
			Page No.
Part I -- FINANCIAL INFORMATION

Item 1. Financial Statements:

Consolidated Financial Statements
Unaudited Consolidated Statements of Operations for the Three and Nine Months Ended September 30, ~~2022~~2023 and ~~2021~~2022			4
Unaudited Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, ~~2022~~2023 and ~~2021~~2022			5
Consolidated Balance Sheets – as of September 30, ~~2022~~2023 (unaudited) and December 31, ~~2021~~2022			6
Unaudited Consolidated Statements of Changes in Shareholders’ Equity for the Three and Nine Months Ended September 30, ~~2022~~2023 and ~~2021~~2022			7
Unaudited Consolidated Statements of Cash Flows for the Nine Months Ended September 30, ~~2022~~2023 and ~~2021~~2022			8
Notes to Unaudited Consolidated Financial Statements			9

Cautionary Statement Regarding Forward-Looking Statements			2019

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			2019

Item 3. Quantitative and Qualitative Disclosures About Market Risk			3734

Item 4. Controls and Procedures			3734


Part II -- OTHER INFORMATION

Item 1. Legal Proceedings			3835

Item 1A. Risk Factors			3835

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			3835

Item 5. Other Information			35

Item 6. Exhibits			3936

(a) Index of Exhibits			3936

Signature Page			4037


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Revenues:	Revenues:									Revenues:
Service and other	Service and other	$	177,504	$	150,081	$	514,328	$	419,861	Service and other	$	183,229	$	177,504	$	529,172	$	514,328
Rental	Rental	5,785		4,581		18,080		12,185		Rental	—		5,785		—		18,080
Product	Product	938		401		2,451		2,623		Product	343		938		834		2,451
		184,227		155,063		534,859		434,669			183,572		184,227		530,006		534,859
Costs and expenses:	Costs and expenses:									Costs and expenses:
Service and other costs	Service and other costs	127,955		107,287		373,123		307,198		Service and other costs	130,183		127,955		394,953		373,123
Rental costs	Rental costs	5,024		3,892		14,830		10,523		Rental costs	—		5,024		—		14,830
Product costs	Product costs	517		251		1,439		1,521		Product costs	113		517		282		1,439
Selling, general and administrative expenses	Selling, general and administrative expenses	17,677		17,320		50,572		46,204		Selling, general and administrative expenses	20,236		17,677		52,885		50,572
Depreciation and amortization expense	Depreciation and amortization expense	22,608		20,282		65,818		62,928		Depreciation and amortization expense	16,914		22,608		59,277		65,818
Impairment expense		—		—		—		7,935
Other operating (income) expense		(339)		21		(187)		122
		173,442		149,053		505,595		436,431
Operating income (loss)		10,785		6,010		29,264		(1,762)
Other operating expense (income)										Other operating expense (income)	87		(339)		302		(187)
											167,533		173,442		507,699		505,595
Operating income										Operating income	16,039		10,785		22,307		29,264

Interest expense	Interest expense	(3,001)		(3,166)		(8,077)		(9,929)		Interest expense	(3,365)		(3,001)		(10,625)		(8,077)
Loss on extinguishment of debt		—		(416)		—		(416)

Interest income	Interest income	13		—		15		2		Interest income	44		13		126		15
Other income		2,179		364		4,290		6,066
Income (loss) before income taxes		9,976		2,792		25,492		(6,039)
Income tax expense		(3,713)		(1,770)		(7,091)		(2,354)
Net income (loss)		6,263		1,022		18,401		(8,393)
Less: Net income attributable to noncontrolling interest		546		478		1,706		534
Net income (loss) attributable to Civeo Corporation		5,717		544		16,695		(8,927)
Other income (expense)										Other income (expense)	(4,709)		2,179		(1,832)		4,290
Income before income taxes										Income before income taxes	8,009		9,976		9,976		25,492
Income tax benefit (expense)										Income tax benefit (expense)	1,214		(3,713)		(2,897)		(7,091)
Net income										Net income	9,223		6,263		7,079		18,401
Less: Net income (loss) attributable to noncontrolling interest										Less: Net income (loss) attributable to noncontrolling interest	201		546		(53)		1,706
Net income attributable to Civeo Corporation										Net income attributable to Civeo Corporation	9,022		5,717		7,132		16,695
Less: Dividends attributable to Class A preferred shares	Less: Dividends attributable to Class A preferred shares	492		482		1,469		1,440		Less: Dividends attributable to Class A preferred shares	—		492		—		1,469
Net income (loss) attributable to Civeo common shareholders		$	5,225	$	62	$	15,226	$	(10,367)
Net income attributable to Civeo common shareholders										Net income attributable to Civeo common shareholders	$	9,022	$	5,225	$	7,132	$	15,226

Per Share Data (see Note 7)
Basic net income (loss) per share attributable to Civeo Corporation common shareholders		$	0.32	$	—	$	0.92	$	(0.73)
Per Share Data (see Note 6)										Per Share Data (see Note 6)
Basic net income per share attributable to Civeo Corporation common shareholders										Basic net income per share attributable to Civeo Corporation common shareholders	$	0.61	$	0.32	$	0.48	$	0.92

Diluted net income (loss) per share attributable to Civeo Corporation common shareholders		$	0.32	$	—	$	0.91	$	(0.73)
Diluted net income per share attributable to Civeo Corporation common shareholders										Diluted net income per share attributable to Civeo Corporation common shareholders	$	0.61	$	0.32	$	0.47	$	0.91

Weighted average number of common shares outstanding:	Weighted average number of common shares outstanding:									Weighted average number of common shares outstanding:
Basic	Basic	13,932		14,277		14,058		14,255		Basic	14,814		13,932		14,980		14,058
Diluted	Diluted	14,064		14,361		14,220		14,255		Diluted	14,891		14,064		15,051		14,220

Dividends per common share										Dividends per common share	$	0.25	$	—	$	0.25	$	—

Three Months Ended
September 30, Nine Months Ended
September 30,
2022 2021 2022 2021
Net income (loss) $ 6,263 $ 1,022 $ 18,401 $ (8,393)
Other comprehensive loss, net of taxes:
Foreign currency translation adjustment, net of zero taxes (20,745) (12,217) (32,757) (15,417)
Total other comprehensive loss, net of taxes (20,745) (12,217) (32,757) (15,417)
Comprehensive loss (14,482) (11,195) (14,356) (23,810)
Less: Comprehensive income attributable to noncontrolling interest 368 450 1,474 488
Comprehensive loss attributable to Civeo Corporation $ (14,850) $ (11,645) $ (15,830) $ (24,298)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022

Net income	$	9,223	$	6,263	$	7,079	$	18,401

Other comprehensive loss, net of taxes:
Foreign currency translation adjustment, net of zero taxes	(6,795)		(20,745)		(6,890)		(32,757)
Total other comprehensive loss, net of taxes	(6,795)		(20,745)		(6,890)		(32,757)

Comprehensive income (loss)	2,428		(14,482)		189		(14,356)
Less: Comprehensive income (loss) attributable to noncontrolling interest	136		368		(50)		1,474
Comprehensive income (loss) attributable to Civeo Corporation	$	2,292	$	(14,850)	$	239	$	(15,830)


		September 30, 2022		December 31, 2021			September 30, 2023		December 31, 2022
		(Unaudited)					(Unaudited)
ASSETS	ASSETS					ASSETS

Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	8,361	$	6,282	Cash and cash equivalents	$	7,817	$	7,954
Accounts receivable, net	Accounts receivable, net	122,280		114,859		Accounts receivable, net	153,946		119,755
Inventories	Inventories	6,984		6,468		Inventories	6,272		6,907
Prepaid expenses	Prepaid expenses	9,487		6,876		Prepaid expenses	11,158		7,199
Other current assets	Other current assets	3,850		10,946		Other current assets	3,251		3,081
Assets held for sale	Assets held for sale	13,759		11,762		Assets held for sale	8,185		8,653
Total current assets	Total current assets	164,721		157,193		Total current assets	190,629		153,549

Property, plant and equipment, net	Property, plant and equipment, net	309,752		389,996		Property, plant and equipment, net	263,436		301,890
Goodwill	Goodwill	7,322		8,204		Goodwill	7,290		7,672
Other intangible assets, net	Other intangible assets, net	81,997		93,642		Other intangible assets, net	77,547		81,747
Operating lease right-of-use assets	Operating lease right-of-use assets	14,267		18,327		Operating lease right-of-use assets	12,866		15,722
Other noncurrent assets	Other noncurrent assets	5,270		5,372		Other noncurrent assets	4,826		5,604
Total assets	Total assets	$	583,329	$	672,734	Total assets	$	556,594	$	566,184

LIABILITIES AND SHAREHOLDERS’ EQUITY	LIABILITIES AND SHAREHOLDERS’ EQUITY					LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities:	Current liabilities:					Current liabilities:
Accounts payable	Accounts payable	$	46,225	$	49,321	Accounts payable	$	53,124	$	51,087
Accrued liabilities	Accrued liabilities	32,432		33,564		Accrued liabilities	48,693		39,211
Income taxes	Income taxes	111		171		Income taxes	173		178
Current portion of long-term debt	Current portion of long-term debt	27,964		30,576		Current portion of long-term debt	7,143		28,448
Deferred revenue	Deferred revenue	2,092		18,479		Deferred revenue	6,884		991
Other current liabilities	Other current liabilities	8,900		4,807		Other current liabilities	9,276		8,342
Total current liabilities	Total current liabilities	117,724		136,918		Total current liabilities	125,293		128,257

Long-term debt, less current maturities	Long-term debt, less current maturities	96,727		142,602		Long-term debt, less current maturities	95,852		102,505
Deferred income taxes	Deferred income taxes	7,344		896		Deferred income taxes	7,017		4,778
Operating lease liabilities	Operating lease liabilities	11,669		15,429		Operating lease liabilities	10,355		12,771
Other noncurrent liabilities	Other noncurrent liabilities	13,668		13,778		Other noncurrent liabilities	24,114		14,172
Total liabilities	Total liabilities	247,132		309,623		Total liabilities	262,631		262,483

Commitments and contingencies (Note 10)

