Helmerich & Payne, Inc.
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 6, 2026
HP$35.22+1.6%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0000046765-26-000034
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0000046765-26-000042
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 183 previous paragraphs and 192 current paragraphs.
99 unchanged; 62 reworded; 30 added; 20 removed; 2 previous and 1 current paragraphs rearranged.
Tables are not compared: 11 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (30)
Current report
During the nine months ended June 30, 2026, we received notifications to resume operations on multiple rigs in Saudi Arabia, with reactivations initially scheduled for the first half of calendar year 2026. As of June 30, we've reactivated four additional rigs and drilling commenced on a fifth rig in early July. These reactivations increased our operated rig count in Saudi Arabia to 22 active rigs, and we currently expect ot maintain that level of activity for the remainder of fiscal year 2026.
Current report
Operating Revenue Consolidated operating revenues were $1.0 billion during the three months ended June 30, 2026 and 2025.
Current report
Depreciation and Amortization Expense Depreciation and amortization expense increased to $181.0 million during the three months ended June 30, 2026 compared to $179.5 million during the three months ended June 30, 2025. The increase was primarily driven by depreciation associated with assets placed into service over the last twelve months partially offset by a reduction in depreciable asset balances associated with the reclassification of assets to held‑for‑sale during the first quarter of fiscal year 2026 within our North America Solutions and International Solutions segments. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment.
Current report
Selling, General and Administrative Expense Selling, general and administrative expenses increased to $65.8 million during the three months ended June 30, 2026 compared to $65.5 million during the three months ended June 30, 2025.
Current report
Asset Impairment Charges During thethree months ended June 30, 2026, werecorded a non-cash impairment charge of $1.2 million primarily related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment. During the three months ended June 30, 2025, we recorded a non-cash goodwill impairment charge of $173.3 million associated with our International Solutions and BENTEC™ reporting units.
Current report
Gain on Involuntary Conversion During the three months ended June 30, 2026, we recorded a gain of $13.6 million related to the involuntary conversion of one of our super-spec rigs in the North America Solutions segment. For additional information regarding the involuntary conversion, refer to Note 3—Property, Plant and Equipment.
Current report
Other Gain (Loss) on Sale of Assets Other gain (loss) on sale of assets was $120.0 million and $(1.3) million for the three months ended June 30, 2026 and 2025, respectively. The gain recognized in the three months ended June 30, 2026 consisted primarily of a $114.8 million gain on the sale of Utica Square. For additional information regarding the sale of Utica Square, refer to Note 3—Property, Plant and Equipment.
Current report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 91 days).
Current report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 91 days).
Current report
Operating Revenues Operating revenues were $250.1 million and $265.8 million in the three months ended June 30, 2026 and 2025, respectively. The $15.7 million decrease in operating revenues was primarily driven by lower activity levels, partially offset by higher per revenue day pricing levels.
Current report
Direct Operating Expenses Direct operating expenses decreased to $219.1 million during the three months ended June 30, 2026 as compared to $231.7 million during the three months ended June 30, 2025. The decrease was primarily driven by lower activity levels, partially offset by an increase in materials and supplies expense.
Current report
Depreciation and Amortization Expense Depreciation expense increased to $74.5 million during the three months ended June 30, 2026 compared to $66.7 million during the three months ended June 30, 2025. The increase was primarily driven by depreciation associated with assets placed into service over the last twelve months offset by a decrease in depreciation due to changes in fleet composition.
Current report
Asset Impairment Charges During thethree months ended June 30, 2026, werecorded a non-cash impairment charge of $1.2 million primarily related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment. During the three months ended June 30, 2025, we recorded a non-cash goodwill impairment charge of $128.4 million associated with our International Solutions reporting unit.
Current report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 91 days).
Current report
Operating Revenues Operating revenues were $174.4 million and $161.8 million during the three months ended June 30, 2026 and 2025, respectively. The increase was primarily driven by increased activity associated with our management contracts.
Current report
Direct Operating Expenses Direct operating expenses increased to $145.2 million during the three months ended June 30, 2026 as compared to $139.0 million during the three months ended June 30, 2025. The increase was primarily driven by increased activity levels as described above.
Current report
Asset Impairment Charges During thethree months ended June 30, 2025, we recorded a non-cash goodwill impairment charge of$44.9 million associated with our BENTEC™ reporting unit.
Current report
Selling, General and Administrative Expense Selling, general and administrative expenses decreased to $207.4 million during the nine months ended June 30, 2026 compared to $209.4 million during the nine months ended June 30, 2025. The decrease was primarily driven by overall cost reductions, partially offset by higher selling, general and administrative expenses within our operating segments, including the impact of expanded operations following the completion of the Acquisition.
Current report
Gain on Involuntary Conversion During the nine months ended June 30, 2026, we recorded a gain of $13.6 million related to the involuntary conversion of one of our super-spec rigs in the North America Solutions segment. For additional information regarding the involuntary conversion, refer to Note 3—Property, Plant and Equipment.
Current report
Other Gain (Loss) on Sale of Assets Other gain (loss) on sale of assets was $119.4 million and $(2.1) million for the nine months ended June 30, 2026 and 2025, respectively. The gain recognized in the nine months ended June 30, 2026 consisted primarily of a $114.8 million gain on the sale of Utica Square. For additional information regarding the sale of Utica Square, refer to Note 3—Property, Plant and Equipment.
Current report
Interest Expense Interest expenses was $75.9 million and $79.8 million for the nine months ended June 30, 2026 and 2025, respectively. The decrease was mainly attributable to lower debt balances due to the repayment of our unsecured term loan agreement. For additional information regarding our debt agreements, refer to Note 5—Debt.
