What Oil States International, Inc. told the SEC could break it.

Oil States is increasingly concentrated in its Offshore Manufactured Products segment, which generated 64% of consolidated revenue in 2025 (up from 57%), and approximately 91% of that segment's 2025 sales were driven by customers' capital spending on exploratory/developmental and greenfield offshore drilling and production — making results highly dependent on the deepwater capex cycle; moreover, ~50% of year-end backlog is expected to convert to 2026 revenue but some purchase orders are cancellable (subject to termination fees), so a downturn in offshore spending or material cancellations would significantly affect revenue.

“Approximately 91% of Offshore Manufactured Products segment sales in 2025 were driven by our customers' capital spending for products and services used in exploratory and developmental drilling, greenfield offshore production infrastructure, and subsea pipeline tie-in and repair system applications”

Oil States carries 4.75% convertible senior notes due April 1, 2026; in 2025 it generated $105.1 million of operating cash flow and materially delevered by repurchasing $70.8 million principal of these notes (and bought back 3.3 million shares), but it must still repay or refinance the remaining balance of the near-term 2026 Notes, so its liquidity depends on continued cash generation and capital-markets access amid a soft U.S. land market and inflation/interest-rate pressures.

“we generated cash flow from operations of $105.1 million and materially delevered with the purchase of $70.8 million principal amount of our 4.75% convertible senior notes due April 1, 2026 (the “2026 Notes”).”

Oil States faces trade and regulatory cost pressure: in 2025 U.S. tariffs on certain steel and other metal components it imports from China substantially increased the cost of those products, with threatened further China tariffs and broad reciprocal-tariff uncertainty raising its cost structure (which it may not fully pass through); it is also exposed to the OECD Pillar Two 15% global minimum corporate tax and to Endangered Species Act listings (e.g., lesser prairie-chicken, dunes sagebrush lizard) in states such as Texas, Oklahoma, Colorado and New Mexico where it operates.

“in 2025, U.S. tariffs on certain steel and other metal components we import from China substantially increased the cost of those products, and President Trump has threatened additional increased tariffs on goods imported from China as result of current Chinese trade policy.”

Oil States is an oilfield-products-and-services company whose demand depends on customers' capital spending, which is driven by crude-oil and natural-gas prices and their longer-term commodity-demand outlook; the 2025 average WTI spot price declined 15% versus 2024 (after increased OPEC+ production), which hurt demand and pricing in its U.S. land-based market, and sustained low oil/gas prices would reduce E&P/offshore capex and its revenue.

“the 2025 average spot price of West Texas Intermediate (“WTI”) crude oil from the 2024 average following increased crude oil production by OPEC+.”