Shareholders’ Equity:	Shareholders’ Equity:					Shareholders’ Equity:
Preferred shares (Class A Series 1, no par value; 50,000,000 shares authorized, 9,042 shares issued and outstanding, aggregate liquidation preference of $98,907,587 and $97,438,687 as of September 30, 2022 and December 31, 2021, respectively)		63,410		61,941
Common shares (no par value; 46,000,000 shares authorized, 14,079,336 shares and 14,431,819 shares issued, respectively, and 13,712,661 shares and 14,111,221 shares outstanding, respectively)		—		—
Preferred shares (Class A Series 1)						Preferred shares (Class A Series 1)	—		—
Common shares (no par value; 46,000,000 shares authorized, 15,167,502 shares and 15,584,176 shares issued, respectively, and 14,800,827 shares and 15,217,501 shares outstanding, respectively)						Common shares (no par value; 46,000,000 shares authorized, 15,167,502 shares and 15,584,176 shares issued, respectively, and 14,800,827 shares and 15,217,501 shares outstanding, respectively)	—		—
Additional paid-in capital	Additional paid-in capital	1,585,303		1,582,442		Additional paid-in capital	1,627,809		1,624,512
Accumulated deficit	Accumulated deficit	(911,934)		(912,951)		Accumulated deficit	(935,944)		(930,123)
Common shares held in treasury at cost, 366,675 and 320,598 shares, respectively		(9,063)		(8,050)
Common shares held in treasury at cost, 366,675 and 366,675 shares, respectively						Common shares held in treasury at cost, 366,675 and 366,675 shares, respectively	(9,063)		(9,063)
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(394,408)		(361,883)		Accumulated other comprehensive loss	(392,080)		(385,187)
Total Civeo Corporation shareholders’ equity	Total Civeo Corporation shareholders’ equity	333,308		361,499		Total Civeo Corporation shareholders’ equity	290,722		300,139
Noncontrolling interest	Noncontrolling interest	2,889		1,612		Noncontrolling interest	3,241		3,562
Total shareholders’ equity	Total shareholders’ equity	336,197		363,111		Total shareholders’ equity	293,963		303,701
Total liabilities and shareholders’ equity	Total liabilities and shareholders’ equity	$	583,329	$	672,734	Total liabilities and shareholders’ equity	$	556,594	$	566,184


		Attributable to Civeo																	Attributable to Civeo
		Preferred Shares		Common Shares															Preferred Shares		Common Shares
		Amount		Par Value		Additional Paid-in Capital		Accumulated Deficit		Treasury Shares		Accumulated Other Comprehensive Income (Loss)		Noncontrolling Interest		Total Shareholders’ Equity
Balance, June 30, 2021		$	60,974	$	—	$	1,580,213	$	(918,156)	$	(8,050)	$	(352,171)	$	595	$	363,405
Net income		—		—		—		544		—		—		478		1,022
Currency translation adjustment		—		—		—		—		—		(12,189)		(28)		(12,217)
Dividends paid		—		—		—		—		—		—		(15)		(15)
Dividends attributable to Class A preferred shares		482		—		—		(482)		—		—		—		—
Common shares repurchased		—		—		—		(445)		—		—		—		(445)
Share-based compensation		—		—		1,035		—		—		—		—		1,035
Balance, September 30, 2021		$	61,456	$	—	$	1,581,248	$	(918,539)	$	(8,050)	$	(364,360)	$	1,030	$	352,785
																			Amount		Par Value		Additional Paid-in Capital		Accumulated Deficit		Treasury Shares		Accumulated Other Comprehensive Income (Loss)		Noncontrolling Interest		Total Shareholders’ Equity
Balance, June 30, 2022	Balance, June 30, 2022	$	62,918	$	—	$	1,584,416	$	(903,492)	$	(9,063)	$	(373,841)	$	2,582	$	363,520	Balance, June 30, 2022	$	62,918	$	—	$	1,584,416	$	(903,492)	$	(9,063)	$	(373,841)	$	2,582	$	363,520
Net income	Net income	—		—		—		5,717		—		—		546		6,263		Net income	—		—		—		5,717		—		—		546		6,263
Currency translation adjustment	Currency translation adjustment	—		—		—		—		—		(20,567)		(178)		(20,745)		Currency translation adjustment	—		—		—		—		—		(20,567)		(178)		(20,745)
Dividends paid	Dividends paid	—		—		—		—		—		—		(61)		(61)		Dividends paid	—		—		—		—		—		—		(61)		(61)
Dividends attributable to Class A preferred shares	Dividends attributable to Class A preferred shares	492		—		—		(492)		—		—		—		—		Dividends attributable to Class A preferred shares	492		—		—		(492)		—		—		—		—
Common shares repurchased	Common shares repurchased	—		—		—		(13,667)		—		—		—		(13,667)		Common shares repurchased	—		—		—		(13,667)		—		—		—		(13,667)
Share-based compensation	Share-based compensation	—		—		887		—		—		—		—		887		Share-based compensation	—		—		887		—		—		—		—		887
Balance, September 30, 2022	Balance, September 30, 2022	$	63,410	$	—	$	1,585,303	$	(911,934)	$	(9,063)	$	(394,408)	$	2,889	$	336,197	Balance, September 30, 2022	$	63,410	$	—	$	1,585,303	$	(911,934)	$	(9,063)	$	(394,408)	$	2,889	$	336,197

Balance, December 31, 2020		$	60,016	$	—	$	1,578,315	$	(907,727)	$	(6,930)	$	(348,989)	$	672	$	375,357
Net income (loss)		—		—		—		(8,927)		—		—		534		(8,393)
Balance, June 30, 2023																		Balance, June 30, 2023	$	—	$	—	$	1,626,556	$	(939,983)	$	(9,063)	$	(385,350)	$	3,173	$	295,333
Net income																		Net income	—		—		—		9,022		—		—		201		9,223
Currency translation adjustment	Currency translation adjustment	—		—		—		—		—		(15,371)		(46)		(15,417)		Currency translation adjustment	—		—		—		—		—		(6,730)		(65)		(6,795)
Dividends paid	Dividends paid	—		—		—		—		—		—		(130)		(130)		Dividends paid	—		—		—		(3,731)		—		—		(68)		(3,799)
Dividends attributable to Class A preferred shares		1,440		—		—		(1,440)		—		—		—		—
Common shares repurchased	Common shares repurchased	—		—		—		(445)		—		—		—		(445)		Common shares repurchased	—		—		—		(1,252)		—		—		—		(1,252)
Share-based compensation	Share-based compensation	—		—		2,933		—		(1,120)		—		—		1,813		Share-based compensation	—		—		1,253		—		—		—		—		1,253
Balance, September 30, 2021		$	61,456	$	—	$	1,581,248	$	(918,539)	$	(8,050)	$	(364,360)	$	1,030	$	352,785
Balance, September 30, 2023																		Balance, September 30, 2023	$	—	$	—	$	1,627,809	$	(935,944)	$	(9,063)	$	(392,080)	$	3,241	$	293,963

Balance, December 31, 2021	Balance, December 31, 2021	$	61,941	$	—	$	1,582,442	$	(912,951)	$	(8,050)	$	(361,883)	$	1,612	$	363,111	Balance, December 31, 2021	$	61,941	$	—	$	1,582,442	$	(912,951)	$	(8,050)	$	(361,883)	$	1,612	$	363,111
Net income	Net income	—		—		—		16,695		—		—		1,706		18,401		Net income	—		—		—		16,695		—		—		1,706		18,401
Currency translation adjustment	Currency translation adjustment	—		—		—		—		—		(32,525)		(232)		(32,757)		Currency translation adjustment	—		—		—		—		—		(32,525)		(232)		(32,757)
Dividends paid	Dividends paid	—		—		—		—		—		—		(197)		(197)		Dividends paid	—		—		—		—		—		—		(197)		(197)
Dividends attributable to Class A preferred shares	Dividends attributable to Class A preferred shares	1,469		—		—		(1,469)		—		—		—		—		Dividends attributable to Class A preferred shares	1,469		—		—		(1,469)		—		—		—		—
Common shares repurchased	Common shares repurchased	—		—		—		(14,209)		—		—		—		(14,209)		Common shares repurchased	—		—		—		(14,209)		—		—		—		(14,209)
Share-based compensation	Share-based compensation	—		—		2,861		—		(1,013)		—		—		1,848		Share-based compensation	—		—		2,861		—		(1,013)		—				1,848
Balance, September 30, 2022	Balance, September 30, 2022	$	63,410	$	—	$	1,585,303	$	(911,934)	$	(9,063)	$	(394,408)	$	2,889	$	336,197	Balance, September 30, 2022	$	63,410	$	—	$	1,585,303	$	(911,934)	$	(9,063)	$	(394,408)	$	2,889	$	336,197

Balance, December 31, 2022																		Balance, December 31, 2022	$	—	$	—	$	1,624,512	$	(930,123)	$	(9,063)	$	(385,187)	$	3,562	$	303,701
Net income (loss)																		Net income (loss)	—		—		—		7,132		—		—		(53)		7,079
Currency translation adjustment																		Currency translation adjustment	—		—		—		—		—		(6,893)		3		(6,890)
Dividends paid																		Dividends paid	—		—		—		(3,731)		—		—		(271)		(4,002)
Common shares repurchased																		Common shares repurchased	—		—		—		(9,222)		—		—		—		(9,222)
Share-based compensation																		Share-based compensation	—		—		3,297		—		—		—		—		3,297
Balance, September 30, 2023																		Balance, September 30, 2023	$	—	$	—	$	1,627,809	$	(935,944)	$	(9,063)	$	(392,080)	$	3,241	$	293,963


		Nine Months Ended September 30,					Nine Months Ended September 30,
		2022		2021			2023		2022
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net income (loss)		$	18,401	$	(8,393)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Net income						Net income	$	7,079	$	18,401
Adjustments to reconcile net income to net cash provided by operating activities:						Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	Depreciation and amortization	65,818		62,928		Depreciation and amortization	59,277		65,818
Impairment charges		—		7,935
Loss on extinguishment of debt		—		416

