CTRI on NYSE

Centuri Holdings, Inc.

American natural gas transmisison and distribution company1

In its 2026 annual report the company says: “We are a leading North American utility and energy infrastructure services company with over 115 years of operating history, and we partner with regulated utilities to maintain, upgrade and expand the energy network that powers millions of homes and businesses. We serve as a long-term strategic partner to, and an extension of, North America’s electric, gas, and combination utility providers, delivering a wide range of infrastructure solutions that ensure safe, reliable and environmentally sustainable energy operations.”4 It is headquartered in Phoenix, Arizona.1

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Last updated Oct 21, 2026.

Overview

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  • TickerCTRI on NYSE1
  • IndustryNatural Gas Transmisison & Distribution1
  • HeadquartersPhoenix, Arizona1
  • Incorporated inDE2
  • Business address19820 North 7Th Avenue Suite 120, Phoenix, Az 850272
  • Filer categoryLarge accelerated filer2

We are a leading North American utility and energy infrastructure services company with over 115 years of operating history, and we partner with regulated utilities to maintain, upgrade and expand the energy network that powers millions of homes and businesses. We serve as a long-term strategic partner to, and an extension of, North America’s electric, gas, and combination utility providers, delivering a wide range of infrastructure solutions that ensure safe, reliable and environmentally sustainable energy operations. Our service offerings primarily consist of the modernization of utility infrastructure through the replacement, maintenance, retrofitting, and installation of electric and natural gas distribution and utility-scale transmission networks and building capacity to meet current and future demands. We also serve complementary, attractive and growing end markets such as distribu…4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

8.3%Gross margin5
3.1%Operating margin5
0.8%Net margin5
13.1%Revenue growth, 20255
2.6%Return on equity5
0.81×Debt to equity5
-$8.2MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Master Services Agreement brought in 78% of the revenue Centuri Holdings, Inc. broke down this way in fiscal 2025.

  1. Master Services Agreement$2.3B578%up 10% from 2024
  2. Bid Contract$655.8M522%up 27% from 2024
Products and services by year
Products and services202320242025
Master Services Agreement$2.4B$2.1B$2.3B
Bid Contract$510.6M$516.1M$655.8M

Business segments

U.S. Gas brought in 45% of the revenue Centuri Holdings, Inc. broke down this way in fiscal 2025.

  1. U.S. Gas$1.3B545%up 5% from 2024
  2. Union Electric$808.3M527%up 17% from 2024
  3. Non-Union Electric$599.4M520%up 24% from 2024
  4. Canadian Operations$246.9M58%up 25% from 2024
Business segments by year
Business segments202320242025
U.S. Gas$1.4B$1.3B$1.3B
Union Electric$833.1M$693.5M$808.3M
Non-Union Electric$473.9M$485.3M$599.4M
Canadian Operations$234.8M$197.9M$246.9M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue92¢$2.7B
  • Selling, general and admin4¢$126.5M
  • Other costs3¢$89.6M
  • Income tax0¢$8.1M
  • Profit1¢$22.4M

Out of $3.0B in revenue.5

Where each dollar of operating cash went, fiscal 2025

  • Capital spending100¢$86.3M

Out of $78.1M of cash from operations. Spending exceeded cash from operations; the rest came from savings or borrowing.5

