GE Vernova Inc.
For the period ended Dec 31, 2025. Filed Jan 29, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Jan 29, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-02-06.
0001996810-25-000011
Item 1A. SUMMARY OF RISK FACTORSCurrent report: 10-K
Period ended 2025-12-31; filed 2026-01-29.
0001996810-26-000015
Item 1A. RISK FACTORSThe 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.
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16 unchanged; 89 reworded; 496 added; 1148 removed; 10 previous and 2 current paragraphs rearranged.
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A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (496)
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products and services, lead to claims for damages or regulatory actions, and harm our business or reputation. We design,
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manufacture, and service sophisticated, software-enabled industrial machinery and infrastructure (including gas turbines, onshore and
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offshore wind turbines, grid infrastructure, and nuclear power generation equipment), engineered for demanding conditions and compliance
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with stringent certification, performance, and reliability standards. A serious product, solution, or execution failure could result in injury or
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can result in warranty, maintenance, and other damage claims, including costs for project delays, repairs, and replacements, potentially in
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significant amounts. These potential impacts are greater where the defects or issues affect an entire product line or component and can be
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Developing and maintaining offerings that meet these standards is complex, costly, and technologically challenging and requires extensive
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coordination across suppliers and global manufacturing and project sites. Failures to meet these standards, whether actual or perceived,
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may result in significant contractual or other claims and regulatory suspensions of installation or operations, with adverse financial,
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competitive, and reputational effects. Warranty and quality-related costs have represented, and may in the future represent, a meaningful
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Significant supply chain and logistics disruptions, including volatility in the cost or availability of critical materials and
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components, could delay or impact our ability to deliver on customer obligations, increase costs, and expose us to contractual
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materials, parts, components, and subsystems. Our globally distributed supply chains are subject to economic and geopolitical dynamics,
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sanctions, tariffs, import/export restrictions, severe weather events, as well as other factors. We operate in a supply-constrained
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environment and have experienced, and may continue to experience, shortages of materials and skilled labor, inflationary pressures,
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While we pursue mitigation measures, such as long-term supply agreements, dual-sourcing, increased inventory levels, factory capacity
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expansion, lean initiatives, alternative logistics, product or component redesign, and cost-sharing with customers and suppliers, supply
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chain pressures are expected to persist and may continue to adversely affect our operations and financial performance. Certain inputs are
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limited or sole-sourced, concentrated with a small number of suppliers, or primarily available from a single country, including semiconductor
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chips and critical materials (such as specialty metals and rare earths). Although prior disruptions have not been material, the inability of a
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supplier to deliver, and our inability to secure timely and cost-effective alternatives, could impair our ability to manufacture products or
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Our operations may be adversely affected by delivery delays, capacity constraints, upstream or downstream production disruptions, price
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spikes, cyber-related attacks, or decreased availability of materials and commodities arising from war or other hostilities, natural disasters,
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underperformance could impact our ability to fulfill customer commitments, trigger contract terminations or liability, and impair our
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We depend on multiple forms of transportation and transportation routes. Logistics can be disrupted by weather, strikes or lockouts,
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inadequate infrastructure or port capacity, hostilities, terrorism, or other events, and transportation costs can be volatile. Any of these
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Disruptions or capacity constraints at our manufacturing and operating facilities could delay deliveries, increase costs, damage
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customer relationships, and limit our ability to meet demand for our products and services, and planned capacity expansions
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may not result in the benefits we expect if demand does not meet expectations. We depend on our global production and operating
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import/export restrictions, significant public health or safety events, severe weather or natural disasters, financial distress, unplanned
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dynamics can interrupt our operations, with risks heightened in certain emerging markets.