Deferred income tax expense	Deferred income tax expense	6,930		2,105		Deferred income tax expense	2,688		6,930
Non-cash compensation charge	Non-cash compensation charge	2,861		2,933		Non-cash compensation charge	3,297		2,861
Gains on disposals of assets		(4,069)		(2,305)
Losses (gains) on disposals of assets						Losses (gains) on disposals of assets	2,264		(4,069)
Provision (benefit) for credit losses, net of recoveries	Provision (benefit) for credit losses, net of recoveries	(23)		155		Provision (benefit) for credit losses, net of recoveries	120		(23)
Other, net	Other, net	2,397		2,436		Other, net	1,900		2,397
Changes in operating assets and liabilities:	Changes in operating assets and liabilities:					Changes in operating assets and liabilities:
Accounts receivable	Accounts receivable	(19,138)		(21,516)		Accounts receivable	(37,411)		(19,138)
Inventories	Inventories	(1,557)		(193)		Inventories	420		(1,557)
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities	3,515		9,836		Accounts payable and accrued liabilities	4,767		3,515
Taxes payable	Taxes payable	(62)		61		Taxes payable	(5)		(62)
Other current and noncurrent assets and liabilities, net	Other current and noncurrent assets and liabilities, net	(12,701)		6,843		Other current and noncurrent assets and liabilities, net	12,197		(12,701)
Net cash flows provided by operating activities	Net cash flows provided by operating activities	62,372		63,241		Net cash flows provided by operating activities	56,593		62,372

Cash flows from investing activities:	Cash flows from investing activities:					Cash flows from investing activities:
Capital expenditures	Capital expenditures	(17,466)		(9,645)		Capital expenditures	(21,179)		(17,466)

Proceeds from dispositions of property, plant and equipment	Proceeds from dispositions of property, plant and equipment	11,975		7,545		Proceeds from dispositions of property, plant and equipment	7,070		11,975
Other, net	Other, net	190		—		Other, net	—		190
Net cash flows used in investing activities	Net cash flows used in investing activities	(5,301)		(2,100)		Net cash flows used in investing activities	(14,109)		(5,301)

Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:
Revolving credit borrowings	Revolving credit borrowings	204,951		367,622		Revolving credit borrowings	172,867		204,951
Revolving credit repayments	Revolving credit repayments	(219,775)		(305,148)		Revolving credit repayments	(179,599)		(219,775)
Term loan repayments	Term loan repayments	(23,059)		(117,595)		Term loan repayments	(22,338)		(23,059)
Debt issuance costs		—		(4,407)

Dividends paid						Dividends paid	(3,731)		—
Repurchases of common shares	Repurchases of common shares	(14,209)		(445)		Repurchases of common shares	(9,222)		(14,209)
Taxes paid on vested shares	Taxes paid on vested shares	(1,013)		(1,120)		Taxes paid on vested shares	—		(1,013)
Net cash flows used in financing activities	Net cash flows used in financing activities	(53,105)		(61,093)		Net cash flows used in financing activities	(42,023)		(53,105)

Effect of exchange rate changes on cash	Effect of exchange rate changes on cash	(1,887)		(1,255)		Effect of exchange rate changes on cash	(598)		(1,887)
Net change in cash and cash equivalents	Net change in cash and cash equivalents	2,079		(1,207)		Net change in cash and cash equivalents	(137)		2,079
Cash and cash equivalents, beginning of period	Cash and cash equivalents, beginning of period	6,282		6,155		Cash and cash equivalents, beginning of period	7,954		6,282

Cash and cash equivalents, end of period	Cash and cash equivalents, end of period	$	8,361	$	4,948	Cash and cash equivalents, end of period	$	7,817	$	8,361

Non-cash financing activities:	Non-cash financing activities:					Non-cash financing activities:
Preferred dividends paid-in-kind	Preferred dividends paid-in-kind	$	1,469	$	1,440	Preferred dividends paid-in-kind	$	—	$	1,469

We provide hospitality services to the natural resources industry in Canada, Australia and the U.S. ~~Our full~~We provide a suite of ~~hospitality~~ services for our guests, ~~includes~~including lodging, catering and food service, housekeeping and maintenance at accommodation facilities that we or our customers own. In many cases, we provide services that support the day-to-day operations of these facilities, such as laundry, facility management and maintenance, water and wastewater treatment, power generation, communication systems, security and logistics. We also offer development activities for workforce accommodation facilities, including site selection, permitting, engineering and design, manufacturing management and site construction, along with providing hospitality services once the facility is constructed. We primarily operate in some of the world’s most active oil, metallurgical (met) coal, liquefied natural gas (LNG) and iron ore producing regions, and our customers include major and independent oil companies, mining companies, engineering companies and oilfield and mining service companies. We operate in ~~three~~two principal reportable business segments – Canada ~~Australia~~ and ~~the U.S.~~Australia.

The accompanying unaudited consolidated financial statements of Civeo have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the SEC) pertaining to interim financial information. Certain information in footnote disclosures normally included in financial statements prepared in accordance with Generally Accepted Accounting Principles (GAAP) has been condensed or omitted pursuant to those rules and regulations. The unaudited consolidated financial statements included in this report reflect all the adjustments, consisting of normal recurring adjustments, which Civeo considers necessary for a fair presentation of the results of operations for the interim periods covered and for the financial condition of Civeo at the date of the interim balance sheet. Results for the interim periods are not necessarily indicative of results for the full year. Certain reclassifications have been made to the 2022 financial information to conform to current year presentation.

The preparation of consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions by management in determining the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. If the underlying estimates and assumptions upon which the financial statements are based change in future periods, actual amounts may differ from those included in the accompanying consolidated financial statements.


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Canada	Canada									Canada
Accommodation revenues	Accommodation revenues	$	72,724	$	60,511	$	219,349	$	176,800	Accommodation revenues	$	71,417	$	72,724	$	208,000	$	219,349
Mobile facility rental revenues	Mobile facility rental revenues	25,283		19,075		73,359		38,240		Mobile facility rental revenues	17,314		25,283		54,752		73,359
Food service and other services revenues	Food service and other services revenues	5,002		4,471		15,276		14,183		Food service and other services revenues	6,413		5,002		17,315		15,276

Total Canada revenues	Total Canada revenues	103,009		84,057		307,984		229,223		Total Canada revenues	95,144		103,009		280,067		307,984

Australia	Australia									Australia
Accommodation revenues	Accommodation revenues	$	38,316	$	38,104	$	114,967	$	109,559	Accommodation revenues	$	46,012	$	38,316	$	130,953	$	114,967
Food service and other services revenues	Food service and other services revenues	35,489		27,014		90,187		79,215		Food service and other services revenues	41,873		35,489		116,465		90,187
Total Australia revenues	Total Australia revenues	73,805		65,118		205,154		188,774		Total Australia revenues	87,885		73,805		247,418		205,154

U.S.
Accommodation revenues		$	990	$	1,812	$	2,244	$	4,189
Mobile facility rental revenues		5,811		3,941		18,128		10,769
Manufacturing revenues		587		124		1,286		1,686
Food service and other services revenues		25		11		63		28
Total U.S. revenues		7,413		5,888		21,721		16,672
Other										Other
Other revenues										Other revenues	$	543	$	7,413	$	2,521	$	21,721

Total other revenues										Total other revenues	543		7,413		2,521		21,721

Total revenues	Total revenues	$	184,227	$	155,063	$	534,859	$	434,669	Total revenues	$	183,572	$	184,227	$	530,006	$	534,859

~~Quarter ended June 30, 2021~~. During the second quarter of 2021, we recorded impairment expense of $7.9 million related to various undeveloped land positions and related permitting costs in Australia. At June 30, 2021, we identified an impairment trigger related to certain of these properties due to the cancellation of a significant thermal coal project in Australia and our negative expectations related to other possible Australian thermal coal projects becoming viable in the near term. Accordingly, the assets were written down to their estimated fair value of $2.4 million.

As of September 30, ~~2022~~2023 and December 31, ~~2021,~~2022, we believe the carrying value of our floating-rate debt outstanding under our term loans and revolving credit facilities approximates fair value because the terms include short-term interest rates and exclude penalties for prepayment. We estimated the fair value of our floating-rate term loan and revolving credit facilities using significant other observable inputs, representative of a Level 2 fair value measurement, including terms and credit spreads for these loans. In addition, the estimated fair value of our assets held for sale is based upon Level 2 fair value measurements, which include appraisals and previous negotiations with third parties.


		September 30, 2022		December 31, 2021			September 30, 2023		December 31, 2022
Accounts receivable, net:	Accounts receivable, net:					Accounts receivable, net:
Trade	Trade	$	69,833	$	75,740	Trade	$	87,567	$	65,563
Unbilled revenue	Unbilled revenue	51,567		38,508		Unbilled revenue	64,820		52,547
Other	Other	1,184		972		Other	1,739		1,944
Total accounts receivable	Total accounts receivable	122,584		115,220		Total accounts receivable	154,126		120,054
Allowance for credit losses	Allowance for credit losses	(304)		(361)		Allowance for credit losses	(180)		(299)
Total accounts receivable, net	Total accounts receivable, net	$	122,280	$	114,859	Total accounts receivable, net	$	153,946	$	119,755


		September 30, 2022		December 31, 2021			September 30, 2023		December 31, 2022
Inventories:	Inventories:					Inventories:
Finished goods and purchased products	Finished goods and purchased products	$	5,586	$	5,346	Finished goods and purchased products	$	4,955	$	5,538
Work in process		—		25

Raw materials	Raw materials	1,398		1,097		Raw materials	1,317		1,369
Total inventories	Total inventories	$	6,984	$	6,468	Total inventories	$	6,272	$	6,907


		Estimated Useful Life (in years)			September 30, 2022		December 31, 2021			Estimated Useful Life (in years)			September 30, 2023		December 31, 2022
Property, plant and equipment, net:	Property, plant and equipment, net:								Property, plant and equipment, net:
Land	Land				$	25,896	$	30,556	Land				$	25,888	$	25,528
Accommodations assets	Accommodations assets	3	—	15	1,426,704		1,657,577		Accommodations assets	3	—	15	1,330,164		1,464,476
Buildings and leasehold improvements	Buildings and leasehold improvements	7	—	20	17,260		24,335		Buildings and leasehold improvements	7	—	20	15,396		15,516
Machinery and equipment	Machinery and equipment	4	—	15	10,752		14,983		Machinery and equipment	4	—	7	12,429		11,775
Office furniture and equipment	Office furniture and equipment	3	—	7	61,187		63,228		Office furniture and equipment	3	—	7	64,981		62,725
Vehicles	Vehicles	3	—	5	8,227		14,578		Vehicles	3	—	5	9,325		8,411
Construction in progress	Construction in progress				9,444		2,063		Construction in progress				8,902		1,771
Total property, plant and equipment	Total property, plant and equipment				1,559,470		1,807,320		Total property, plant and equipment				1,467,085		1,590,202
Accumulated depreciation	Accumulated depreciation				(1,249,718)		(1,417,324)		Accumulated depreciation				(1,203,649)		(1,288,312)
Total property, plant and equipment, net	Total property, plant and equipment, net				$	309,752	$	389,996	Total property, plant and equipment, net				$	263,436	$	301,890