Financial statements

Revenue5$3.0B in 2025+3% since 2023
0$1.0B$2.0B$3.0B2023: $2.9B$2.9B20232024: $2.6B$2.6B2024−9%2025: $3.0B$3.0B2025+13%
Gross profit5$246.6M in 2025−10% since 2023
0$100.0M$200.0M$300.0M2023: $273.4M$273.4M20232024: $220.7M$220.7M2024−19%2025: $246.6M$246.6M2025+12%
Operating income5$92.8M in 2025
-$100.0M-$50.0M0$50.0M$100.0M2023: -$77.6M-$77.6M20232024: $86.8M$86.8M20242025: $92.8M$92.8M2025+7%
Net income5$22.4M in 2025
-$200.0M-$100.0M0$100.0M2023: -$186.2M-$186.2M20232024: -$6.7M-$6.7M2024−96%2025: $22.4M$22.4M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Total revenue, net$3.0B$2.6B$2.9B
Total cost of revenue$2.7B$2.4B$2.6B
Gross profit$246.6M$220.7M$273.4M
Selling, general and administrative expenses$126.5M$107.2M$110.3M
Amortization of intangible assets$27.3M$26.6M$26.7M
Goodwill impairment$0$0$214.0M
Operating income (loss)$92.8M$86.8M-$77.6M
Interest expense, net$78.4M$90.5M$97.5M
Other income, net-$194.0K-$376.0K-$64.0K
Income (loss) before income taxes$14.6M-$3.4M-$175.0M
Income tax (benefit) expense-$8.1M$3.5M$9.5M
Net income (loss)$22.6M-$6.8M-$184.5M
Net income (loss) attributable to noncontrolling interests$255.0K-$98.0K$1.7M
Net income (loss) attributable to common stock$22.4M-$6.7M-$186.2M
Basic (in USD per share)$0.25-$0.08-$2.60
Diluted (in USD per share)$0.25-$0.08-$2.60
Weighted average basic shares outstanding (in shares)90.0M shares83.3M shares71.7M shares
Weighted average diluted shares outstanding (in shares)90.3M shares83.3M shares71.7M shares

Compare Centuri Holdings, Inc. with another company

Corporate structure

Centuri Holdings, Inc. sits at the top of its group. 39 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Centuri Holdings, Inc.

  • CARRONADE CAPITAL MANAGEMENT, LP Filed SCHEDULE 13G on Centuri Holdings, Inc., latest Aug 14, 2026
  • BlackRock Filed SCHEDULE 13G/A on Centuri Holdings, Inc., latest Jul 27, 2026 (2 filings since Oct 17, 2025)
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Centuri Holdings, Inc., latest Mar 26, 2026 (3 filings since Oct 30, 2025)
  • Carl C. Et Al Icahn Filed SCHEDULE 13D on Centuri Holdings, Inc., latest Nov 13, 2025 (5 filings since May 23, 2025)
  • FMR LLC Filed SCHEDULE 13G/A on Centuri Holdings, Inc., latest Nov 5, 2025 (4 filings since Feb 12, 2025)
  • Southwest Gas Filed SCHEDULE 13G/A on Centuri Holdings, Inc., latest Sep 5, 2025 (6 filings since Nov 13, 2024)
  • Centuri Holdings, Inc. Phoenix, Arizona
    • Canyon Pipeline Construction, Inc. Subsidiary · Nevada, United States
    • Canyon Special Projects LLC Subsidiary · Nevada, United States
    • Canyon Traffic Control LLC Subsidiary · Nevada, United States
    • Centuri Canada Division Inc. Subsidiary · Ontario, Canada
    • Centuri Group, Inc. Subsidiary · Nevada, United States
    • Centuri Oil & Gas Group LLC Subsidiary · Delaware, United States
    • Centuri Power Group LLC Subsidiary · Delaware, United States
    • Centuri Services Group LLC Subsidiary · Delaware, United States
    • Centuri Special Purpose Entity, LLC Subsidiary · Delaware, United States
    • Centuri U.S. Division, Inc. Subsidiary · Nevada, United States
    • Connect Atlantic Utility Services Corporation Subsidiary · Nova Scotia, Canada
    • Drum Parent LLC Subsidiary · Delaware, United States
    • Electric T&D Division LLC Subsidiary · Delaware, United States
    • Electric T&D Holdings LLC Subsidiary · Delaware, United States
    • Intellichoice Energy of California, LLC Subsidiary · Delaware, United States
    • Intellichoice Energy, LLC Subsidiary · Delaware, United States
    • Linetec Services, LLC Subsidiary · Delaware, United States
    • Meritus Electric T&D Division LLC Subsidiary · Delaware, United States
    • Meritus Oil & Gas Division LLC Subsidiary · Delaware, United States
    • Meritus Services Division LLC Subsidiary · Delaware, United States
    • Mid-America Construction Services LLC Subsidiary · Delaware, United States
    • National Barricade LLC Subsidiary · Nevada, United States
    • National Powerline LLC Subsidiary · Delaware, United States
    • Neuco Equipment LLC Subsidiary · Nevada, United States
    • New England Utility Constructors, Inc. Subsidiary · Massachusetts, United States
    • and 13 more