Current report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 273 days).
Current report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 273 days).
Current report
Operating Revenues Operating revenues were $702.7 million and $561.2 million during the nine months ended June 30, 2026 and 2025, respectively. The $141.5 million increase in operating revenues was primarily due to higher revenues from our Middle East and Latin America operations of $117.4 million and $19.8 million, respectively, reflecting increased operational scale and activity following the Acquisition.
Current report
Direct Operating Expenses Direct operating expenses increased to $631.5 million during the nine months ended June 30, 2026 as compared to $507.1 million during the nine months ended June 30, 2025. The increase in operating expenses was primarily due to higher operating expenses from our Middle East and Latin America operations of $76.4 million and $25.5 million, respectively, reflecting increased operational scale and activity following the Acquisition.
Current report
Asset Impairment Charges During the nine months ended June 30, 2026, we recorded a non-cash impairment charge of $27.3 million primarily related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment. During the nine months ended June 30, 2025, we recorded a non-cash goodwill impairment charge of $128.4 million associated with our International Solutions reporting unit.
Current report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 273 days).
Current report
In the future, we may redeem, purchase, exchange or otherwise acquire certain of our outstanding debt through redemptions, exchanges for other debt, in open market purchases, privately negotiated transactions or otherwise. Such calls, repurchases, exchanges or redemptions, if any, may be material and will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors.
Current report
Net Purchases and Sales of Long-Term Investments Our purchases of long-term investments during the nine months ended June 30, 2026 were $2.2 million compared to net sales of $29.9 million during the nine months ended June 30, 2025. The activity during the nine months ended June 30, 2025 is primarily driven by $27.1 million and $4.9 million of proceeds received from the liquidation of one of our equity security investments and one of our debt security investments, respectively.
Current report
Proceeds from Sale of Real Estate Assets During the nine months ended June 30, 2026 we completed the sale of Utica Square, which resulted in net proceeds of approximately $127.7 million. For additional information regarding the sale of Utica Square, refer to Note 3—Property, Plant and Equipment.
Removed paragraphs (20)
Previous report
During the six months ended March 31, 2026, we received notifications to resume operations on seven rigs in Saudi Arabia scheduled for the first half of calendar year 2026. Of these, six rigs are expected to be operational within that timeframe, while the reactivation date for the seventh rig is yet to be determined. As a result of these resumptions, the total number of operating rigs in the country is projected to reach 23 by the middle of calendar year 2026.
Previous report
Depreciation and Amortization Expense Depreciation and amortization expense increased to $180.7 million during the three months ended March 31, 2026 compared to $157.7 million during the three months ended March 31, 2025. The increase was primarily driven by $22.3 million of incremental depreciation and amortization expense resulting from an additional 15 days of KCA Deutag operations during the three months ended March 31, 2026..
Previous report
Asset Impairment Charges During the three months ended March 31, 2026, we recorded a non-cash impairment charge of $26.1 million primarily related to certain assets that were reclassified as held‑for‑sale within our International Solutions segment. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. See Note 3—Property, Plant and Equipment for additional details related to the impairment charges.
Previous report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 90 days).
Previous report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 90 days).
Previous report
Operating Revenues Operating revenues were $218.3 million and $247.9 million in the three months ended March 31, 2026 and 2025, respectively. The $29.6 million decrease in operating revenues was primarily driven by lower activity levels, including the impact of a full‑period rig suspensions in Saudi Arabia during the three months ended March 31, 2026 compared to partial‑period rig suspensions during the three months ended March 31, 2025.
Previous report
Direct Operating Expenses Direct operating expenses decreased to $206.8 million during the three months ended March 31, 2026 as compared to $221.0 million during the three months ended March 31, 2025. The decrease was primarily driven by lower activity levels as discussed above.
Previous report
Depreciation and Amortization Expense Depreciation expense increased to $79.3 million during the three months ended March 31, 2026 compared to $57.2 million during the three months ended March 31, 2025. The increase was primarily driven by $19.0 million of incremental depreciation and amortization expense resulting from an additional 15 days of KCA Deutag operations during the three months ended March 31, 2026.
Previous report
Asset Impairment Charges During the three months ended March 31, 2026, we recorded a non-cash impairment charge of $26.1 million primarily related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. See Note 3—Property, Plant and Equipment for additional details related to the impairment charges.
Previous report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 90 days).
Previous report
Operating Revenues Operating revenues were $171.4 million and $149.1 million in the three months ended March 31, 2026 and 2025, respectively. The increase was primarily driven by $19.1 million of incremental operating revenues resulting from an additional 15 days of KCA Deutag operations during the three months ended March 31, 2026.
Previous report
Direct Operating Expenses Direct operating expenses increased to $144.5 million during the three months ended March 31, 2026 as compared to $122.9 million during the three months ended March 31, 2025. The increase was primarily driven by $20.6 million of incremental direct operating expenses resulting from an additional 15 days of KCA Deutag operations during the three months ended March 31, 2026.
Previous report
Selling, General and Administrative Expense Selling, general and administrative expenses decreased to $141.5 million during the six months ended March 31, 2026 compared to $143.9 million during the six months ended March 31, 2025.
Previous report
Interest Expense Interest expenses were $51.4 million and $50.6 million for the six months ended March 31, 2026 and 2025, respectively. See Note 5—Debt for additional details related to our debt agreements.
Previous report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 182 days).
Previous report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 182 days).