Deferred revenue typically consists of ~~contract liabilities resulting from~~ upfront payments ~~related to~~received before we satisfy the ~~mobilization of mobile assets to service pipeline projects in our Canadian business segment.~~associated performance obligation. The ~~decrease~~increase in deferred revenue from December 31, ~~2021~~2022 to September 30, ~~2022~~2023 was ~~primarily~~ due to ~~the recognition of deferred revenue~~payments received from a customer for village enhancements in Australia and a payment received from a customer related to an asset transportation contract, which will all be recognized over the contracted ~~terms of these pipeline projects in Canada.~~

As of September 30, ~~2022, assets~~2023 and ~~liabilities held for sale included certain assets and liabilities in our U.S. business segment. As of~~ December 31, ~~2021,~~2022, assets ~~and liabilities~~ held for sale included certain assets in our ~~U.S.~~Canadian business segment and ~~undeveloped land holdings in our Australia business segment.~~the U.S. These assets ~~and liabilities~~ were recorded at the estimated fair value less costs to sell, which exceeded or equaled their carry values. During the first quarter of 2023, we sold the accommodation assets at our Louisiana location. The land at this location remains in assets held for sale as of September 30, 2023.

For the three and nine months ended September 30, 2022, a period during which we had participating securities in the form of Class A preferred shares, we used the two-class method to calculate basic and diluted earnings per ~~share because we have participating securities in the form of Class A preferred shares.~~share. The two-class method requires a proportional share of net income to be allocated between common shares and participating securities. The proportional share to be allocated to participating securities is determined by dividing total weighted average participating securities by the sum of total weighted average common shares and participating securities.

Diluted earnings per share is computed under the two-class method by dividing diluted net income (loss) attributable to common shareholders, after reallocation adjustment for participating securities by the weighted average number of common shares outstanding, plus, for periods with net income attributable to common stockholders, the potential dilutive effects of share-based awards. In addition, we calculate the potential dilutive effect of any outstanding dilutive security under both the two-class method and the “if-converted” method, and we report the more dilutive of the methods as our diluted earnings per share. We also apply the treasury stock method with respect to certain share-based awards in the calculation of diluted earnings per share, if dilutive.


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Numerator:	Numerator:									Numerator:
Net income (loss) attributable to Civeo common shareholders		$	5,225	$	62	$	15,226	$	(10,367)
Net income attributable to Civeo common shareholders, before allocation of earnings to participating securities										Net income attributable to Civeo common shareholders, before allocation of earnings to participating securities	$	9,022	$	5,225	$	7,132	$	15,226
Less: income allocated to participating securities	Less: income allocated to participating securities	(794)		(9)		(2,297)		—		Less: income allocated to participating securities	—		(794)		—		(2,297)
Basic net income (loss) attributable to Civeo Corporation common shareholders		$	4,431	$	53	$	12,929	$	(10,367)
Net income attributable to Civeo Corporation common shareholders, after allocation of earnings to participating securities										Net income attributable to Civeo Corporation common shareholders, after allocation of earnings to participating securities	$	9,022	$	4,431	$	7,132	$	12,929
Add: undistributed income attributable to participating securities	Add: undistributed income attributable to participating securities	794		9		2,297		—		Add: undistributed income attributable to participating securities	—		794		—		2,297
Less: undistributed income reallocated to participating securities	Less: undistributed income reallocated to participating securities	(788)		(9)		(2,275)		—		Less: undistributed income reallocated to participating securities	—		(788)		—		(2,275)
Diluted net income (loss) attributable to Civeo Corporation common shareholders		$	4,437	$	53	$	12,951	$	(10,367)
Diluted net income attributable to Civeo Corporation common shareholders, after reallocation adjustment for participating securities										Diluted net income attributable to Civeo Corporation common shareholders, after reallocation adjustment for participating securities	$	9,022	$	4,437	$	7,132	$	12,951

Denominator:	Denominator:									Denominator:
Weighted average shares outstanding - basic	Weighted average shares outstanding - basic	13,932		14,277		14,058		14,255		Weighted average shares outstanding - basic	14,814		13,932		14,980		14,058
Dilutive shares - share-based awards	Dilutive shares - share-based awards	132		84		162		—		Dilutive shares - share-based awards	77		132		71		162
Weighted average shares outstanding - diluted	Weighted average shares outstanding - diluted	14,064		14,361		14,220		14,255		Weighted average shares outstanding - diluted	14,891		14,064		15,051		14,220

Basic net income (loss) per share attributable to Civeo Corporation common shareholders (1)		$	0.32	$	—	$	0.92	$	(0.73)
Basic net income per share attributable to Civeo Corporation common shareholders (1)										Basic net income per share attributable to Civeo Corporation common shareholders (1)	$	0.61	$	0.32	$	0.48	$	0.92

Diluted net income (loss) per share attributable to Civeo Corporation common shareholders (1)		$	0.32	$	—	$	0.91	$	(0.73)
Diluted net income per share attributable to Civeo Corporation common shareholders (1)										Diluted net income per share attributable to Civeo Corporation common shareholders (1)	$	0.61	$	0.32	$	0.47	$	0.91


		Three Months Ended September 30,		Nine Months Ended September 30,			Three Months Ended September 30,		Nine Months Ended September 30,
		2022	2021	2022	2021		2023	2022	2023	2022
Share-based awards (1)	Share-based awards (1)	—	0.1	—	0.2	Share-based awards (1)	—	—	—	—
Preferred shares	Preferred shares	2.5	2.4	2.5	2.4	Preferred shares	—	2.5	—	2.5


		September 30, 2022		December 31, 2021			September 30, 2023		December 31, 2022
Canadian term loan; weighted average interest rate of 4.7% for the nine month period ended September 30, 2022		$	36,480	$	63,104
Canadian term loan; weighted average interest rate of 8.1% for the nine month period ended September 30, 2023						Canadian term loan; weighted average interest rate of 8.1% for the nine month period ended September 30, 2023	$	7,396	$	29,532

U.S. revolving credit facility; weighted average interest rate of 6.3% for the nine month period ended September 30, 2022		—		—
U.S. revolving credit facility; weighted average interest rate of 10.1% for the nine month period ended September 30, 2023						U.S. revolving credit facility; weighted average interest rate of 10.1% for the nine month period ended September 30, 2023	—		—

Canadian revolving credit facility; weighted average interest rate of 5.0% for the nine month period ended September 30, 2022		83,904		111,300
Canadian revolving credit facility; weighted average interest rate of 8.2% for the nine month period ended September 30, 2023						Canadian revolving credit facility; weighted average interest rate of 8.2% for the nine month period ended September 30, 2023	95,852		101,147

Australian revolving credit facility; weighted average interest rate of 3.8% for the nine month period ended September 30, 2022		5,832		726
Australian revolving credit facility; weighted average interest rate of 6.7% for the nine month period ended September 30, 2023						Australian revolving credit facility; weighted average interest rate of 6.7% for the nine month period ended September 30, 2023	—		1,358
		126,216		175,130			103,248		132,037
Less: Unamortized debt issuance costs	Less: Unamortized debt issuance costs	1,525		1,952		Less: Unamortized debt issuance costs	253		1,084
Total debt	Total debt	124,691		173,178		Total debt	102,995		130,953
Less: Current portion of long-term debt, including unamortized debt issuance costs, net	Less: Current portion of long-term debt, including unamortized debt issuance costs, net	27,964		30,576		Less: Current portion of long-term debt, including unamortized debt issuance costs, net	7,143		28,448
Long-term debt, less current maturities	Long-term debt, less current maturities	$	96,727	$	142,602	Long-term debt, less current maturities	$	95,852	$	102,505

As of September 30, ~~2022,~~2023, our Credit Agreement (as then amended to date, the Credit Agreement) provided for: (i) a $200.0 million revolving credit facility scheduled to mature on September 8, 2025, allocated as follows: (A) a $10.0 million senior secured revolving credit facility in favor of one of our U.S. subsidiaries, as borrower; (B) a $155.0 million senior secured revolving credit facility in favor of Civeo, as borrower; and (C) a $35.0 million senior secured revolving credit facility in favor of one of our Australian subsidiaries, as borrower; and (ii) a C$100.0 million term loan facility scheduled to be fully repaid on December 31, 2023 in favor of Civeo.

U.S. dollar amounts outstanding under the facilities provided by the Credit Agreement bear interest at a variable rate equal to the ~~London Inter-Bank Offered Rate (LIBOR)~~Term SOFR plus a margin of 3.00% to 4.00%, or a base rate plus 2.00% to 3.00%, in each case based on a ratio of our total net debt to Consolidated EBITDA (as defined in the Credit Agreement). Canadian dollar amounts outstanding bear interest at a variable rate equal to a Bankers’ Acceptance Discount Rate (as defined in the Credit Agreement) based on the Canadian Dollar Offered Rate (CDOR) plus a margin of 3.00% to 4.00%, or a Canadian Prime rate plus a margin of 2.00% to 3.00%, in each case based on a ratio of our total net debt to Consolidated EBITDA. Australian dollar amounts outstanding under the Credit Agreement bear interest at a variable rate equal to the Bank Bill Swap Bid Rate plus a margin of 3.00% to 4.00%, based on a ratio of our total net debt to Consolidated EBITDA. The future ~~transitions~~transition from ~~LIBOR and~~ CDOR as an interest rate ~~benchmarks are~~benchmark is addressed in the Credit Agreement and at such time the transition from ~~(i) LIBOR~~CDOR takes place, an alternate benchmark will be established based on the first alternative of the following, plus a benchmark replacement adjustment, Term ~~Secured~~Canadian Overnight ~~Financing~~Repo Rate ~~(SOFR), Daily Simple SOFR~~Average (CORRA) and an alternative benchmark selected by the administrative agent and the applicable borrowers giving due consideration to any selection or recommendation by a government body or any evolving or then-prevailing market convention for determining a benchmark rate as a replacement for the then-current Benchmark for U.S. dollar-denominated syndicated credit facilities at such time or (ii) CDOR takes place, we will endeavor with the administrative agent to establish an alternate rate of interest to CDOR that gives due consideration to any evolving or then existing convention for similar Canadian Dollar denominated syndicated credit facilities for the replacement of CDOR.Compound CORRA.