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Centuri Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$1.2B5 Dec 28, 2025$1.1B5 Dec 29, 2024+3.3%
Accumulated depreciation$693.7M5 Dec 28, 2025$612.6M5 Dec 29, 2024+13.2%
Property and equipment, net$466.8M5 Dec 28, 2025$511.3M5 Dec 29, 2024−8.7%
Finance-lease assets$24.4M5 Dec 28, 2025$33.8M5 Dec 29, 2024−27.7%
Operating-lease assets (leased space)$176.4M5 Dec 28, 2025$104.1M5 Dec 29, 2024+69.4%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$126.6M5 Dec 28, 2025$49.0M5 Dec 29, 2024+158.3%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$395.7M5 Dec 28, 2025$368.3M5 Dec 29, 2024+7.4%
Intangible assets, net (excluding goodwill)$343.2M5 Dec 28, 2025$340.9M5 Dec 29, 2024+0.7%
Finite-lived intangibles, gross$499.3M5 Dec 28, 2025$468.9M5 Dec 29, 2024+6.5%
Accumulated amortization$156.1M5 Dec 28, 2025$128.0M5 Dec 29, 2024+22.0%
Finite-lived intangibles, net$343.2M5 Dec 28, 2025$340.9M5 Dec 29, 2024+0.7%

Properties, in its own words

Centuri currently maintains its principal executive offices at 19820 North 7th Avenue, Suite 120, Phoenix, Arizona 85027. Including the principal office, Centuri operates in 97 primary locations across 46 states in the U.S. and six Canadian provinces, and these locations are used across our different reportable segments. As of December 28, 2025, Centuri maintained 117 long-term (greater than 12 months) facility leases across its areas of operations and eight owned properties. Centuri considers its facilities suitable and adequate for the purposes of which they are used and does not anticipate difficulty in renewing existing leases as they expire or in finding alternative facilities.

Item 2 of the 10-K filed Feb 26, 2026.4

Leadership

Who has led Centuri Holdings, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (18)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Canyon Pipeline Construction, Inc. Nevada3
  • Canyon Special Projects LLC Nevada3
  • Canyon Traffic Control LLC Nevada3
  • Centuri Canada Division Inc. Ontario, Canada3
  • Centuri Group, Inc. Nevada3
  • Centuri Holdings, Inc. Delaware3
  • Centuri Oil & Gas Group LLC Delaware3
  • Centuri Power Group LLC Delaware3
  • Centuri Services Group LLC Delaware3
  • Centuri Special Purpose Entity, LLC Delaware3
  • Centuri U.S. Division, Inc. Nevada3
  • Connect Atlantic Utility Services Corporation Nova Scotia, Canada3
  • Drum Parent LLC Delaware3
  • Electric T&D Division LLC Delaware3
  • Electric T&D Holdings LLC Delaware3
  • Intellichoice Energy of California, LLC Delaware3
  • Intellichoice Energy, LLC Delaware3
  • Linetec Services, LLC Delaware3
  • Meritus Electric T&D Division LLC Delaware3
  • Meritus Oil & Gas Division LLC Delaware3
  • Meritus Services Division LLC Delaware3
  • Mid-America Construction Services LLC Delaware3
  • NPL Canada Ltd. Ontario, Canada3
  • NPL East LLC Delaware3
All 39 listed subsidiaries
  • NPL Great Lakes LLC Delaware3
  • NPL Mid-America LLC Delaware3
  • NPL West LLC Delaware3
  • National Barricade LLC Nevada3
  • National Powerline LLC Delaware3
  • Neuco Equipment LLC Nevada3
  • New England Utility Constructors, Inc. Massachusetts3
  • Oil & Gas Division LLC Delaware3
  • Riggs Distler & Company, Inc. Maryland3
  • Riggs Gas LLC Delaware3
  • Services Division LLC Delaware3
  • Shelby Mechanical LLC Delaware3
  • Shelby Plumbing, LLC New Jersey3
  • Southwest Administrators, Inc. Nevada3
  • W.S. Nicholls Western Construction Ltd. Federal, Canada3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 12, 20268-K Executive or director change; Regulation FD disclosure30
  2. Aug 4, 20268-K Results of operations31
  3. May 22, 20268-K Shareholder vote32
  4. May 6, 20268-K Results of operations33
  5. Mar 20, 20268-K Executive or director change; Regulation FD disclosure34
  6. Feb 25, 20268-K Results of operations35
  7. Dec 23, 20258-K Executive or director change36
  8. Nov 14, 20258-K Entered a material agreement; Unregistered sale of shares37
  9. Nov 12, 20258-K Entered a material agreement; Executive or director change; Regulation FD disclosure38
  10. Nov 5, 20258-K Results of operations39
  11. Sep 5, 20258-K Other events40
  12. Aug 11, 20258-K Entered a material agreement; Other events41
  13. Dec 5, 2024New chief executive Christian Brown becomes CEO11
  14. Aug 1, 2024New chief executive Paul J. Caudill becomes CEO10
  15. Apr 17, 2024New chief executive William Fehrman becomes CEO9