Previous report
Operating Revenues Operating revenues were $452.6 million and $295.4 million in the six months ended March 31, 2026 and 2025, respectively. The $157.2 million increase in operating revenues was primarily driven by additional $110.3 million in revenue generated from expanded operations following the Acquistion, and an additional $35.6 million in revenue from increased FlexRig® activity in Saudi Arabia, which began operations during the first quarter of fiscal year 2025.
Previous report
Direct Operating Expenses Direct operating expenses increased to $412.4 million during the six months ended March 31, 2026 as compared to $275.4 million during the six months ended March 31, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $124.0 million in direct operating expenses. Additionally, direct operating expenses increased by $5.4 million attributable to increased FlexRig® activity in Saudi Arabia.
Previous report
Asset Impairment Charges During the six months ended March 31, 2026, we recorded a non-cash impairment charge of $26.1 million primarily related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. See Note 3—Property, Plant and Equipment for additional details related to the impairment charges.
Previous report
(4)Active rigs generate revenue for the Company; accordingly, 'average active rigs' represents the average number of rigs generating revenue during the applicable time period. This metric is calculated by dividing revenue days by total days in the applicable period (i.e., 182 days).
Reworded paragraphs (62)
Previous wording
H&P through its operating subsidiaries provides performance-driven drilling solutions and technologies that are intended to make hydrocarbon recovery safer and more economical for oil and gas exploration and production companies. As of March 31, 2026, our drilling rig fleet included a total of 337 drilling rigs. Our reportable operating business segments consist of the North America Solutions segment with 203 rigs, the International Solutions segment with 130 rigs, and the Offshore Solutions segment with four offshore platform rigs as of March 31, 2026. Although the Offshore Solutions segment has a fleet of platform rigs, the majority of its revenues are derived from asset-light management contracts. At the close of the second quarter of fiscal year 2026, we had 204 active contracted rigs, of which 138 were under a fixed-term contract and 66 were working well-to-well, compared to 208 contracted rigs at September 30, 2025. Our long-term strategy remains focused on innovation, technology, safety, operational excellence, and reliability. As we move forward, we believe that our rig fleet, technology offerings, financial strength, contract backlog and strong customer and employee base position us very well to respond to continued cyclical and often times volatile market conditions and to take advantage of future opportunities.
Current wording
H&P through its operating subsidiaries provides performance-driven drilling solutions and technologies that are intended to make hydrocarbon recovery safer and more economical for oil and gas exploration and production companies. As of June 30, 2026, our drilling rig fleet included a total of 333 drilling rigs. Our reportable operating business segments consist of the North America Solutions segment with 202 rigs, the International Solutions segment with 127 rigs, and the Offshore Solutions segment with four offshore platform rigs as of June 30, 2026. Although the Offshore Solutions segment has a fleet of platform rigs, the majority of its revenues are derived from asset-light management contracts. At the close of the third quarter of fiscal year 2026, we had 216 active contracted rigs compared to 208 contracted rigs at September 30, 2025. Our long-term strategy remains focused on innovation, technology, safety, operational excellence, and reliability. As we move forward, we believe that our rig fleet, technology offerings, financial strength, contract backlog and strong customer and employee base position us very well to respond to continued cyclical and often times volatile market conditions and to take advantage of future opportunities.
Previous wording
In October 2025, we committed to a plan to scrap certain rigs and related assets across our operating segments as part of our fleet rationalization strategy. As a result, these assets were reclassified as held-for-sale and, where applicable, written down to fair value less cost to sell. This resulted in non-cash impairment charges of $97.9 million and $2.1 million in the North America Solutions and Offshore Solutions segments, respectively during the six months ended March 31, 2026.
Current wording
In October 2025, we committed to a plan to scrap certain rigs and related assets across our operating segments as part of our fleet rationalization strategy. As a result, these assets were reclassified as held-for-sale and, where applicable, written down to fair value less cost to sell. This resulted in non-cash impairment charges of $97.9 million and $2.1 million in the North America Solutions and Offshore Solutions segments, respectively during the nine months ended June 30, 2026.
Previous wording
Additionally, in March 2026, we identified an international drilling rig within our International Solutions segment that met the asset held-for-sale criteria and was therefore written down to fair value less cost to sell. This resulted in a non-cash impairment charge of $23.3 million during the six months ended March 31, 2026. During the six months ended March 31, 2026, we also recognized a non-cash impairment charge of $2.8 million related to assets previously classified as held-for-sale within our International Solutions segment.
Current wording
Additionally, in March 2026, we identified an international drilling rig within our International Solutions segment that met the asset held-for-sale criteria and was therefore written down to fair value less cost to sell. This resulted in a non-cash impairment charge of $23.3 million during the nine months ended June 30, 2026. During the nine months ended June 30, 2026, we recognized a non-cash impairment charge of $2.8 million to write down assets previously classified as held‑for‑sale to their estimated fair value less costs to sell. In June 2026, we identified two international drilling rigs that met the held-for-sale criteria, one of which was written down to fair value less cost to sell, resulting in a non-cash impairment charge of $1.2 million in our International Solutions segment during the three and nine months ended June 30, 2026.
Previous wording
Subsequent to March 31, 2026, we completed the sale of Utica Square, a shopping center comprising approximately 371,000 leasable square feet located in Tulsa, Oklahoma, and included within our "Other" operations, receiving net proceeds of approximately $129.0 million, after deducting $4.9 million in selling fees. The property was classified as held-for-sale as of March 31, 2026, with a net book value of $12.9 million.
Current wording
During the three months ended June 30, 2026, we completed the sale of Utica Square, a shopping center comprising approximately 371,000 leasable square feet located in Tulsa, Oklahoma, and included within our "Other" operations, receiving net proceeds of approximately $127.7 million. After considering the property's net book value and selling costs, the transaction resulted in a $114.8 million gain during the three and nine months ended June 30, 2026. The gain on sale is recorded in Other (gain) loss on sale of assets within our Unaudited Condensed Consolidated Statements of Operations.
