governmental regulations, both domestically and internationally. In order to operate successfully we must be able to comply with these regulations
We rely on select key employees to conduct and grow our business.
DroppedRisks Related to Our Company
In the event we are not able to successfully set up and/or refurbish our RPCs located in Kuwait or obtain a contract for remediation services in the area to be able to operate we could incur substantial losses from those operations and in then having to potentially move the RPCs to another location due to those losses
Raising additional capital may be difficult and cause dilution or subordinate stockholder rights.
DroppedRisks Related to Our Company
The current Israeli/Hamas conflict could impact our ability to operate in the Middle East in the future
DroppedRisks Related to Our Company
Because a significant portion of our future revenue growth is expected to be derived from WC White Claw, any development that materially and adversely affects their business, operations or financial condition could have a material adverse impact on us
International operations such as Middle East projects subject us to multiple conflicting laws.
DroppedRisks Related to Our Company
When operational, our RPCs depend on our ability to manufacture various pieces of equipment, many of which are quite large. Any disruption in our manufacturing ability will adversely affect our business and operations
DroppedRisks Related to Our Company
Our ability to get key components to build or repair our equipment is crucial to our ability to manufacture our plants and produce our products. These components are supplied by certain third-party manufacturers, and we may be unable to acquire necessary amounts of key components at competitive prices
DroppedRisks Related to Our Company
Any shortage of skilled labor would have a detrimental impact on our ability to provide our products and services
DroppedRisks Related to Our Company
We rely on third party contractors for some of our operations. If we are unable to find quality contractors, it would severely impact our business
DroppedRisks Related to Our Company
We may not be able to identify, negotiate, finance or close future acquisitions
DroppedRisks Related to Our Company
We may not be able to properly manage multiple businesses
Inability to obtain and maintain operating permits will adversely impact operations.
DroppedRisks Related to Our Company
We may not be able to successfully integrate new acquisitions
DroppedRisks Related to Our Company
Our acquisitions of businesses may be extremely risky, and we could lose all of our investments
We must comply with domestic and international government regulations to operate successfully.
DroppedRisks Related to Our Company
Future acquisitions may fail to perform as expected
DroppedRisks Related to Our Company
Competition may result in overpaying for acquisitions
DroppedRisks Related to Our Company
The Merger Agreement we entered into with Empire is subject to numerous closing conditions and may not close as structured, or at all
Defaulting on our $58,000 monthly Maxus lease obligation could cause substantial losses.
DroppedRisks Related to Our Company
Compliance with these additional regulatory burdens would require additional expense for which we have not allotted
The Israeli-Hamas conflict could impact our ability to operate Kuwait RPCs.