Calendar

Coming up

  1. Nov 4, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.17 a share, on Nov 5, 2025.42

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results31
  2. May 6, 2026Reported quarterly or annual results33
  3. Feb 25, 2026Reported quarterly or annual results35
  4. Nov 5, 2025Reported quarterly or annual results39
  5. Aug 6, 2025Reported quarterly or annual results43
  6. May 12, 2025Reported quarterly or annual results44
  7. Feb 26, 2025Reported quarterly or annual results45
  8. Nov 6, 2024Reported quarterly or annual results46

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

201 filings to the SEC since October 2021: 2 annual reports, 8 quarterly reports, 29 major events, 97 insider forms, 21 large holders, 44 other. The latest 20:

  1. Sep 21, 20264 EDGAR
  2. Aug 19, 20264/A EDGAR
  3. Aug 19, 20264/A EDGAR
  4. Aug 14, 2026SCHEDULE 13G EDGAR
  5. Aug 12, 20264 EDGAR
  6. Aug 12, 20264 EDGAR
  7. Aug 12, 20263 EDGAR
  8. Aug 12, 20263 EDGAR
  9. Aug 12, 20268-K EDGAR
  10. Aug 6, 20263 EDGAR
  11. Aug 6, 20263 EDGAR
  12. Aug 6, 20263 EDGAR
  13. Aug 6, 20263 EDGAR
  14. Aug 4, 202610-Q EDGAR
  15. Aug 4, 20268-K EDGAR
  16. Jul 27, 2026SCHEDULE 13G/A EDGAR
  17. Jul 10, 2026S-8 EDGAR
  18. May 22, 20268-K EDGAR
  19. May 20, 20264 EDGAR
  20. May 20, 20264 EDGAR

The 201 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

19 open-market trades by officers, directors and large owners since October 2021: 13 buys and 6 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 18, 2026DeMaria DustinDirectorBuy5,200$19.27$100.2KForm 4
Dec 4, 2025Brown ChristianChief Executive OfficerSale7,108$24.51$174.2KForm 4
Nov 14, 2025ICAHN CARL C10% ownerBuy3,488,372$21.50$75.0MForm 4
Sep 5, 2025Southwest Gas Holdings, Inc.10% ownerSale27,362,210$19.60$536.3MForm 4
Aug 11, 2025Southwest Gas Holdings, Inc.10% ownerSale18,823,500$19.50$367.1MForm 4
Jul 8, 2025Southwest Gas Holdings, Inc.10% ownerSale1,060,240$20.75$22.0MForm 4
Jun 18, 2025Southwest Gas Holdings, Inc.10% ownerSale11,212,500$20.75$232.7MForm 4
May 22, 2025Southwest Gas Holdings, Inc.10% ownerSale13,207,142$17.50$231.1MForm 4
Mar 28, 2025Dill JulieDirectorBuy500$16.57$8.3KForm 4
Mar 26, 2025Dill JulieDirectorBuy500$16.63$8.3KForm 4
Jul 31, 2024Fehrman WilliamDirectorBuy20,000$16.50$330.0KForm 4
Apr 22, 2024Izenstark Gregory A.Chief Financial OfficerBuy5,250$21.00$110.2KForm 4
Apr 22, 2024Dill JulieDirectorBuy5,000$21.00$105.0KForm 4
Apr 22, 2024Krummel Christopher ADirectorBuy2,500$21.00$52.5KForm 4
Apr 22, 2024Patton Charles R.DirectorBuy11,000$21.00$231.0KForm 4
Apr 22, 2024Wilcock Jason S.See RemarksBuy5,000$21.00$105.0KForm 4
Apr 22, 2024Fehrman WilliamDirectorBuy25,000$21.00$525.0KForm 4
Apr 22, 2024Haller Karen SDirectorBuy12,000$21.00$252.0KForm 4
Apr 22, 2024MARIUCCI ANNE LDirectorBuy71,400$21.00$1.5MForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Christian I. Brown56$1.1M$4.3M53
2025Gregory A. Izenstark46$497.0K$2.0M53
2025Jason S. Wilcock48$474.5K$1.6M53
2025James W. Connell Jr.$484.8K$869.9K53
2024President and Chief Executive Officer$80.8K$2.1M53
2024Executive Vice PresidentChief Financial Officer$440.0K$1.9M53
2024Former Executive Vice PresidentChief Commercial and Strategy Officer$438.7K$1.3M53
2023Executive Vice PresidentChief Financial Officer$316.4K$1.2M53