Previous wording
Subsequent to March 31, 2026, the Company fully repaid the remaining balance of $140.0 million outstanding under the Term Loan Credit Agreement. As a result of this repayment, no amounts remain outstanding under the Term Loan Credit Agreement.
Current wording
During the three and nine months ended June 30, 2026, the Company repaid $140.0 million and $200.0 million of the outstanding balance on the Term Loan Credit Agreement, respectively. As a result of the repayments, no amounts remain outstanding under the Term Loan Credit Agreement.
Previous wording
As of March 31, 2026 and September 30, 2025, our total contract drilling backlog, being the expected future dayrate revenue from executed contracts, was $8.3 billion and $7.0 billion, respectively. The increase was primarily due to an extension of an offshore operations and maintenance contract with a five-year term and additional extension options. Approximately 13.3 percent of the March 31, 2026 total backlog is reasonably expected to be fulfilled throughout the remainder of fiscal year 2026, as a majority of our contracts are long term.
Current wording
As of June 30, 2026 and September 30, 2025, our total contract drilling backlog, being the expected future dayrate revenue from executed contracts, was $9.1 billion and $7.0 billion, respectively. The increase was primarily due to an extension of two offshore operations and maintenance contracts, consisting of (i) a five-year contract extension with multiple renewal options and (ii) a separate four-year contract extension with multiple renewal options. Approximately 28.2 percent of the June 30, 2026 total backlog is reasonably expected to be fulfilled through fiscal year 2027, as a majority of our contracts are long term.
Previous wording
(2)Included in the International Solutions reportable segment's backlog balance at March 31, 2026 is $0.5 billion of expected revenue from certain contracts in Saudi Arabia that have been temporarily suspended and are expected to gradually resume operations. The information presented in the table above reflects the fact that we expect these contracts to be extended for a period of time at least equal to the expected suspension period.
Current wording
(2)Included in the International Solutions reportable segment's backlog balance at June 30, 2026 is $0.6 billion of expected revenue from certain contracts in Saudi Arabia that have been temporarily suspended and are expected to gradually resume operations. The information presented in the table above reflects the fact that we expect these contracts to be extended for a period of time at least equal to the expected suspension period.
Previous wording
Net Income (Loss) Attributable to Helmerich & Payne Inc. We recorded a loss of $58.6 million ($(0.59) diluted share) for the three months ended March 31, 2026 compared to income of $1.7 million ($0.01 diluted share) for the three months ended March 31, 2025.
Current wording
Net Income (Loss) Attributable to Helmerich & Payne Inc. We recorded income of $75.7 million ($0.74 diluted share) for the three months ended June 30, 2026 compared to a loss of $162.8 million ($(1.64) diluted share) for the three months ended June 30, 2025.
Previous wording
Direct Operating Expenses, Excluding Depreciation and Amortization Direct operating expenses were $661.2 million and $701.7 million for the three months ended March 31, 2026 and 2025, respectively. The decrease was also primarily driven by lower activity levels in our North America Solutions and International Solutions segments, partially offset by higher activity levels in our Offshore Solutions segment.
Current wording
Direct Operating Expenses, Excluding Depreciation and Amortization Direct operating expenses were $684.9 million and $704.2 million for the three months ended June 30, 2026 and 2025, respectively. The decrease was primarily driven by lower activity levels in our North America Solutions and International Solutions segments, partially offset by higher activity levels in our Offshore Solutions segment.
Previous wording
Other Operating Expenses Other operating expenses were $24.8 million and $3.5 million for the three months ended March 31, 2026 and 2025, respectively. The increase was primarily driven by $21.3 million of incremental BENTEC™ manufacturing and engineering costs resulting from an additional 15 days of KCA Deutag operations during the three months ended March 31, 2026.
Current wording
Other Operating Expenses Other operating expenses were $44.5 million and $31.1 million for the three months ended June 30, 2026 and 2025, respectively. The increase was primarily driven by a $16.2 million increase in materials and supplies expenses within our manufacturing and engineering operations.
Previous wording
Interest Expense Interest expenses were $25.8 million and $28.3 million for the three months ended March 31, 2026 and 2025, respectively. The decrease was mainly attributable to lower debt balances due to advanced payments on our unsecured term loan agreement . See Note 5—Debt for additional details related to our debt agreements.
Current wording
Interest Expense Interest expenses was $24.4 million and $29.2 million for the three months ended June 30, 2026 and 2025, respectively. The decrease was mainly attributable to lower debt balances due to the repayment of our unsecured term loan agreement. For additional information regarding our debt agreements, refer to Note 5—Debt.
Previous wording
Gain on Investment Securities During the three months ended March 31, 2026, we recognized an aggregate gain of $14.4 million on investment securities. The aggregate gain primarily consisted of a $19.5 million gain on our investment in Tamboran due to a change in the fair value of the investment. The gain was partially offset by a $5.0 million loss on a geothermal equity security due to a change in the fair value of the investment. During the three months ended March 31, 2025, we recognized a gain of $27.8 million on investment securities. The aggregate gain primarily consisted of $14.4 million, $10.2 million, and $3.2 million of gains on various geothermal investments, our investment in Galileo, and our investment in Tamboran, respectively, due to changes in the fair value of the investments.
Current wording
Loss on Investment Securities During the three months ended June 30, 2026, we recognized an aggregate loss of $16.0 million on investment securities. The aggregate loss primarily consisted of a $14.3 million loss on our investment in Tamboran due to changes in the fair value of the investment. During the three months ended June 30, 2025, we recognized a loss of $0.3 million on investment securities.