Reworded

100% rewrittenRisks Related to Our Company
Low oil prices may substantially impact our ability to generate revenues
Added specific industry hazards like equipment failures, vehicle accidents, and oil spills to the commodity price volatility risk.
100% rewrittenRisks Related to Our Company
We will continue to be subject to competition in our business segments
Expanded competitive threats to include specific rivals in transportation, terminaling, trading, and remediation segments.
Was: We will continue to be subject to competition in both of our business segments
100% rewrittenRisks Related to Our Company
We currently depend, and are likely to continue to depend, on a limited number of customers for a significant portion of our revenues related to our operations
Disclosed that 23% of 2025 revenue came from a major related-party customer and noted lack of minimum volume commitments.
99% rewrittenRisks Related to Our Company
Our operations are subject to unforeseen interruptions and hazards inherent in the oil and gas industry, for which we may not be adequately insured and which could cause us to lose customers and substantial revenue
Shifted focus to insurance policy sub-limits, exclusions, and potential inadequacy to cover all potential losses.
98% rewrittenRisks Related to Our Company
A substantial portion of our operating assets are located in the Permian and Eagle Ford Basins, making us vulnerable to risks associated with geographic concentration in two geographic areas
Added text highlighting heavy competition and prospective customer advantages in the Permian and Eagle Ford Basins.
95% rewrittenRisks Related to Our Company
We may be subject to liability if our equipment, facilities, and assets do not perform as expected
Expanded equipment failure liabilities to explicitly include pollution, personal injury, death, and property damage.
Was: We may be subject to liability if our equipment does not perform as expected
95% rewrittenRisks Related to Our Company
Our construction of new facilities and infrastructure and successful execution upon our growth plans is subject to regulatory, construction, supply chain and other risks common in the development and operation of facilities and other infrastructure
Added risks that technical difficulties during construction may reduce facility capacity or shorten asset useful life.
93% rewrittenRisks Related to Our Company
Union activities could adversely impact our business
Refined language regarding potential union representation and resulting productivity and labor cost impacts.
92% rewrittenRisks Related to Our Company
We may not be successful in pursuing additional commercial opportunities for our facilities and transportation assets
89% rewrittenRisks Related to Our Company
We carry insurance coverage against liabilities for personal injury, commercial liability, pollution, death and property damage, but there is no guarantee this coverage will be sufficient to cover us against all claims
Was: We carry insurance coverage against liabilities for personal injury, death and property damage, but there is no guarantee this coverage will be sufficient to cover us against all claims
88% rewrittenRisks Related to Our Company
We may become involved in lawsuits to protect or enforce our patents that would be expensive and time consuming
87% rewrittenRisks Related to Our Company
Failure to effectively manage our expected growth could place strains on our managerial, operational and financial resources and could adversely affect our business and operating results
85% rewrittenRisks Related to Our Company
We may have insufficient resources to cover our operating expenses and the expenses of raising money and consummating acquisitions
78% rewrittenRisks Related to Our Company
We may be unable to adequately protect our proprietary rights
51% rewrittenRisks Related to Our Company
Because we are required to pay permit and approval fees to operate in certain business segments and locations, failure to pay such fees could materially and adversely affect our business
Was: We are required to pay permit and approval fees to operate in certain business segments and locations. If we are not able to pay those fees it would adversely impact our business
32% rewrittenRisks Related to Our Company
Any accident at our facilities could subject us to substantial liability
31% rewrittenRisks Related to Our Company
Because our operations depend on our ability to transport equipment to various locations, any increase in cost or disruption in the availability or reliability of transportation could adversely affect our business
Was: Our operations rely on our ability to transport our equipment to different locations. Any impact on the cost, availability and reliability of transportation could adversely affect our business

All 47 risk factors

Headings as the filing states them, in filing order.