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Icahn Carl C14,336,044$433.5M5.2%No change
BlackRock, Inc.6,881,738$208.1M0.0%−311,692
Carronade Capital Management, LP5,516,741$166.8M2.9%+953,429
Fmr LLC5,381,938$162.7M0.0%−811,527
D. E. Shaw & Co., Inc.4,935,944$149.3M0.1%+221,194
Hill City Capital, LP4,030,000$121.9M2.8%No change
Vanguard Portfolio Management LLC3,844,587$116.3M0.0%−428,821
Vanguard Capital Management LLC3,786,058$114.5M0.0%−456,011
Two Sigma Investments, LP2,584,448$78.2M0.1%−130,072
Geode Capital Management, LLC2,437,856$73.7M0.0%+475,675
Federated Hermes, Inc.2,348,200$71.0M0.1%+404,073
Verbena Value LP2,196,660$66.4M11.0%+425,203
State Street Corp2,096,182$63.4M0.0%+142,394
Nomura Asset Management International Inc.1,789,635$54.1M0.1%−85,690
Wellington Management Group Llp1,656,520$50.1M0.0%−285,318
Goldman Sachs Group Inc1,552,762$47.0M0.0%+104,886
Qube Research & Technologies Ltd1,547,766$46.8M0.1%−390,514
Assenagon Asset Management S.A.1,531,256$46.3M0.0%New
Dimensional Fund Advisors LP1,480,760$44.8M0.0%+590,738
MIRAE ASSET GLOBAL ETFS HOLDINGS Ltd.1,475,451$44.6M0.1%+112,333
Tensile Capital Management LP1,467,046$44.4M6.1%−124,197
Morgan Stanley1,430,420$43.3M0.0%+169,942
Neuberger Berman Group LLC1,340,008$40.6M0.0%+752,942
Schonfeld Strategic Advisors LLC1,015,787$30.7M0.2%−710,089
Conversant Capital LLC950,000$28.7M3.4%+95,000

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Centuri Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARCenturi Holdings, Inc.1
  • CIK0001981599
  • Employer ID (EIN)93-18177414
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsJanuary 31
  • Industry code (SIC)4923 Natural Gas Transmisison & Distribution1
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
  • Business address19820 North 7Th Avenue Suite 120, Phoenix, AZ 850271
  • Phone(623) 582-12351
  • Shares outstanding100,963,053 as of Jul 31, 20267
  • Public float$911.5M as of Jun 29, 20254
  • AuditorPricewaterhouseCoopers LLP, Phoenix, Arizona PCAOB ID 238; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceSep 22, 20231
  • Filings201 in all: 4 (70), 8-K (28), 3 (24), SCHEDULE 13G/A (14), 10-Q (8), 424B4 (5), CORRESP (5), SCHEDULE 13G (5)1
    All 32 form types

    144 (4), 424B3 (4), UPLOAD (4), 4/A (3), 10-K (2), 424B5 (2), ARS (2), DEF 14A (2), DEFA14A (2), EFFECT (2), S-8 (2), 424B7 (1), 8-A12B (1), 8-K/A (1), CERT (1), DRS (1), DRS/A (1), DRSLTR (1), S-1 (1), S-1/A (1), S-3 (1), S-3ASR (1), SC 13G (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Feb 26, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Apr 6, 2026
    Latest 8-K (8-K) Aug 12, 2026

Securities registered for trading

ClassSymbolExchange
Common stock, $0.01 par valueCTRINew York Stock Exchange

From the cover page of the 10-K filed Feb 26, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Centuri Holdings, Inc. names in Item 1A of its 10-K filed Feb 26, 2026: 60 risks under these headings, as written.4