Previous wording
Income Taxes For the three months ended March 31, 2026, we recorded income tax expense of $9.3 million (which includes a discrete tax expense of $0.5 million primarily related to equity compensation and unrecognized tax benefits) compared to income tax expense of $41.5 million for the three months ended March 31, 2025. Our statutory federal income tax rate for fiscal year 2026 and 2025 is 21.0 percent (before incremental state and foreign taxes).
Current wording
Income Taxes For the three months ended June 30, 2026, we recorded income tax expense of $72.4 million (which includes a discrete tax benefit of $3.9 million primarily related to return provision adjustments) compared to income tax expense of $29.0 million (which includes a discrete tax expense of $1.3 million primarily related to return to provision adjustments, a decrease to the deferred state income tax rate and certain foreign taxes) for the three months ended June 30, 2025. Our statutory federal income tax rate for fiscal year 2026 and 2025 is 21.0 percent (before incremental state and foreign taxes).
Previous wording
Operating Revenues Operating revenues were $517.2 million and $599.7 million in the three months ended March 31, 2026 and 2025, respectively. The decrease in operating revenues was primarily due to lower activity levels and per revenue day pricing levels.
Current wording
Operating Revenues Operating revenues were $562.9 million and $592.2 million in the three months ended June 30, 2026 and 2025, respectively. The decrease in operating revenues was primarily due to lower activity levels and per revenue day pricing levels.
Previous wording
Direct Operating Expenses Direct operating expenses decreased to $302.0 million during the three months ended March 31, 2026 as compared to $334.1 million during the three months ended March 31, 2025. This decrease was primarily due to lower activity levels as discussed above.
Current wording
Direct Operating Expenses Direct operating expenses decreased to $321.7 million during the three months ended June 30, 2026 as compared to $326.0 million during the three months ended June 30, 2025. This decrease was primarily due to lower activity levels as discussed above.
Previous wording
Depreciation and Amortization Expense Depreciation expense decreased to $83.0 million during the three months ended March 31, 2026 compared to $87.2 million during the three months ended March 31, 2025. The decrease was primarily driven by a reduction in depreciable asset balances associated with the reclassification of assets to held‑for‑sale during the first quarter of fiscal year 2026. See Note 3—Property, Plant and Equipment for additional details related to our held-for-sale assets.
Current wording
Depreciation and Amortization Expense Depreciation expense decreased to $83.2 million during the three months ended June 30, 2026 compared to $88.1 million during the three months ended June 30, 2025. The decrease was primarily driven by a reduction in depreciable asset balances associated with the reclassification of assets to held‑for‑sale during the first quarter of fiscal year 2026. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment.
Previous wording
Selling, General and Administrative Expense Selling, general and administrative expenses decreased to $71.1 million during the three months ended March 31, 2026 compared to $80.8 million during the three months ended March 31, 2025. The $9.7 million decrease was primarily driven by a $3.1 million decrease in labor and labor-related expenses and a $6.6 million decrease in other miscellaneous expenses.
Current wording
Selling, General and Administrative Expense Selling, general and administrative expenses increased to $9.1 million during the three months ended June 30, 2026 compared to $5.0 million during the three months ended June 30, 2025. The increase was primarily driven by a $4.8 million increase in labor and labor-related expenses.
Previous wording
Operating Revenues We continue to use our Captive insurance companies to insure the deductibles for our domestic workers’ compensation, general liability, automobile liability claims programs, and medical stop-loss program and to insure the deductibles from the Company's international casualty and rig property programs. Operating revenues of $48.6 million and $45.5 million during the three months ended March 31, 2026 and 2025, respectively, consisted of $19.5 million and $17.9 million in intercompany premium revenues recorded by the Captives, respectively. These revenues were eliminated upon consolidation. During the three months ended March 31, 2026 and 2025, operating revenues also consisted of $26.4 million and $24.7 million from BENTEC's manufacturing and engineering operations, respectively, of which, $3.2 million and $7.9 million are related to intercompany revenues that were eliminated upon consolidation, respectively.
Current wording
Operating Revenues We continue to use our Captive insurance companies to insure the deductibles for our domestic workers’ compensation, general liability, automobile liability claims programs, and medical stop-loss program and to insure the deductibles from the Company's international casualty and rig property programs. Operating revenues of $69.8 million and $42.9 million during the three months ended June 30, 2026 and 2025, respectively, consisted of $17.3 million and $16.3 million in intercompany premium revenues recorded by the Captives, respectively. These revenues were eliminated upon consolidation. During the three months ended June 30, 2026 and 2025, operating revenues also consisted of $52.5 million and $23.7 million from BENTEC's manufacturing and engineering operations, respectively, of which, $4.4 million and $4.5 million are related to intercompany revenues that were eliminated upon consolidation, respectively.
Previous wording
Direct Operating Expenses Direct operating expenses of $50.6 million and $43.1 million during the three months ended March 31, 2026 and 2025, respectively, consisted of $3.7 million and $10.3 million, respectively, in adjustments to accruals for estimated losses allocated to the Captives, rig and casualty insurance premiums of $11.8 million and $11.2 million, respectively, and medical stop loss expenses of $4.1 million and $5.2 million, respectively. The change to accruals for estimated losses was primarily due to actuarial valuation adjustments by our third-party actuary. During the three months ended March 31, 2026, direct operating expenses also consisted of $26.9 million from BENTEC's manufacturing and engineering operations, of which $3.2 million is related to intercompany expenses that were eliminated in consolidation. During the three months ended March 31, 2025, direct operating expenses also consisted of $12.2 million from BENTEC's manufacturing and engineering operations.