Risks Related to Our Company

01Our business is substantially dependent on oil and natural gas exploration, development, and production activityNew
02Any reduction or delay in such development activity could reduce throughput, limit utilization of our assets, and adversely affect our revenues and results of operationsNew
03Our revenues are sensitive to fluctuations in oil and natural gas pricesNew
04Our business is dependent on the oil industry, which is subject to numerous worldwide variables
05Low oil prices may substantially impact our ability to generate revenues100% rewritten
06Our operations are subject to unforeseen interruptions and hazards inherent in the oil and gas industry, for which we may not be adequately insured and which could cause us to lose customers and substantial revenue99% rewritten
07A substantial portion of our operating assets are located in the Permian and Eagle Ford Basins, making us vulnerable to risks associated with geographic concentration in two geographic areas98% rewritten
08Our primary business is impacted by the oil industry and the manufacturing industry, which are subject to uncertain economic conditions
09We may not be successful in pursuing additional commercial opportunities for our facilities and transportation assets92% rewritten
10Our construction of new facilities and infrastructure and successful execution upon our growth plans is subject to regulatory, construction, supply chain and other risks common in the development and operation of facilities and other infrastructure95% rewritten
11Because we rely on a limited number of key employees who are instrumental to our ability to conduct and grow our business, the loss of any of these individuals could materially and adversely affect our ability to successfully operate and expand our businessNew
12We may have difficulty raising additional capital when needed, and any such financing could result in dilution to existing stockholders or the issuance of securities with rights, preferences, or privileges that are senior to those of our common stock, which could materially and adversely affect existing stockholdersNew
13We expect to obtain additional capital during 2025 through financing structures for our sites. Unless we can achieve and sustain profitability, we anticipate that we will need to raise additional capital to fund our operations while we implement and execute our business plan
14We are subject to the significant influence of one of our current officers and directors, and his interests may not always coincide with those of our other stockholders
15Failure to effectively manage our expected growth could place strains on our managerial, operational and financial resources and could adversely affect our business and operating results87% rewritten
16We have historically suffered net losses, and we may not be able to sustain profitability
17Our financial condition casts doubts about our ability to continue as a going concern
18We have identified material weaknesses in our internal control over financial reporting, and any failure of these controls could prevent accurate financial reporting or fraud prevention and materially undermine investor confidence in our common stockNew
19We are taking steps to address these material weaknesses, including hiring additional personnel and strengthening our financial reporting processes. However, there can be no assurance that material weaknesses will not occur in the futureNew
20Because we are required to obtain and maintain a variety of permits to operate our business, failure to successfully obtain or maintain such permits could materially and adversely affect our operationsNew
21Because we are required to pay permit and approval fees to operate in certain business segments and locations, failure to pay such fees could materially and adversely affect our business51% rewritten
22Because we and our customers are subject to numerous domestic and international governmental regulations, our continued success depends on our ability to comply with these requirementsNew
23We currently depend, and are likely to continue to depend, on a limited number of customers for a significant portion of our revenues related to our operations100% rewritten
24If we are unable to begin operations with our RPCs and remediation services, or if delays or other risks inherent in early-stage operations occur, we could incur substantial lossesNew
25We will continue to be subject to competition in our business segments100% rewritten
26We carry insurance coverage against liabilities for personal injury, commercial liability, pollution, death and property damage, but there is no guarantee this coverage will be sufficient to cover us against all claims89% rewritten
27We may be unable to adequately protect our proprietary rights78% rewritten
28We may become involved in lawsuits to protect or enforce our patents that would be expensive and time consuming88% rewritten
29Our business involves litigation risk, and we are currently involved in litigation that may impact our businessNew
30Because our operations depend on our ability to transport equipment to various locations, any increase in cost or disruption in the availability or reliability of transportation could adversely affect our business31% rewritten
31The lands on which we conduct our business operations must be properly zoned for our services. If they aren’t then it could impact our businessNew
32Data security breaches are increasing worldwide. If we are the victim of such a breach it will materially impact our business
33We may indemnify our directors and officers against liability to us and holders of our securities, and such indemnification could increase our operating costs
34We may be subject to liability if our equipment, facilities, and assets do not perform as expected95% rewritten
35Any accident at our facilities could subject us to substantial liability32% rewritten
36Business operations could be materially affected if key components are unavailable or supplier production is delayedNew
37Any shortage of skilled labor or inability to secure qualified third-party contractors could materially disrupt our operations and adversely affect our businessNew
38Union activities could adversely impact our business93% rewritten
39Future acquisitions may fail, be costly, or difficult to integrate, which could materially harm our business and stock valueNew
40Our ability to grow and execute our core business operations may be limitedNew
41We may have insufficient resources to cover our operating expenses and the expenses of raising money and consummating acquisitions85% rewritten
42The conflict in Iran, which escalated sharply in late February 2026, has caused uncertainty in the energy marketsNew

Risks Related to our Common Stock

43Although our shares of Common Stock are listed on The Nasdaq Capital Market, our shares of Common Stock are subject to potential delisting if we do not meet or continue to maintain the listing requirements of The Nasdaq Capital Market
44Our Common Stock may be affected by limited trading volume and our share price may be volatile, which could adversely impact the value of our Common StockNew
45This Annual Report contains forward-looking statements that are based on our current expectations, estimates and projections but are not guarantees of future performance and are subject to risks and uncertaintiesNew
46If our shares become subject to the penny stock rules, it would become more difficult to trade our sharesNew
47Conversion of our outstanding convertible notes could result in substantial dilution to existing stockholders and depress the market price of our common stockNew

Other Vivakor 10-Ks

FY2024 10-K risk factors
48 risks
Vivakor faces going concern doubts with an accumulated deficit of approximately $99 million as of December 31, 2024. The company depends heavily on crude oil prices and a limited number of customers like WC Crude. Growth relies on deploying proprietary RPC units internationally in Kuwait and domestically near Houston.
Filed Apr 15, 2025

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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.