The Credit Agreement contains customary affirmative and negative covenants that, among other things, limit or restrict: (i) indebtedness, liens and fundamental changes; (ii) asset sales; (iii) ~~acquisitions of margin stock; (iv)~~ specified acquisitions; ~~(v)~~(iv) certain restrictive agreements; ~~(vi)~~(v) transactions with affiliates; and ~~(vii)~~(vi) investments and other restricted payments, including dividends and other distributions. In addition, we must maintain a minimum interest coverage ratio, defined as the ratio of ~~Consolidated~~consolidated EBITDA to consolidated interest expense, of at least 3.00 to 1.00 and our maximum net leverage ratio, defined as

Borrowings under the Credit Agreement are secured by a pledge of substantially all of our assets and the assets of our subsidiaries subject to customary exceptions. The obligations under the Credit Agreement are guaranteed by our significant subsidiaries. As of September 30, ~~2022,~~2023, we had seven lenders that were parties to the Credit Agreement, with total commitments (including both revolving commitments and term commitments) ranging from $22.5 million to $52.0 million. As of September 30, ~~2022,~~2023, we had outstanding letters of credit of $0.3 million under the U.S. facility, zero under the Australian facility and $1.1 million under the Canadian facility. We also had outstanding bank guarantees of A$0.8 million under the Australian facility.

We compute our quarterly taxes under the effective tax rate method by applying an anticipated annual effective rate to our year-to-date income, except for significant unusual or extraordinary transactions. Income taxes for any significant and unusual or extraordinary transactions are computed and recorded in the period in which the specific transaction occurs. As of September 30, 2023 and 2022, the U.S. was considered a loss jurisdiction for tax accounting purposes and was removed from the annual effective tax rate computation for purposes of computing the interim tax provision. As of September 30, 2021, Canada and the U.S. were considered loss jurisdictions for tax accounting purposes and were removed from the annual effective tax rate computation for purposes of computing the interim tax provision.

Our income tax ~~expense~~benefit for the three months ended September 30, ~~2022~~2023 totaled ~~$3.7~~$1.2 million, or ~~37.2%~~(15.2)% of pretax income, compared to income tax expense of ~~$1.8~~$3.7 million, or ~~63.4%~~37.2% of pretax income, for the three months ended September 30, ~~2021.~~2022. Our effective tax rate for the three months ended September 30, 2023 and 2022 was impacted by considering the U.S. a loss jurisdiction that was removed from the annual effective tax rate computation for purposes of computing the interim tax provision. For the three months ended September 30, 2021, our effective tax rate was impacted by considering Canada and the U.S. loss jurisdictions that were removed from the annual effective tax rate computation for purposes of computing the interim tax provision. Additionally, under Accounting Standards Codification 740-270, “Accounting for Income Taxes,” the quarterly tax provision is based on our current estimate of the annual effective tax rate less the prior quarter’s year to date provision.

Our income tax expense for the nine months ended September 30, ~~2022~~2023 totaled ~~$7.1~~$2.9 million, or ~~27.8%~~29.0% of pretax income, compared to income tax expense of ~~$2.4~~$7.1 million, or ~~(39.0)%~~27.8% of pretax ~~loss,~~income, for the nine months ended September 30, ~~2021.~~2022. Our effective tax rate for the nine months ended September 30, 2023 and 2022 was impacted by considering the U.S. a loss jurisdiction that was removed from the annual effective tax rate computation for the purposes of computing the interim tax provision. Our effective tax rate for the nine months ended September 2021 was impacted by considering Canada and the U.S. loss jurisdictions that were removed from the annual effective tax rate computation for the purposes of computing the interim tax provision.

We are a party to various pending or threatened claims, lawsuits and administrative proceedings seeking damages or other remedies concerning our commercial operations, products, employees and other matters, including warranty and product liability claims as a result of our products or operations. Although we can give no assurance about the outcome of pending legal and administrative proceedings and the effect such outcomes may have on us, management believes that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided for or covered by insurance, will not have a material adverse effect on our consolidated financial position, results of operations or liquidity.

Our accumulated other comprehensive loss increased ~~$32.5~~$6.9 million from ~~$361.9~~$385.2 million at December 31, ~~2021~~2022 to ~~$394.4~~$392.1 million at September 30, ~~2022,~~2023, as a result of foreign currency exchange rate fluctuations. Changes in other comprehensive loss during the ~~first~~ nine months of ~~2022~~2023 were primarily driven by the Australian dollar decreasing in value compared to the U.S. dollar and the Canadian dollar ~~decreasing~~increasing in value compared to the U.S. dollar. Excluding intercompany balances, our Canadian dollar and Australian dollar functional currency net assets totaled approximately C$~~232~~198 million and A$~~232~~211 million, respectively, at September 30, ~~2022.~~2023.

In August 2023, 2022 and 2021, our Board of Directors (Board) authorized a common share repurchase ~~program (the 2021 Share Repurchase Program)~~programs to repurchase up to 5.0% of our total common shares which ~~are~~were issued and outstanding, or approximately 742,000, 685,000 and 715,000 common shares, respectively, over a twelve month period. In August 2022, our Board authorized a new common share repurchase program (the 2022 Share Repurchase Program) to repurchase up to 5.0% of our total common shares which are issued and outstanding, or approximately 685,000 common shares, over a twelve month period. The 2022 Share Repurchase Program and the 2021 Share Repurchase Program are collectively referred to as the "Share Repurchase Programs."

The repurchase authorization allows repurchases from time to time in open market transactions, including pursuant to trading plans adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. We have funded, and intend to continue to fund, repurchases through cash on hand and cash generated from operations. The common shares repurchased under the ~~Share Repurchase Programs~~share repurchase programs are cancelled in the periods they are acquired and the payment is accounted for as an increase to accumulated deficit in our Unaudited Consolidated Statements of Changes in Shareholders’ Equity in the period the payment is made.

~~Pursuant~~The following table summarizes our common share repurchases pursuant to our ~~2021 Share Repurchase Program, during the nine months ended September 30, 2022, we repurchased an aggregate of 123,882 of our common shares outstanding at a weighted average price of $28.54~~share repurchase programs (in thousands, except per share for a total of approximately $3.5 million. We repurchased an aggregate of 341,061 of our common shares outstanding at a weighted average price of $23.98 per share for a total cost of $8.2 million during the twelve month period comprising the 2021 Share Repurchase Program. We have not repurchased any shares under the 2022 Share Repurchase Program as of September 30, 2022.data).

Compensation expense associated with restricted share awards, restricted share units and deferred share awards recognized in the three months ended September 30, ~~2022~~2023 and ~~2021~~2022 totaled $0.3 million and ~~$0.4~~$0.3 million, respectively. Compensation expense associated with restricted share awards, restricted share units and deferred share awards recognized in the nine months ended September 30, 2023 and 2022 ~~and 2021~~ totaled ~~$0.9~~$0.8 million and ~~$1.2~~$0.9 million, respectively. The total fair value of restricted share awards, restricted share units and deferred share awards that vested during ~~both~~ the three months ended September 30, 2023 and 2022 was zero and ~~2021 was~~ less than $0.1 ~~million.~~million, respectively. The total fair value of restricted share awards, restricted share units and deferred share awards that vested during the nine months ended September 30, 2023 and 2022 ~~and 2021~~ was ~~$2.1~~$0.9 million and ~~$1.5~~$2.1 million, respectively.

During the three months ended September 30, ~~2022~~2023 and ~~2021,~~2022, we recognized compensation expense associated with phantom shares totaling ~~$2.3~~$1.7 million and ~~$2.1~~$2.3 million, respectively. During the nine months ended September 30, ~~2022~~2023 and ~~2021,~~2022, we recognized compensation expense associated with phantom shares totaling ~~$7.2~~$4.8 million and ~~$5.0~~$7.2 million, respectively. At September 30, ~~2022,~~2023, unrecognized compensation cost related to phantom shares was ~~$11.7~~$7.3 million, as remeasured at September 30, ~~2022,~~2023, which is expected to be recognized over a weighted average period of ~~1.9~~1.8 years.

Performance Awards. On February ~~25, 2022,~~23, 2023, we granted ~~122,555~~85,837 performance awards under the Civeo Plan, which cliff vest in three years on February ~~25, 2025~~23, 2026 subject to attainment of applicable performance criteria. These awards will be earned in amounts between 0% and 200% of the participant’s target performance share award, based equally on (i) the payout percentage associated with Civeo’s relative total shareholder return rank among a peer group that includes 1716 other companies and (ii) the payout percentage associated with Civeo's cumulative operating cash flow over the performance period relative to a preset target. The portion of the performance awards tied to cumulative operating cash flow includes a performance-based vesting requirement. ~~The fair value of these awards is based on the closing market price of our common shares on the date of grant.~~ We evaluate the probability of achieving the performance criteria throughout the performance period and will adjust share-based compensation expense based on the number of shares expected to vest based on our estimate of the most probable performance outcome.

During the three months ended September 30, ~~2022~~2023 and ~~2021,~~2022, we recognized compensation expense associated with performance share awards totaling ~~$0.6~~$1.0 million and $0.6 million, respectively. During the nine months ended September 30, ~~2022~~2023 and ~~2021,~~2022, we recognized compensation expense associated with performance share awards totaling ~~$1.9~~$2.5 million and ~~$1.7~~$1.9 million, respectively. No performance share awards vested during the three months ended September 30, ~~2022~~2023 and ~~2021.~~2022. The total fair value of performance share awards that vested during the nine months ended September 30, 2023 and 2022 was zero and ~~2021 was~~ $2.4 ~~million and $1.9~~ million, respectively. At September 30, ~~2022,~~2023, unrecognized compensation cost related to performance ~~shares~~share awards was $4.6 million, which is expected to be recognized over a weighted average period of ~~2.0~~1.8 years.