Current wording
Direct Operating Expenses Direct operating expenses of $64.1 million and $63.0 million during the three months ended June 30, 2026 and 2025, respectively, consisted of $(3.7) million and $29.3 million, respectively, in adjustments to accruals for estimated losses allocated to the Captives, rig and casualty insurance premiums of $12.6 million and $10.1 million, respectively, and medical stop loss expenses of $4.8 million and $4.4 million, respectively. The change to accruals for estimated losses was primarily due to actuarial valuation adjustments by our third-party actuary. During the three months ended June 30, 2026, direct operating expenses also consisted of $48.0 million from BENTEC's manufacturing and engineering operations, of which $4.4 million is related to intercompany expenses that were eliminated in consolidation. During the three months ended June 30, 2025, direct operating expenses consisted of $20.6 million from BENTEC's manufacturing and engineering operations.
Previous wording
Results of Operations for the Six Months Ended March 31, 2026 and 2025
Current wording
Results of Operations for the Nine Months Ended June 30, 2026 and 2025
Previous wording
It is important to note that results presented for the three months ended March 31, 2025 reflect a full 90 days of H&P operations and 75 days of KCA Deutag operations, as the Acquisition was completed on January 16, 2025.
Current wording
It is important to note that results presented for the nine months ended June 30, 2025 reflect a full 273 days of H&P operations and 166 days of KCA Deutag operations, as the Acquisition was completed on January 16, 2025.
Previous wording
Net Income (Loss) Attributable to Helmerich & Payne Inc. We recorded a loss of $155.3 million ($(1.57) diluted share) for the six months ended March 31, 2026 compared to income of $56.4 million ($0.56 diluted share) for the six months ended March 31, 2025.
Current wording
Net Loss Attributable to Helmerich & Payne Inc. We recorded a loss of $79.6 million ($(0.81) diluted share) for the nine months ended June 30, 2026 compared to a loss of $106.3 million ($(1.08) diluted share) for the nine months ended June 30, 2025.
Previous wording
Operating Revenue During the six months ended March 31, 2026 and 2025, consolidated operating revenues were $1.9 billion and $1.7 billion, respectively. The increase was primarily driven by completion of the Acquisition, resulting in an additional $352.8 million of revenue during the six months ended March 31, 2026. The increase was partially offset by lower activity levels in the North America Solutions segment.
Current wording
Operating Revenue During the nine months ended June 30, 2026 and 2025, consolidated operating revenues were $3.0 billion and $2.7 billion, respectively. The increase was primarily driven by completion of the Acquisition, resulting in an additional $367.3 million of revenue during the nine months ended June 30, 2026. The increase was partially offset by lower activity levels in the North America Solutions segment.
Previous wording
Direct Operating Expenses, Excluding Depreciation and Amortization Direct operating expenses were $1.3 billion and $1.1 billion for the six months ended March 31, 2026 and 2025, respectively. The increase was primarily driven by completion of the Acquisition, resulting in an additional $296.5 million of direct operating expenses during the six months ended March 31, 2026. The increase was partially offset by lower activity levels in the North America Solutions segment.
Current wording
Direct Operating Expenses, Excluding Depreciation and Amortization Direct operating expenses were $2.0 billion and $1.8 billion for the nine months ended June 30, 2026 and 2025, respectively. The increase was primarily driven by completion of the Acquisition, resulting in an additional $316.7 million of direct operating expenses during the nine months ended June 30, 2026. The increase was partially offset by lower activity levels in the North America Solutions segment.
Previous wording
Other Operating Expenses Other operating expenses were $56.1 million and $4.6 million for the six months ended March 31, 2026 and 2025, respectively. The increase was primarily driven by completion of the Acquisition, resulting in an additional $51.3 million of costs associated with BENTEC™ manufacturing and engineering operations during the six months ended March 31, 2026.
Current wording
Other Operating Expenses Other operating expenses were $100.5 million and $35.7 million for the nine months ended June 30, 2026 and 2025, respectively. The increase was primarily driven by completion of the Acquisition, resulting in an additional $65.9 million of costs associated with BENTEC™ manufacturing and engineering operations during the nine months ended June 30, 2026.
Previous wording
Depreciation and Amortization Expense Depreciation and amortization expense increased to $362.7 million during the six months ended March 31, 2026 compared to $256.7 million during the six months ended March 31, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $101.6 million of depreciation and amortization expense during the six months ended March 31, 2026.
Current wording
Depreciation and Amortization Expense Depreciation and amortization expense increased to $543.6 million during the nine months ended June 30, 2026 compared to $436.2 million during the nine months ended June 30, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $106.8 million of depreciation and amortization expense during the nine months ended June 30, 2026.
Previous wording
Asset Impairment Charges During the six months ended March 31, 2026, we recorded a non-cash impairment charge of $129.2 million primarily related to certain assets that were reclassified as held‑for‑sale within our North America Solutions, International Solutions, and Offshore Solutions segments. The reclassifications required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. See Note 3—Property, Plant and Equipment for additional details related to the impairment charges.
Current wording
Asset Impairment Charges During the nine months ended June 30, 2026, we recorded a non-cash impairment charge of $130.3 million primarily related to certain assets that were reclassified as held‑for‑sale within our North America Solutions, International Solutions, and Offshore Solutions segments. The reclassifications required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment. During thenine months ended June 30, 2025, we recorded asset impairment charges of$175.1 million primarily driven by a non-cash goodwill impairment charge of$173.3 million associated with our International Solutions and BENTEC™ reporting units.