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We also rely on our production facilities for critical components. If disturbances at these locations prevent us from producing sufficient
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A significant event affecting any of our production or operating facilities, particularly when capacity is at or near full utilization or alternative
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sites are unavailable, may disrupt our ability to supply customers, require us to defer or decline orders, or cause late deliveries. Expanding
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our capacity to meet current or future demand or support new products requires significant capital investment and lead time and may be
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Removed paragraphs (1148)
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An investment in our company is subject to a number of risks. These risks relate to our business and strategy, industry dynamics, laws and
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under this Item 1A. "Risk Factors" and elsewhere in this Annual Report on Form 10-K could materially and adversely affect our business,
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this Annual Report on Form 10-K. These risks include, but are not limited to, the following:
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•We provide complex and specialized products, solutions, and services, and we could be adversely affected by actual or perceived
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•If our ongoing efforts to achieve our anticipated operational cost savings and implement initiatives to control or reduce our
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operating costs are not successful, our financial results and cash flows may be adversely affected.
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•Significant disruptions in our supply chain, including the high cost or unavailability of raw materials, components, and products
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essential to our business, and significant disruptions to our manufacturing and production facilities and distribution networks could
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adversely affect our future financial results and our ability to execute our operations on a timely basis.
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•Our failure to manage customer relationships and customer contracts could adversely affect our financial results.
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•The strategic priorities and financial performance of many of our businesses are subject to market and other dynamics related to
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decarbonization, which can pose risks in addition to opportunities.
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•Policies may alter the demand mix for our products in unfavorable ways, and any reductions or the elimination of governmental
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incentives or policies that support renewable energy could have a material adverse effect on our business, results of operations,
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cash flows, financial condition, and prospects.
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•Our business is exposed to risks associated with the volatile global economic environment and geopolitical conditions.
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•We operate in highly competitive environments. Our failure to compete successfully could adversely affect our results of
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•Our business strategy may include acquisitions, investments, joint ventures, partnerships, or divestitures to support our growth
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and financial performance, and our failure to successfully execute these transactions could adversely affect our business.
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•There are risks associated with our joint venture arrangements, consortiums, and similar collaborations with third parties for
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•Our future success will depend, in part, on our ability to develop and introduce new technologies.
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•Failure to meet ESG (including sustainability) expectations or standards or achieve our ESG goals could adversely affect our
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•Our operations are subject to various EHS laws and regulations, and potential litigation, and non-compliance with, or liabilities
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under, such laws and regulations could result in substantial costs, fines, sanctions, claims, additional regulatory oversight,
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suspension of operations, and reputational harm.
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•We are subject to laws and regulations governing government contracts, public procurement, and government reimbursements in
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many jurisdictions, and the failure to comply could adversely affect our business.
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•If we are unable to attract and retain highly qualified personnel, we may not be able to execute our business strategy effectively
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and our operations and financial results could be adversely affected.
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•We may be unable to obtain, maintain, protect, or effectively enforce our IP rights.
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•Increased cybersecurity requirements, vulnerabilities, threats, and more sophisticated and targeted computer crimes pose a risk to
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our systems, networks, products, solutions, services, and data, as well as our reputation, which could adversely affect our
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•Failure to comply with evolving data privacy and data protection laws and regulations or to otherwise protect personal information
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in the jurisdictions in which we operate, may adversely impact our business and financial results.
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•We may be unable to achieve some or all of the benefits that we expect to achieve from the Spin-Off.
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•Our stock price may fluctuate significantly.
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Risks Relating to Our Business and Our Industry
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We provide complex and specialized products, solutions, and services, and we could be adversely affected by actual or
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perceived quality issues or safety failures. We produce highly sophisticated and leading-edge products and provide specialized
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demand for our products, solutions, and services could be adversely affected.
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Quality issues among our products, solutions, and services could cause us to incur significant costs, reduce demand for our
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adverse outcomes, including injuries or death, widespread power outages, suspension of power production, installation or fleet delivery
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death, widespread power outages, suspension of power production or operations, delivery delays, environmental impacts, or other
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position, cash flows, and results of operations. Actual or perceived design, production, performance, or other quality issues related to new
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Actual or perceived design, production, performance, or other quality issues in new introductions or existing product lines have resulted and
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party suppliers, contract manufacturers and service providers, and commodity markets to secure raw materials, parts, components, and
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and reputational risks. We rely on third-party suppliers, contract manufacturers, service providers, and commodity markets for raw
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inflationary pressures, shortages of skilled labor, transportation and logistics challenges and manufacturing disruptions that impact our
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transportation and logistics challenges, and manufacturing disruptions that affect revenues, profitability, cash flow, and on-time fulfillment.
