Vitesse Energy (VTS) risk factors, FY2025 10-K

Risks Relating to Our Common Stock

1. 01An active, liquid trading market for our common stock may not continue, which may limit your ability to sell your shares
2. 02Vitesse is an emerging growth company and the information we provide stockholders may be different from information provided by other public companies, which may result in a less active trading market for our common stock and higher volatility in our stock price
3. 03Although we expect to continue to pay dividends, we cannot provide assurance that we will pay dividends on our common stock, and our indebtedness may limit our ability to pay dividends on our common stock
4. 04Certain provisions in our Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws and Delaware law may discourage takeovers
5. 05Stockholders percentage ownership in Vitesse may be diluted in the future

Risks Relating to Our Business

1. 06Oil and natural gas prices are volatile. Extended declines in oil and natural gas prices have adversely affected, and could in the future adversely affect, our business, financial position, results of operations and cash flow
2. 07Drilling for and producing oil and natural gas are high risk activities with many uncertainties that could adversely affect our financial condition or results of operations
3. 08Due to previous declines in oil and natural gas prices, we have in the past taken writedowns of our oil and natural gas properties. We may be required to record further writedowns of our oil and natural gas properties in the future
4. 09We have incurred net losses in the past, in part due to fluctuations in oil and gas prices, and we may incur such losses again in the future22% rewritten
5. 10Our estimated proved reserves are based on many assumptions that may prove to be inaccurate. Any material inaccuracies in these reserve estimates or underlying assumptions will materially affect the quantities and present value of our total reserves
6. 11Our future success depends on our ability to replace reserves
7. 12The present value of future net cash flows from our proved reserves is not necessarily the same as the current market value of our estimated proved reserves
8. 13Our business depends on transportation and processing facilities and other assets that are owned by third parties
9. 14The successful development and operation of our non-operated assets relies extensively on third parties, which could have an adverse effect on our financial condition and results of operations
10. 15The inability of one or more of our operators to meet their financial obligations to us may adversely affect our financial results
11. 16We could experience periods of higher costs as activity levels fluctuate or if oil and natural gas prices rise or as a result of macro-economic factors. These increases could reduce our profitability, cash flow, and ability to complete development activities as planned21% rewritten
12. 17The development of our proved undeveloped reserves may take longer and may require higher levels of capital expenditures than we anticipate. Therefore, these undeveloped reserves may not be ultimately developed or produced
13. 18Our acquisition strategy will subject us to certain risks associated with the inherent uncertainty in evaluating properties for which we have limited information
14. 19Our business plan requires the expenditure of significant capital, which we may be unable to obtain on favorable terms or at all
15. 20We may be unable to successfully integrate any assets we may acquire in the future into our business or achieve the anticipated benefits of such acquisitions
16. 21The majority of our producing properties are located in the Williston Basin, making us vulnerable to risks associated with operating in one major geographic area
17. 22The loss of any member of our management team, upon whose knowledge, relationships with industry participants, leadership and technical expertise we rely, could diminish our ability to conduct our operations and harm our ability to execute our business plan
18. 23Deficiencies of title to our leased interests could significantly affect our financial condition
19. 24We conduct business in a highly competitive industry48% rewritten
20. 25Certain economic and geopolitical conditions, and the negative global and economic impact resulting from such conditions or any other geopolitical tensions, could materially adversely affect our business, financial condition, and results of operationsNew
21. 26Our derivatives activities could adversely affect our profitability, cash flow, results of operations and financial condition
22. 27Asset retirement costs are difficult to predict and may be substantial. Unplanned costs could divert resources from other projects
23. 28We depend on computer and telecommunications systems, and failures in our systems or cybersecurity threats, attacks or other disruptions could significantly disrupt our business operations29% rewritten
24. 29Decarbonization measures and related governmental initiatives, technological advances, increased competitiveness of alternative energy sources and negative shift in market perception towards the oil and natural gas industry could reduce demand for oil and natural gas54% rewritten
25. 30Increased attention to ESG matters, including climate change, may impact our business and access to capital42% rewritten

Risks Relating to Our Indebtedness

1. 31Any significant reduction in the borrowing base under our Revolving Credit Facility may negatively impact our liquidity and could adversely affect our business and financial results
2. 32Our Revolving Credit Facility and other agreements governing indebtedness may contain operating and financial restrictions that may restrict our business and financing activities
3. 33We may not be able to generate enough cash flow to meet our debt obligations or to pay dividends to our stockholders
4. 34Our ability to pay dividends to our stockholders is restricted by requirements under our Revolving Credit Facility32% rewritten
5. 35Variable rate indebtedness could subject us to interest rate risk, which could cause our debt service obligations to increase significantly

Risks Relating to Legal and Regulatory Matters

1. 36Restrictions on our ability to acquire federal leases and more stringent regulations affecting our operators’ exploration and production activities on federal lands may adversely impact our business54% rewritten
2. 37Potential future legislation or the imposition of new or increased taxes or fees may generally affect the taxation of oil and natural gas exploration and development companies and may adversely affect our operations and cash flows41% rewritten
3. 38Our business involves the selling and shipping of oil by rail, which involves risks of derailment, accidents and liabilities associated with cleanup and damages, as well as potential regulatory changes that may adversely impact our business, financial condition or results of operations
4. 39Our derivative activities expose us to potential regulatory risks
5. 40Legislative and regulatory developments could have an adverse effect on our ability to use derivative instruments to reduce the effect of volatile oil and natural gas price, interest rate and other risks associated with our business
6. 41Our business is subject to complex federal, state, and local laws, as well as other laws and regulations that could adversely affect the cost, manner or feasibility of doing business
7. 42Failure to comply with federal, state and local environmental laws and regulations could result in substantial penalties and adversely affect our business
8. 43Federal and state legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays
9. 44The adoption of climate change legislation or regulations restricting emissions of carbon dioxide, methane, and other greenhouse gases could result in increased operating costs and reduced demand for the oil and natural gas we produce62% rewritten
10. 45Regulatory requirements to reduce gas flaring and to further restrict emissions could have an adverse effect on our operations

Risks Relating to Tax Matters

1. 46We could have an indemnification obligation to Jefferies in certain circumstances if the Distribution were determined not to qualify for tax-free treatment for U.S. federal tax purposesNew
2. 47Taxable gain or loss on the sale of our common stock could be more or less than expected