Previous wording
Gain on Investment Securities During the six months ended March 31, 2026, we recognized an aggregate gain of $15.3 million on investment securities. The aggregate gain primarily consisted of a $21.0 million gain on our investment in Tamboran due to a change in the fair value of the investment. The gain was partially offset by a $5.0 million loss on a geothermal equity security due to a change in the fair value of the investment. During the six months ended March 31, 2025, we recognized an aggregate gain of $14.4 million on investment securities. The aggregate gain primarily consisted of $14.4 million, $10.2 million, and $2.1 million of gains on various geothermal investments, our investment in Galileo, and our investment in Tamboran, respectively, due to changes in the fair value of the investments. The gain was partially offset by a $12.4 million loss on our sale of equity investments in ADNOC Drilling.
Current wording
Gain (Loss) on Investment Securities During the nine months ended June 30, 2026, we recognized an aggregate loss of $0.7 million on investment securities. The aggregate loss primarily consisted of a $5.0 million loss on a geothermal equity security and a $1.2 million loss on other equity securities, each resulting from changes in fair value, and a $1.2 million loss associated with a blue-chip swap transaction. The aggregate loss was partially offset by a $6.7 million gain on our investment in Tamboran due to a change in the fair value of the investment. During the nine months ended June 30, 2025, we recognized an aggregate gain of $14.1 million on investment securities. The aggregate gain consisted of $15.0 million, $10.2 million, and $1.3 million of gains on various geothermal investments, our investment in Galileo, and our investment in Tamboran, respectively, due to changes in the fair value of the investments. The gain was partially offset by a $12.4 million loss on our sale of equity investments in ADNOC Drilling.
Previous wording
Income Taxes For the six months ended March 31, 2026, we recorded income tax expense of $20.5 million (which includes a discrete tax expense of $4.8 million primarily related to equity compensation and unrecognized tax benefits) compared to income tax expense of $63.1 million (which includes a discrete tax expense of $0.7 million related to equity compensation) for the six months ended March 31, 2025. Our statutory federal income tax rate for fiscal year 2026 and 2025 is 21.0 percent (before incremental state and foreign taxes).
Current wording
Income Taxes For the nine months ended June 30, 2026, we recorded income tax expense of $92.9 million (which includes a discrete tax expense of $0.9 million primarily related to equity compensation, return to provision adjustments, and unrecognized tax benefits) compared to income tax expense of $92.1 million (which includes a discrete tax expense of $2.1 million related to equity compensation, return to provision adjustments, a decrease to the deferred state income tax rate and certain foreign taxes) for the nine months ended June 30, 2025. Our statutory federal income tax rate for fiscal year 2026 and 2025 is 21.0 percent (before incremental state and foreign taxes).
Previous wording
Operating Revenues Operating revenues were $1.1 billion and $1.2 billion in the six months ended March 31, 2026 and 2025, respectively. The decrease in operating revenues was primarily due to lower activity levels and per revenue day pricing levels.
Current wording
Operating Revenues Operating revenues were $1.6 billion and $1.8 billion during the nine months ended June 30, 2026 and 2025, respectively. The decrease in operating revenues was primarily due to lower activity levels and per revenue day pricing levels.
Previous wording
Direct Operating Expenses Direct operating expenses decreased to $627.2 million during the six months ended March 31, 2026 as compared to $666.4 million during the six months ended March 31, 2025. This decrease was primarily due to lower activity levels as discussed above.
Current wording
Direct Operating Expenses Direct operating expenses decreased to $948.9 million during the nine months ended June 30, 2026 as compared to $992.5 million during the nine months ended June 30, 2025. This decrease was primarily due to lower activity levels as discussed above.
Previous wording
Depreciation and Amortization Expense Depreciation expense decreased to $167.2 million during the six months ended March 31, 2026 compared to $175.5 million during the six months ended March 31, 2025. The decrease was primarily driven by a reduction in depreciable asset balances associated with the reclassification of assets to held‑for‑sale during the first quarter of fiscal year 2026. See Note 3—Property, Plant and Equipment for additional details related to our held-for-sale assets.
Current wording
Depreciation and Amortization Expense Depreciation expense decreased to $250.4 million during the nine months ended June 30, 2026 compared to $263.6 million during the nine months ended June 30, 2025. The decrease was primarily driven by a reduction in depreciable asset balances associated with the reclassification of assets to held‑for‑sale during the first quarter of fiscal year 2026. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment.
Previous wording
Asset Impairment Charges During the six months ended March 31, 2026, we recorded a non-cash impairment charge of $97.9 million primarily related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. See Note 3—Property, Plant and Equipment for additional details related to the impairment charges.
Current wording
Asset Impairment Charges During the nine months ended June 30, 2026, we recorded a non-cash impairment charge of $97.9 million primarily related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment.
Previous wording
Depreciation and Amortization Expense Depreciation expense increased to $157.4 million during the six months ended March 31, 2026 compared to $62.0 million during the six months ended March 31, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $86.4 million in depreciation and amortization expense during the six months ended March 31, 2026.
Current wording
Depreciation and Amortization Expense Depreciation expense increased to $231.9 million during the nine months ended June 30, 2026 compared to $128.7 million during the nine months ended June 30, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $96.1 million in depreciation and amortization expense.
Previous wording
Operating Revenues Operating revenues were $359.7 million and $178.3 million in the six months ended March 31, 2026 and 2025, respectively. The $181.4 million increase in operating revenues was primarily driven by an additional $174.2 million in revenue generated from expanded operations following the Acquisition.