In accordance with current accounting standards regarding disclosures about segments of an enterprise and related information, we have identified the following reportable segments: Canada ~~Australia~~ and ~~the U.S.,~~Australia, which represent our strategic focus on hospitality services and workforce accommodations. Prior to the first quarter of 2023, we presented the U.S. operating segment as a separate reportable segment. Our operating segment in the U.S. no longer meets the reportable segment quantitative thresholds required by GAAP and is included below within the Corporate, other and eliminations category. Prior periods have been updated to be consistent with the presentation for the three and nine months ended September 30, 2023.


													Total revenues		Depreciation and amortization		Operating income (loss)		Capital expenditures		Total assets
Three months ended September 30, 2023												Three months ended September 30, 2023
Canada												Canada	$	95,144	$	9,565	$	10,811	$	3,006	$	745,377
Australia												Australia	87,885		7,181		9,067		6,244		195,315
Corporate, other and eliminations												Corporate, other and eliminations	543		168		(3,839)		212		(384,098)
Total												Total	$	183,572	$	16,914	$	16,039	$	9,462	$	556,594
		Total revenues		Depreciation and amortization		Operating income (loss)		Capital expenditures		Total assets
Three months ended September 30, 2022	Three months ended September 30, 2022											Three months ended September 30, 2022
Canada	Canada	$	103,009	$	14,749	$	7,846	$	3,580	$	718,981	Canada	$	103,009	$	14,749	$	7,846	$	3,580	$	718,981
Australia	Australia	73,805		7,599		5,859		4,921		191,557		Australia	73,805		7,599		5,859		4,921		191,557
U.S.		7,413		312		(1,690)		286		20,159
Corporate and eliminations		—		(52)		(1,230)		32		(347,368)
Corporate, other and eliminations												Corporate, other and eliminations	7,413		260		(2,920)		318		(327,209)
Total	Total	$	184,227	$	22,608	$	10,785	$	8,819	$	583,329	Total	$	184,227	$	22,608	$	10,785	$	8,819	$	583,329

Three months ended September 30, 2021
Nine months ended September 30, 2023												Nine months ended September 30, 2023
Canada	Canada	$	84,057	$	11,511	$	6,131	$	1,344	$	754,223	Canada	$	280,067	$	37,067	$	9,486	$	7,075	$	745,377
Australia	Australia	65,118		8,033		4,422		1,647		231,427		Australia	247,418		22,099		23,140		13,373		195,315
U.S.		5,888		567		(2,124)		336		26,699
Corporate and eliminations		—		171		(2,419)		62		(328,307)
Corporate, other and eliminations												Corporate, other and eliminations	2,521		111		(10,319)		731		(384,098)
Total	Total	$	155,063	$	20,282	$	6,010	$	3,389	$	684,042	Total	$	530,006	$	59,277	$	22,307	$	21,179	$	556,594

Nine months ended September 30, 2022	Nine months ended September 30, 2022											Nine months ended September 30, 2022
Canada	Canada	$	307,984	$	41,344	$	23,081	$	7,433	$	718,981	Canada	$	307,984	$	41,344	$	23,081	$	7,433	$	718,981
Australia	Australia	205,154		23,284		17,446		8,969		191,557		Australia	205,154		23,284		17,446		8,969		191,557
U.S.		21,721		1,089		(4,594)		1,010		20,159
Corporate and eliminations		—		101		(6,669)		54		(347,368)
Corporate, other and eliminations												Corporate, other and eliminations	21,721		1,190		(11,263)		1,064		(327,209)
Total	Total	$	534,859	$	65,818	$	29,264	$	17,466	$	583,329	Total	$	534,859	$	65,818	$	29,264	$	17,466	$	583,329

Nine months ended September 30, 2021
Canada		$	229,223	$	35,750	$	5,924	$	3,667	$	754,223
Australia		188,774		25,004		5,073		4,348		231,427
U.S.		16,672		1,675		(5,831)		1,187		26,699
Corporate and eliminations		—		499		(6,928)		443		(328,307)
Total		$	434,669	$	62,928	$	(1,762)	$	9,645	$	684,042

This quarterly report on Form 10-Q contains certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the Exchange Act). The Private Securities Litigation Reform Act of 1995 provides safe harbor provisions for forward-looking information. The forward-looking statements can be identified by the use of forward-looking terminology including “may,” “expect,” “anticipate,” “estimate,” “continue,” “believe” or other similar words. The forward-looking statements in this report include, but are not limited to, the statements in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” relating to our expectations about the macroeconomic environment and industry conditions, including the ~~impact of COVID-19 and the response thereto and the~~ volatility in the price of and demand for commodities, as well as our expectations about capital expenditures in ~~2022 and~~2023, beliefs with respect to liquidity ~~needs.~~needs and expectations with respect to share repurchases and dividends. Actual results could differ materially from those projected in the forward-looking statements as a result of a number of important factors. For a discussion of known material factors that could affect our results, please refer to “Risk Factors,” “Cautionary Statement Regarding Forward-Looking Statements,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, ~~2021~~2022 and our subsequent SEC filings. Should one or more of these risks or uncertainties materialize, or should the assumptions prove incorrect, actual results may differ materially from those expected, estimated or projected. Our management believes these forward-looking statements are reasonable. However, you should not place undue reliance on these forward-looking statements, which are based only on our current expectations and are not guarantees of future performance. All subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by the foregoing. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to publicly update or revise any of them in light of new information, future events or otherwise, except to the extent required by applicable law.

We provide hospitality services to the natural resources industry in Canada, Australia and the U.S. Demand for our services can be attributed to two phases of our customers’ projects: (1) the development or construction phase; and (2) the operations or production phase. Historically, initial demand for our hospitality services has been driven by our customers’ capital spending programs related to the construction and development of natural resource projects and associated infrastructure, as well as the exploration for oil and natural gas. Long-term demand for our services has been driven by natural resource production, maintenance and operation of those facilities as well as expansion of those sites. In general, industry capital spending programs are based on the outlook for commodity prices, economic growth, global commodity supply/demand, estimates of resource production and ~~shareholder expectations.~~the expectations of our customers' shareholders. As a result, demand for our hospitality services is largely sensitive to expected commodity prices, principally related to oil, metallurgical (met) coal, liquefied natural gas (LNG) and iron ~~ore.~~ore, and the resultant impact of these commodity price expectations on our customers' spending. Other factors that can affect our business and financial results include the general global economic environment, including inflationary pressures, supply chain disruptions and labor shortages, volatility affecting the banking system and financial markets, availability of capital to the natural resource industry and regulatory changes in Canada, Australia, the U.S. and other markets, including governmental measures introduced to fight climate ~~change or to help slow the spread or mitigate the impact of COVID-19.~~change.

Our business is predominantly located in northern Alberta, Canada; British Columbia, Canada; Queensland, Australia; and Western Australia. We derive most of our business from natural resource companies who are developing and producing oil sands, met coal, LNG and iron ore resources and, to a lesser extent, other hydrocarbon and mineral resources. ~~In the third quarter of 2022, approximately 60%~~Approximately 64% of our revenue ~~was~~is generated by our lodges in Canada and our villages in Australia. Where traditional accommodations and infrastructure are insufficient, inaccessible or cost ineffective, our lodge and village facilities provide comprehensive hospitality services similar to those found in an urban hotel. We typically contract our facilities to our customers on a ~~fee-per-person-per-day~~fee-per-person-per-

~~The spread~~During 2022 and through the first nine months of ~~COVID-19~~2023, inflationary pressures and the response thereto have negatively impacted the global economy. The actions taken by governments and the private-sector to mitigate the spread of COVID-19 and the risk of infection, including government-imposed or voluntary social distancing and quarantining, reduced travel and remote work policies, evolved with the introduction of vaccination efforts in 2021, and may continue to evolve as virus variants have added uncertainty to the continuing global impact. Since the COVID-19 pandemic began, wesupply chain disruptions have been, ~~impacted by increased staff costs as a result of hospitality labor shortages in Australia. This labor shortage has been exacerbated by significantly reduced foreign labor availability~~ and reduced labor mobility in Australia, which has subsequently led to an increased reliance on more expensive temporary labor resources. We continue to closely monitor the COVID-19 situation and have taken measures to help ensure the health and well-being of our employees, guests and contractors, including screening of individuals that enter our facilities, social distancing practices, enhanced cleaning and sanitization efforts, the suspension of nonessential employee travel and implementation of work-from-home policies, where applicable.

~~Global oil prices dropped~~In addition to ~~historically low levels~~the macro inflationary impacts on labor costs noted above, during the COVID-19 pandemic, we were, and continue to be, impacted by increased staff costs as a result of hospitality labor shortages in ~~March~~Australia as government-imposed and ~~April 2020 due~~voluntary social distancing and quarantining impacted travel. This labor shortage has been exacerbated by significantly reduced migration in and around Australia affecting labor availability, which has subsequently led to severely reduced global oil demand, high global crude inventory levels, uncertainty around timing and slope of worldwide economic recovery after COVID-19 related economic shut-downs and effectiveness of production cuts by major oil producing countries, such as Saudi Arabia, Russia and the U.S. an increased reliance on more expensive temporary labor resources.

Since ~~this trough~~historic lows in early 2020 during the start of the COVID-19 pandemic, global oil prices increased ~~later~~ in late 2020 and throughout 2021 primarily due to improved global oil demand and lagging global oil supply due to oil production discipline from publicly traded oil producers and OPEC+ countries. These supply/demand dynamics ~~have~~ continued in 2022 and ~~have been~~were exacerbated by the ~~recent~~ongoing conflict between ~~Russia and~~ Russia/Ukraine and related sanctions on Russia, as well as actions taken by OPEC+ to adjust production levels, which ~~are decreasing~~decreased global fossil fuel supply even further. This led to a significant increase in global oil prices to above $100 per ~~barrel.~~barrel in the second quarter of 2022. Severe inflation and rising interest rates in the second half of 2022 led to concerns of an economic recession and lower oil demand which resulted in decreased oil prices through the remainder of 2022 and the first six months of 2023. In ~~response, several governments, including~~an effort to support the ~~U.S. government under~~price of oil amidst demand concerns, OPEC+ announced additional oil production cuts in April 2023. Further, Saudi Arabia announced voluntary oil production cuts in June 2023, which have been extended through the ~~Biden administration, have begun to release~~end of 2023. These production cuts, coupled with the rising geopolitical risks in the Middle East, resulted in increased oil ~~from~~prices in the ~~government controlled strategic reserves.~~third quarter and early fourth quarter of 2023.