  • Risks Related to Our Business and Industry
  • Risks Related to Accounting Estimates, Judgments, Timing and Impacts Related to Taxation
  • Financial, Economic, Environmental and Market Risks
  • Risks Related to Ownership of Our Common Stock
  • Risks Related to Our Operations
  • The loss of, or reduction in business from, certain significant customers could have a material adverse effect on our business.
  • Our financial and operating results may vary significantly from quarter-to-quarter and year-to-year. A variety of factors could adversely affect the timing or profitability of our projects, which may result in additional costs to us, reductions or delays in revenues, the payment of liquidated damages or project termination.
  • We derive a significant portion of our revenues from long-term MSAs that may be cancelled by customers on short notice, or which we may be unable to renew on favorable terms or at all.
  • Backlog may not be realized or may not result in revenue or profit.
  • Our actual cost may be greater than expected in performing our contracts, causing us to realize significantly lower profit or experience losses on our projects.
  • Fixed-price and unit-price contracts are subject to potential losses that could adversely affect our results of operations.
  • The nature of our operations presents inherent risk of loss that could materially and adversely affect our results of operations and financial condition, earnings, and cash flows.
The other 53 risks
  • We operate in a highly competitive industry, and competitive pressures could materially and adversely affect our business, which is largely dependent on the competitive bidding process.
  • Any deterioration in the quality or reputation of our brands, which can be exacerbated by the effect of social media or significant media coverage, could have a material adverse impact on our business.
  • We are self-insured against many potential liabilities, and there can be no assurance that our insurance coverages will be sufficient under all circumstances or against all claims to which we may be subject, which could expose us to significant liabilities and materially and adversely affect our business, financial condition, results of operations and cash flows.
  • We may be unsuccessful at generating internal growth, which may materially and adversely affect our ability to expand our operations or grow our business.
  • Changes to renewable portfolio standards and decreased demand for renewable energy projects could materially and adversely impact our future results of operations, financial condition, cash flows and liquidity.
  • We may pursue acquisitions, which may not be successful and may divert financial and management resources. If we fail to integrate acquisitions successfully, we may experience operational challenges and risks which may have a material adverse effect on our business.
  • Technological advancements and other market developments could materially and adversely affect our business.
  • Systems and information technology interruptions and/or data security breaches could materially and adversely affect our operating results and ability to operate, and could result in harm to our reputation.
  • Risks Related to Our Supply Chain, Equipment, Subcontractors and Other Parties
  • Challenges relating to supply chain constraints have negatively affected, and may in the future negatively affect, our work mix and volumes, which could materially and adversely affect our results of operations overall.
  • Our business could be negatively affected as a result of actions of activist stockholders.
  • We are subject to the risk of changes in fuel costs, which could have a material adverse effect on our results of operations and cash flows.
  • An increase in the prices or availability of certain customer-provided materials and commodities used in our business could materially and adversely affect our results of operations and cash flows.
  • We may incur higher costs to lease, acquire and maintain equipment necessary for our operations, which could have a material adverse effect on our business, results of operations and cash flows.
  • Our dependence on suppliers, subcontractors and equipment manufacturers could expose us to the risk of loss in our operations, which could have a material adverse effect on our business, results of operations and cash flows.
  • Project performance issues, including those caused by third parties, or certain contractual obligations may result in additional costs to us, reductions or delays in revenues or the payment of penalties, including liquidated damages.
  • Risks Related to Labor
  • We depend on key personnel and we may not be able to operate and grow our business effectively if we lose the services of any of our key persons or are unable to attract and retain qualified and skilled personnel in the future.
  • Failure to attract and retain an appropriately qualified employee workforce could materially and adversely affect our collective operations.
  • Our unionized workforce and related obligations could materially and adversely affect our operations, lead to work stoppages or impact our ability to complete certain acquisitions.
  • We participate in multiemployer pension plans which could create additional obligations and payment liabilities.
  • Risks Related to Our Indebtedness and Additional Capital
  • Our existing indebtedness or ability to incur additional indebtedness could materially and adversely affect our businesses and our ability to meet our obligations and pay dividends.
  • We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
  • Our variable rate indebtedness subjects us to interest rate risk and could have a material adverse effect on us.