Current wording
Operating Revenues Operating revenues were $534.1 million and $340.1 million in the nine months ended June 30, 2026 and 2025, respectively. The $194.0 million increase in operating revenues was primarily driven by an additional $181.8 million in revenue generated from expanded operations following the Acquisition.
Previous wording
Direct Operating Expenses Direct operating expenses increased to $301.8 million during the six months ended March 31, 2026 as compared to $145.6 million during the six months ended March 31, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $154.7 million in direct operating expenses during the six months ended March 31, 2026.
Current wording
Direct Operating Expenses Direct operating expenses increased to $447.0 million during the nine months ended June 30, 2026 as compared to $284.6 million during the nine months ended June 30, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $156.9 million in direct operating expenses during the nine months ended June 30, 2026.
Previous wording
Depreciation and Amortization Expense Depreciation expense increased to $20.7 million during the six months ended March 31, 2026 compared to $9.8 million during the six months ended March 31, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $12.2 million of depreciation and amortization expense during the six months ended March 31, 2026.
Current wording
Depreciation and Amortization Expense Depreciation expense increased to $31.7 million during the nine months ended June 30, 2026 compared to $22.4 million during the nine months ended June 30, 2025. The increase was primarily driven by completion of the Acquisition, resulting in an additional $11.0 million of depreciation and amortization expense during the nine months ended June 30, 2026.
Previous wording
Asset Impairment Charges During the six months ended March 31, 2026, we recorded a non-cash impairment charge of $2.1 million related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. See Note 3—Property, Plant and Equipment for additional details related to the impairment charges
Current wording
Asset Impairment Charges During the nine months ended June 30, 2026, we recorded a non-cash impairment charge of $2.1 million related to certain assets that were reclassified as held‑for‑sale. The reclassification required us to adjust the assets to their fair value, which corresponded to their scrap value, resulting in the impairment. For additional information regarding our held-for-sale assets, refer to Note 3—Property, Plant and Equipment.
Previous wording
Operating Revenues We continue to use our Captive insurance companies to insure the deductibles for our domestic workers’ compensation, general liability, automobile liability claims programs, and medical stop-loss program and to insure the deductibles from the Company's international casualty and rig property programs. Operating revenues of $106.5 million and $64.8 million during the six months ended March 31, 2026 and 2025, respectively, consisted of $37.9 million and $34.5 million in intercompany premium revenues recorded by the Captives, respectively. These revenues were eliminated upon consolidation. During the six months ended March 31, 2026 and 2025, operating revenues also consisted of $63.3 million and $24.7 million from BENTEC's manufacturing and engineering operations, respectively, of which, $6.8 million and $7.9 million are related to intercompany revenues that were eliminated upon consolidation, respectively.
Current wording
Operating Revenues We continue to use our Captive insurance companies to insure the deductibles for our domestic workers’ compensation, general liability, automobile liability claims programs, and medical stop-loss program and to insure the deductibles from the Company's international casualty and rig property programs. Operating revenues of $176.3 million and $107.7 million during the nine months ended June 30, 2026 and 2025, respectively, consisted of $55.2 million and $50.8 million in intercompany premium revenues recorded by the Captives, respectively. These revenues were eliminated upon consolidation. During the nine months ended June 30, 2026 and 2025, operating revenues also consisted of $115.8 million and $48.3 million from BENTEC's manufacturing and engineering operations, respectively, of which, $11.2 million and $12.4 million are related to intercompany revenues that were eliminated upon consolidation, respectively.
Previous wording
Direct Operating Expenses Direct operating expenses of $100.3 million and $60.8 million during the six months ended March 31, 2026 and 2025, respectively, consisted of $2.1 million and $14.2 million, respectively, in adjustments to accruals for estimated losses allocated to the Captives, rig and casualty insurance premiums of $23.3 million and $21.7 million, respectively, and medical stop loss expenses of $6.7 million and $10.4 million, respectively. The change to accruals for estimated losses was primarily due to actuarial valuation adjustments by our third-party actuary. During the six months ended March 31, 2026, direct operating expenses also consisted of $60.6 million from BENTEC's manufacturing and engineering operations, of which $6.8 million is related to intercompany expenses that were eliminated in consolidation. During the six months ended March 31, 2025, direct operating expenses also consisted of $12.2 million from BENTEC's manufacturing and engineering operations.
Current wording
Direct Operating Expenses Direct operating expenses of $164.4 million and $123.8 million during the nine months ended June 30, 2026 and 2025, respectively, consisted of $(1.6) million and $43.5 million, respectively, in adjustments to accruals for estimated losses allocated to the Captives, rig and casualty insurance premiums of $35.9 million and $31.8 million, respectively, and medical stop loss expenses of $11.5 million and $14.8 million, respectively. The change to accruals for estimated losses was primarily due to actuarial valuation adjustments by our third-party actuary. During the nine months ended June 30, 2026, direct operating expenses also consisted of $108.6 million from BENTEC's manufacturing and engineering operations, of which $11.2 million is related to intercompany expenses that were eliminated in consolidation. During the nine months ended June 30, 2025, direct operating expenses consisted of $32.8 million from BENTEC's manufacturing and engineering operations.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
At June 30, 2026, we were in compliance with all debt covenants.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Operating Revenue During the three months ended March 31, 2026 and 2025, consolidated operating revenues were $0.9 billion and $1.0 billion, respectively. The decrease was primarily driven by lower activity levels in our North America Solutions and International Solutions segments, partially offset by higher activity levels in our Offshore Solutions segment.
Previous report — wording carried elsewhere
It is important to note that results presented for the six months ended March 31, 2025 reflect a full 182 days of H&P operations and 75 days of KCA Deutag operations, as the Acquisition was completed on January 16, 2025.