Alberta, Canada. In Canada, Western Canadian Select (WCS) crude is the benchmark price for our oil sands customers. Pricing for WCS is driven by several factors, including the underlying price for West Texas Intermediate (WTI) crude, the availability of transportation infrastructure (consisting of pipelines and crude by railcar), refinery blending requirements and governmental regulation. Historically, WCS has traded at a discount to WTI, creating a “WCS Differential,” due to transportation costs and capacity restrictions to move Canadian heavy oil production to refineries, primarily along the U.S. Gulf Coast. The WCS Differential has varied depending on the extent of transportation capacity availability.

Certain expansionary oil pipeline projects have the potential to both drive incremental demand for mobile assets and to improve take-away capacity for Canadian oil sands producers over the longer term. The Enbridge Line 3 replacement project was completed at the end of 2021 and the Trans Mountain Pipeline (TMX) is currently under construction and continues to progress towards completion. ~~The Canadian federal government acquired the~~ TMX ~~pipeline in 2018, approved the expansion of~~recently announced that the project ~~and~~ is ~~currently working through a revised construction timeline~~approximately 90% complete, with mechanical completion expected to ~~adjust for recent delays related to legal challenges,~~occur at the ~~COVID-19 pandemic, flooding along certain sections~~end of 2023, and the pipeline ~~corridor and seasonal wildfires. As a result,~~is expected to be in-service in the TMX pipeline construction has been delayed, and there is a risk that there could be future delays. Recent legal issues between the Canadian government and First Nation groups have been resolved for the time being and construction has resumed.first quarter of 2024.

~~pandemic levels in 2022.~~ Although oil prices reached multi-year highs in the first half of 2022, ~~there~~they fluctuated through the second half of 2022 and throughout 2023. There is continued uncertainty around commodity price levels, including the impact of ~~COVID-19,~~ inflationary pressures, actions taken by OPEC+ to adjust production levels, geopolitical events such as the ongoing Russia/Ukraine conflict and rising geopolitical risks in the Middle East, and regulatory implications on such prices, which could cause our Canadian oil sands and pipeline customers to reduce production, delay expansionary and maintenance spending and defer additional investments in their oil sands assets.

however, we will continue to provide hospitality services to the customer at our other owned lodges through January 31, 2024 under a short-term take-or-pay commitment. Our assets are being demobilized and expected to be completely removed from the existing site by February 1, 2024. During the third quarter of 2023, we entered into a definitive agreement to sell our McClelland Lake Lodge assets to a U.S.-based mining project for approximately C$49 million, or US$36 million. We expect to complete the transaction before January 31, 2024, subject to the satisfaction of customary closing conditions. During the third quarter of 2023, we recognized $4.9 million in demobilization costs and received $9.1 million in cash proceeds associated with the sale. We expect to recognize the remaining demobilization costs and the proceeds of the sale in the fourth quarter of 2023 and first quarter of 2024.

British Columbia, Canada. Our Sitka Lodge supports the LNG Canada project and related pipeline projects (see discussion below). From a macroeconomic standpoint, LNG demand has continued to grow, ~~despite the spread of COVID-19,~~ reinforcing the need for the global LNG industry to expand access to natural gas. Evolving government energy policies around the world have amplified support for cleaner energy supply, creating more opportunities for natural gas and LNG. The conflict between ~~Russia and~~ Russia/Ukraine has further highlighted the need for secure natural gas supply globally, particularly in Europe. Accordingly, additional investment in LNG supply will be needed to meet the resulting expected long-term LNG demand growth.

Currently, Western Canada does not have any operational LNG export facilities. LNG Canada (LNGC), a joint venture among Shell Canada Energy, an affiliate of Shell plc (40 percent), and affiliates of PETRONAS, through its wholly-owned entity, North Montney LNG Limited Partnership (25 percent), PetroChina (15 percent), Mitsubishi Corporation (15 percent) and Korea Gas Corporation (5 percent), is currently constructing a liquefaction and export facility in Kitimat, British Columbia (Kitimat LNG Facility). British Columbia LNG activity and related pipeline projects are a material driver of activity for our Sitka Lodge, as well as for our mobile assets, which are contracted to serve designated portions of the related pipeline construction activity. The actual timing of when revenue is realized from the Coastal GasLink (CGL) pipeline and Sitka Lodge contracts could be impacted by any delays in the construction of the Kitimat LNG Facility or the pipeline, such as protest blockades or COVID-19. OurWhile our current expectation is that the majority of our contracted commitments associated with the CGL pipeline project will be completed in ~~2023. Any~~the fourth quarter of 2023, any new delays in facility or pipeline construction may result in extensions to these dates.

In late March 2020, LNGC announced steps being taken to reduce the spread of COVID-19, including reduction of the workforce at the project site to essential personnel only. In late December 2020, British Columbia’s public health officer issued a health order limiting workforce size at all large industrial projects across the province, including LNGC. These actions resulted in reduced occupancy at our Sitka Lodge beginning in the second quarter of 2020. British Columbia's public health order was phased out in the second quarter of 2021. It was replaced with less restrictive requirements focused on monitoring, allowing workforces to return to their optimal sizes, which increased occupancy at our Sitka Lodge in the second half of 2021 and into 2022.

Australia. In Australia, ~~82%~~84% of our rooms are located in the Bowen Basin of Queensland, Australia and primarily serve met coal mines in that region. Met coal pricing and production growth in the Bowen Basin region is predominantly influenced by the level of global steel production, which ~~decreased~~increased by ~~5.1% through August 2022~~0.2% for the first eight months of 2023 compared to the same period of ~~2021. Analysts forecast steel production for 2022 to remain subdued for~~2022. The marginal increase year-over-year was the ~~full year when compared to 2021, as a~~ result of ~~weakness~~stronger production from both China and India in ~~the Chinese residential sector~~July and ~~slowing global growth due to inflationary pressures.~~August. As of October ~~21, 2022,~~23, 2023, met coal spot prices were ~~$285~~$342.00 per ~~metric~~ tonne. ~~Steel output is forecast to improve marginally through 2024, with large infrastructure rollouts in a number of major economies including the U.S. and India.~~

The Chinese embargo on Australian coal continues. However, Australian met coal producers have found new markets, including India and Europe, for their premium product. This led to a rebalancing of the market globally in 2021, with China relying on domestic production along with increased met coal imports from the U.S., Canada and Mongolia. With the historical backdrop of strong steel demand and met coal supply constraints, the spot price for met coal surged to record highs through the second half of 2021 into early 2022. Since theFollowing historic highs in early 2022, met coal prices have since stabilized and were further supported in the first half of 2023 with seasonal weather-related supply interruptions in ~~Australia offset by weakening steel demand.~~Australia. In September 2023, met coal prices increased to over $300 per tonne, as truck and port disruptions resulted in extremely tight supply from Australia. Analysts forecast ~~the current stable~~met coal prices to ~~rise in~~remain near $300 per tonne during the fourth quarter ~~2022~~of 2023 due to ~~higher~~supply limitations in Australia. Downward pressure on prices is still possible in the short term if demand in India and supply pressure related La Niña impacts in Australia’s production. Analysts are forecasting prices to remain close to $250 into 2023, though volatility with both supply and demand drivers could impact prices and drive them higher or lower.China worsens.

Civeo's activity in Western Australia is driven primarily by iron ore production, which is a key steel-making ingredient. ~~Through~~Iron ore prices have stabilized in 2023 after fluctuating in the second half of 2021, with forced cuts in Chinese steel production, prices retreated from the peaks experienced in mid-2021. Iron ore prices remained stable through early 2022 and fell to just below $100 during the third quarter of 2022 with a slowdown in steel production.2022. As of October ~~20, 2022,~~23, 2023, iron ore spot prices were ~~$87.84~~$112.04 per ~~metric~~ tonne. Analysts ~~anticipate that infrastructure-led construction activity~~forecast Chinese steel production in ~~China~~2023 to be at similar levels to 2022 and ~~other large world economies will continue to stabilize prices at current levels, though residential activity~~expect forecast iron ore pricing in ~~China remains subdued. Analysts forecast pricing through~~ 2023 to remain between ~~$90~~$100 and ~~$110.~~$115.

~~U.S.~~Other. In ~~September,~~the first quarter of 2023, we sold our U.S. Acadian Acres lodge assets. In addition, in the second half of 2022, we sold both our U.S. wellsite services ~~business.~~and offshore businesses. Our remaining U.S. business supports ~~offshore oil and gas activities in the Gulf of Mexico,~~ completion activity in the ~~Bakken and construction and turnaround work in the Louisiana industrial area. All these activities are primarily tied to WTI oil prices in the U.S. market. In 2020, the~~Bakken. U.S. oil rig count and associated completion activity decreased due to COVID-19 and the global oil price decline discussed above. Only 267 oil rigs were active at the end of 2020. With the recovery of oil prices, oil rig count and drilling activity have recovered substantially, with 604 oil rigs active at the end of the third quarter 2022. The increase in the U.S. rig count and oil prices has only resulted in slight increases to U.S. oil production from an average of 11.3 million barrels per day in 2021 to an average of 11.8 million barrels per day at the end of July 2022. As of October 21, 2022, there were 612 active oil rigs in the U.S. (as measured by Bakerhughes.com). U.S. oil drilling and completion activity will continue to be impacted by oil prices, pipeline capacity, federal energy policies and availability of capital to support exploration and production ~~(E&P) drilling and~~ completion plans. In addition, consolidation among our E&P customer base in the U.S. has historically created short-term spending and activity dislocations. Should the current trend of industry consolidation continue, we may see activity, utilization and occupancy declines in the near term.