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emergencies, increased tariffs or import or export restrictions, or other business continuity events, adversely affect our operations and,
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public health emergencies, increased tariffs or trade restrictions, or other business continuity events. Supplier nonperformance or
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impact our ability to deliver quality products, solutions, and services to our customers and may have a substantial adverse impact on our
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factors could impede our ability to deliver quality products, solutions, and services and have a material adverse effect on our results of
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and services. We are dependent on our global production and operating network to develop, manufacture, assemble, supply, and service
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network to develop, manufacture, assemble, supply, and service our offerings. Disruptions such as work stoppages, labor shortages,
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downtimes, manufacturing deviations, quality issues, production constraints, mechanical failures, cybersecurity attacks, and geopolitical
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downtime, manufacturing deviations or quality issues, production constraints, equipment failures, cybersecurity attacks, and geopolitical
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blades or transformers purchased from external suppliers which could lead to delays, quality control issues, or additional costs.
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quantities, we may need to source more from external suppliers, which could introduce delays, quality control issues, or additional costs.
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savings anticipated by us are based on estimates and assumptions that are inherently uncertain and may be subject to significant business,
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are based on estimates and assumptions that are inherently uncertain and subject to business, economic, and competitive factors. If we
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We enter into long-term service agreements in connection with significant contracts for the sale of products, particularly in our Gas Power
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of our customers in connection with significant contracts for the sale of products. Profitability under these agreements, particularly in Gas
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an erosion of our competitive position.
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excess costs, inventory build (including obsolescence), lower profit margins and cash flows, loss contracts, and erosion of our competitive
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cause us to experience lower revenues, price erosion, lower margins, and could result in forgone growth opportunities. Competition has
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innovations in production techniques, we could experience lower revenues, price erosion, reduced margins, and forgone growth
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time (such as hydrogen-based power generation, carbon capture and sequestration technologies, small modular or other advanced nuclear
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technologies such as small modular or other advanced nuclear power, hydrogen-based power generation, carbon capture and
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grid-scale batteries or other storage solutions, depends on many factors, including the pace of innovation, the development costs and the
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sequestration, and grid-scale batteries or other storage solutions depends on factors including the pace of innovation; development costs;
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Transactions may expose us to significant risks and uncertainties, including:
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Strategic transactions may expose us to risks and uncertainties, including competition driving higher prices or less favorable terms; delays,
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•rulings by antitrust or other regulatory bodies;
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capital and financing availability and cost; antitrust or other regulatory reviews, conditions, or adverse rulings; legacy noncompliance or
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Various other assessments and assumptions regarding a transaction may prove to be incorrect, and actual developments may differ
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Assessments and assumptions supporting a transaction may prove incorrect, and actual outcomes may differ significantly from
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the Separation and Distribution Agreement described under “Certain Relationships and Related Person Transactions—Agreements with GE
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provisions of the Separation and Distribution Agreement described under “Certain Relationships and Related Person Transactions—
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certain projects, which could impose additional costs and obligations onus.
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risks that could impose additional costs and obligations, cause reputational harm and adversely affect our business, results of
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certain projects, which could impose additional costs and obligations on us. We have entered and expect to continue to enter into
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operations, cash flows, financial condition, or prospects. We have entered, and expect to continue entering, into joint ventures for
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joint venture arrangements for manufacturing and commercial operations and/or project development and funding. We also enter into
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manufacturing, commercial operations, and project development and funding, and into consortium arrangements to perform projects. These
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investment or services or take responsibility for breaches of contracts or assume additional financial or operational obligations which could
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assume responsibility for contract breaches, or take on additional financial or operational obligations, which may expose us to credit risk.