  • We may need additional capital in the future for working capital, capital expenditures or acquisitions, and we may not be able to access capital on favorable terms, or at all, which would impair our ability to operate our business or achieve our growth objectives.
  • We may not be able to compete for, or work on, certain projects if we are not able to obtain necessary bonds, letters of credit, bank guarantees or other financial assurances.
  • A downgrade in our debt rating could restrict our ability to access the capital markets.
  • Our financial results are based upon estimates and assumptions that may differ from actual results.
  • Our goodwill and other assets have been subject to impairment and may continue to be subject to impairment in the future.
  • Changes in applicable tax laws and regulations could adversely affect our business.
  • Our tax burden could increase as a result of ongoing or future tax audits.
  • Risks Related to our Relationship with Southwest Gas Holdings
  • We may be subject to certain contingent tax liabilities of Southwest Gas Holdings for taxable years in which we were a member of its consolidated group.
  • Potential indemnification liabilities to Southwest Gas Holdings pursuant to the Separation Agreement could materially and adversely affect our businesses, financial condition, results of operations and cash flows.
  • In connection with the Separation, Southwest Gas Holdings has indemnified us for certain liabilities. However, there can be no assurance that the indemnity will be sufficient to insure us against the full amount of such liabilities, or that Southwest Gas Holdings’ ability to satisfy its indemnification obligation will not be impaired in the future.
  • We may have received better terms from unaffiliated third parties than the terms we received in our agreements with Southwest Gas Holdings.
  • Our ability to use our net operating loss carryforwards and other tax attributes may be limited due to certain provisions of the Internal Revenue Code or state tax law.
  • Certain of our costs, such as operating expenses and interest expenses, could be adversely impacted by periods of heightened inflation, which could have a material adverse effect on our results of operations.
  • Our customers’ budgetary constraints, regulatory support or decisions, and financial condition could materially and adversely impact work awarded.
  • Unfavorable economic, market or regulatory conditions affecting the financial services industry or capital investment could reduce capital expenditures in the industries we serve or could otherwise materially and adversely affect our customers, which could result in decreased demand for our services.
  • We are subject to risks associated with climate change, and weather conditions in our operating areas can materially and adversely affect operations, financial position, and cash flows.
  • Risks associated with operating in the Canadian market could restrict our ability to expand and materially harm our business and prospects.
  • Regulatory, Legislative and Legal Risks
  • In the ordinary course of our business, we may become subject to lawsuits, indemnity or other claims, which could materially and adversely affect our business, results of operations and cash flows.
  • Our failure to recover adequately on claims against project owners, subcontractors or suppliers for payment or performance could have a material adverse effect on our financial results.
  • The nature of our business exposes us to potential liability for warranty claims and faulty engineering, which may reduce our profitability.
  • Many of our customers are regulated by federal and state government agencies and the addition of new regulations or changes to existing regulations may adversely impact demand for our services and the profitability of those services.
  • Legislative or regulatory actions relating to natural gas and electricity transmission and distribution may impact demand for our services.
  • Compliance with the regulations of the U.S. Occupational Safety and Health Administration (“OSHA”) can be costly, and non-compliance with such requirements may result in potentially significant monetary penalties, operational delays or shutdowns, negative publicity and materially and adversely affect our financial condition.
  • Our failure to comply with environmental and other laws and regulations could result in significant liabilities.
  • The price of our common stock may fluctuate significantly.
  • If we are unable to implement and maintain effective internal control over financial reporting in the future, investors may lose confidence in the accuracy and completeness of our financial reports, the market price of our common stock may be materially and adversely affected and we may suffer harm to our reputation.
  • Future sales by the Icahn Group and other holders of shares of our common stock, or the perception that such sales may occur, could cause the price of our common stock to decline, potentially materially.
  • The market price of shares of our common stock may be volatile, which could cause the value of our stockholders’ investment to decline, potentially significantly.
  • We do not intend to pay dividends on our common stock for the foreseeable future.
  • Our stockholders’ percentage ownership in us may be diluted in the future.
  • Certain provisions in our Charter and Bylaws, and of Delaware law, may prevent or delay an acquisition of us, which could have a material adverse effect on the trading price of our common stock.

Legal proceedings

For discussion regarding legal proceedings, please refer to “Note 18 — Commitments and Contingencies” in the accompanying notes to our consolidated financial statements.

The opening of Item 3, Legal Proceedings.4

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