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agreement (including financial obligations), termination rights, or the ownership or control of IP developed during the arrangement. We also
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(including financial obligations and termination rights), or ownership and control of intellectual property developed in the arrangement. We
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In addition, our arrangements involving joint ventures may restrict us from gaining access to the cash flows or assets of these entities. In
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responsibilities. These arrangements may also restrict our access to cash flows or assets of a joint venture, and some joint ventures are
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results of operations, cash flows, financial condition, and the actual outcome of matters as to which forward-looking statements are made in
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could adversely affect our business, financial condition, cash flows, and results of operations.
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Our failure to manage customer and counterparty relationships and contracts could adversely affect our financial results. Our
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technologies (such as prohibitions on financing for fossil fuel-based projects or technologies), macroeconomic conditions, changes in law,
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prohibitions on financing for fossil fuel–based projects), macroeconomic conditions, changes in law or policy, disputes, or other delays. If a
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•Our ability to maintain our investment grade credit ratings could affect our ability to access capital, could increase our interest
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Our ability to maintain our investment grade credit ratings could affect our ability to access capital, increase our interest rates,
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rates, and could limit our ability to secure new contracts or business opportunities. The success of our commercial relationships is
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and limit our ability to secure new contracts or business opportunities. Our commercial relationships and competitive positioning rely
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rates, and could limit our ability to secure new contracts or business opportunities.
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competitive terms. Adverse rating actions may also reduce our ability to secure new contracts and business opportunities and limit our
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performance failures, unforeseen site conditions, rejection clauses in customer contracts, or other factors that may result in
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performance failures; unforeseen site conditions; rejection or termination clauses in contracts that reduce revenue or increase costs;
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•requirements to pay liquidated or other damages, upon our failure to meet schedule or performance requirements of our contracts;
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pay liquidated or other damages for failure to meet schedule or performance requirements; difficulties engaging or overseeing third‑party
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•modifications to projects that create unanticipated costs or delays.
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project modifications or change orders that create unanticipated costs or delays and potential claims or disputes. Any of these factors can
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We may not be able to access the capital and credit markets on terms that are favorable to us, or at all, and we may be restricted
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We may not be able to access the capital and credit markets or obtain other financing on terms that are favorable to us, or at all.
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other financing instruments for certain transactions. We have a $3.0 billion committed credit facility and a $3.0 billion committed trade
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liquidity and increase borrowing costs. Although we maintain a $3.0 billion committed credit facility and a $3.0 billion committed trade
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availability or cost of capital, including domestic or international economic conditions, increases in key benchmark interest rates and/or
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beyond our control, including domestic and international economic conditions, increases in benchmark interest rates and credit spreads,
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In addition, large energy projects may require co-financing of projects through project development loans, structured debt financing or
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customers’ projects often require co-financing through project development loans, structured debt, or equity investments. Such financing
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our earnings, cash flows, and returns. The termination of, expiration of, or exhaustion of funding capacity or commitments available to us
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increase our cost of doing business or disrupt our operations. Natural disasters, fires, tornadoes, tsunamis, hurricanes, earthquakes,
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asset underperformance could adversely affect our earnings, cash flows, and financial condition.
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business, results of operations, cash flows, and financial condition.
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Our ability to maintain our investment grade credit ratings could affect our ability to access capital, could increase our interest
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adverse effect on our business, results of operations, cash flows, and financial condition.
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our business, results of operations, cash flows, and financial condition.
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business, results of operations, cash flows, and financial condition.
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operations, cash flows, and financial condition.
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hydrogen-based power generation, carbon capture and sequestration technologies, small modular or other advanced nuclear power and
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Volatility in currency exchange rates may adversely affect our financial condition, results of operations and cash flows. As a
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business and have a material adverse effect on our results of operations.
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this Annual Report on Form 10-K.