		Average Price (1)									Average Price (1)
Quarter ended	Quarter ended	WTI Crude (per bbl)		WCS Crude (per bbl)		Hard Coking Coal (Met Coal) (per tonne)		Iron Ore (per tonne)		Quarter ended	WTI Crude (per bbl)		WCS Crude (per bbl)		Hard Coking Coal (Met Coal) (per tonne)		Iron Ore (per tonne)
Fourth Quarter through October 21, 2022		$	87.20	$	59.78	$	279.41	$	92.31
Fourth Quarter through October 23, 2023										Fourth Quarter through October 23, 2023	$	86.25	$	64.26	$	354.05	$	114.79
9/30/2023										9/30/2023	82.50		66.20		260.12		111.04
6/30/2023										6/30/2023	73.54		60.25		243.54		106.98
3/31/2023										3/31/2023	75.96		56.61		341.08		117.08
12/31/2022										12/31/2022	82.82		54.72		276.19		94.93
9/30/2022	9/30/2022	91.63		70.70		252.63		99.21		9/30/2022	91.63		70.70		252.63		99.21
6/30/2022	6/30/2022	108.77		92.89		464.61		128.80		6/30/2022	108.77		92.89		464.61		128.80
3/31/2022	3/31/2022	95.17		82.04		474.83		129.46		3/31/2022	95.17		82.04		474.83		129.46
12/31/2021		77.31		60.84		371.95		104.88
9/30/2021		70.54		57.58		258.41		164.90
6/30/2021		66.19		53.27		136.44		195.97

Foreign Currency Exchange Rates. Exchange rates between the U.S. dollar and each of the Canadian dollar and the Australian dollar influence our U.S. dollar reported financial results. Our business has historically derived the vast majority of its revenues and operating income (loss) in Canada and Australia. These revenues and profits/losses are translated into U.S. dollars for U.S. GAAP financial reporting purposes. The following tables summarize the fluctuations in the exchange rates between the U.S. dollar and each of the Canadian dollar and the Australian dollar:


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
		2022	2021	Change	Percentage	2022	2021	Change	Percentage		2023	2022	Change	Percentage	2023	2022	Change	Percentage
Average Canadian dollar to U.S. dollar	Average Canadian dollar to U.S. dollar	$0.766	$0.794	($0.03)	(3.5)%	$0.779	$0.799	($0.02)	(2.5)%	Average Canadian dollar to U.S. dollar	$0.746	$0.766	($0.02)	(2.6)%	$0.743	$0.779	($0.04)	(4.6)%
Average Australian dollar to U.S. dollar	Average Australian dollar to U.S. dollar	$0.683	$0.735	($0.05)	(7.1)%	$0.707	$0.759	($0.05)	(6.8)%	Average Australian dollar to U.S. dollar	$0.655	$0.683	($0.03)	(4.1)%	$0.669	$0.707	($0.04)	(5.4)%


		As of					As of
		September 30, 2022	December 31, 2021	Change	Percentage		September 30, 2023	December 31, 2022	Change	Percentage
Canadian dollar to U.S. dollar	Canadian dollar to U.S. dollar	$0.730	$0.789	($0.06)	(7.5)%	Canadian dollar to U.S. dollar	$0.740	$0.738	$0.00	0.2%
Australian dollar to U.S. dollar	Australian dollar to U.S. dollar	$0.648	$0.726	($0.08)	(10.7)%	Australian dollar to U.S. dollar	$0.645	$0.679	($0.03)	(5.0)%

Capital Expenditures. We continue to monitor the global economy, commodity prices, demand for crude oil, met coal, LNG and iron ore, inflation ~~the COVID-19 global pandemic and the responses thereto~~ and the resultant impact on the capital spending plans of our customers in order to plan our business activities. We currently expect that our ~~2022~~2023 capital expenditures will be in the range of approximately ~~$24~~$35 million to ~~$29~~$40 million, compared to ~~2021~~2022 capital expenditures of ~~$15.6~~$25.4 million. ~~We previously increased 2022~~The 2023 capital expenditures ~~estimates primarily as~~include $10 million related to village enhancements in Australia, for which our customer will reimburse us, resulting in a ~~result of recently awarded contracts for our Wapasu Lodge~~net negligible cash flow impact in ~~Canada and our Australian integrated services business in Western Australia.~~2023. We may adjust our capital expenditure plans in the future as we continue to monitor customer activity.

We have agreed to not renew an expiring land lease associated with our McClelland Lake Lodge in Alberta, Canada, which currently expires in June 2023, to support our customer’s intent to mine the land where the lodge currently resides. We are currently working with the customer to (i) secure an alternative site for the lodge and (ii) obtain a contract to economically justify the cost of moving and reinstalling the lodge assets. However, we can provide no assurances that we will reach an agreement on a satisfactory contract to support the future utilization of the McClelland assets and the resulting impact could negatively affect our results of operations, financial condition and cash flows. We are in preliminary discussions with potential strategic joint venture partners that would participate in both the economics of relocating the lodge and its ongoing ownership. We expect to have further clarity on any potential contract associated with our McClelland Lake Lodge in the first half of 2023.


		Three Months Ended September 30,							Three Months Ended September 30,
		2022		2021		Change			2023		2022		Change

		($ in thousands)							($ in thousands)
Revenues
Revenues:								Revenues:
Canada	Canada	$	103,009	$	84,057	$	18,952	Canada	$	95,144	$	103,009	$	(7,865)
Australia	Australia	73,805		65,118		8,687		Australia	87,885		73,805		14,080
U.S. and other		7,413		5,888		1,525
Other								Other	543		7,413		(6,870)
Total revenues	Total revenues	184,227		155,063		29,164		Total revenues	183,572		184,227		(655)
Costs and expenses
Costs and expenses:								Costs and expenses:
Cost of sales and services	Cost of sales and services							Cost of sales and services
Canada	Canada	72,878		59,214		13,664		Canada	65,972		72,878		(6,906)
Australia	Australia	53,333		46,374		6,959		Australia	63,595		53,333		10,262
U.S. and other		7,285		5,842		1,443
Other								Other	729		7,285		(6,556)
Total cost of sales and services	Total cost of sales and services	133,496		111,430		22,066		Total cost of sales and services	130,296		133,496		(3,200)
Selling, general and administrative expenses	Selling, general and administrative expenses	17,677		17,320		357		Selling, general and administrative expenses	20,236		17,677		2,559
Depreciation and amortization expense	Depreciation and amortization expense	22,608		20,282		2,326		Depreciation and amortization expense	16,914		22,608		(5,694)

Other operating (income) expense		(339)		21		(360)
Other operating expense (income)								Other operating expense (income)	87		(339)		426
Total costs and expenses	Total costs and expenses	173,442		149,053		24,389		Total costs and expenses	167,533		173,442		(5,909)
Operating income	Operating income	10,785		6,010		4,775		Operating income	16,039		10,785		5,254

Interest expense, net	Interest expense, net	(2,988)		(3,582)		594		Interest expense, net	(3,321)		(2,988)		(333)
Other income		2,179		364		1,815
Other income (expense)								Other income (expense)	(4,709)		2,179		(6,888)
Income before income taxes	Income before income taxes	9,976		2,792		7,184		Income before income taxes	8,009		9,976		(1,967)
Income tax expense		(3,713)		(1,770)		(1,943)
Income tax benefit (expense)								Income tax benefit (expense)	1,214		(3,713)		4,927
Net income	Net income	6,263		1,022		5,241		Net income	9,223		6,263		2,960
Less: Net income attributable to noncontrolling interest	Less: Net income attributable to noncontrolling interest	546		478		68		Less: Net income attributable to noncontrolling interest	201		546		(345)
Net income attributable to Civeo Corporation	Net income attributable to Civeo Corporation	5,717		544		5,173		Net income attributable to Civeo Corporation	9,022		5,717		3,305
Less: Dividends attributable to preferred shares	Less: Dividends attributable to preferred shares	492		482		10		Less: Dividends attributable to preferred shares	—		492		(492)
Net income attributable to Civeo common shareholders	Net income attributable to Civeo common shareholders	$	5,225	$	62	$	5,163	Net income attributable to Civeo common shareholders	$	9,022	$	5,225	$	3,797

Revenues. Consolidated revenues ~~increased $29.2~~decreased $0.7 million, or ~~19%~~0%, in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022. This ~~increase~~decrease was primarily due to (i) higher billed rooms at our Canadian lodges related to turnaround activities by a number of customers, (ii) higher average daily rate at our Canadian lodges largely due to occupancy mix, (iii) increaseddecreased mobile asset activity from pipeline projects in Canada, ~~(iv) increased~~(ii) reduced activity ~~at our Civeo owned villages~~ in the ~~Australian Bowen~~U.S. operations due to the sale of our wellsite and ~~Gunnedah Basins~~offshore businesses in the second half of 2022 and ~~(v) increased activity at our Australian integrated services villages in Western Australia. These items were partially offset by~~(iii) a weaker Australian and Canadian dollar relative to the U.S. dollar in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022. These items were partially offset by (i) increased occupancy at our Civeo owned villages in the Australian Bowen and Gunnedah Basins and (ii) increased activity at our integrated services villages in Western Australia. See the discussion of segment results of operations below for further information.

Cost of Sales and Services. Our consolidated cost of sales and services ~~increased $22.1~~decreased $3.2 million, or ~~20%~~2%, in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022. This ~~increase~~decrease was primarily due to (i) ~~higher billed rooms at our Canadian lodges, (ii) increased~~lower costs related to reduced mobile asset activity ~~from pipeline projects~~in Canada, (ii) lower staff costs at certain lodges in Canada, (iii) ~~increased~~reduced activity at our ~~Civeo owned villages~~south lodges in Canada, (iv) reduced activity in the ~~Australian Bowen~~U.S. operations due to the sale of our wellsite and ~~Gunnedah Basins~~offshore businesses in the second half of 2022 and ~~(iv) increased activity at our Australian integrated services villages in Western Australia. These items were partially offset by~~(v) a weaker Australian and Canadian dollar relative to the U.S. dollar in the third quarter of 2023 compared to the third quarter of 2022. These items were partially offset by (i) increased occupancy at our Civeo owned villages in the Australian

Selling, General and Administrative Expenses. SG&A expense increased ~~$0.4~~$2.6 million, or 2%14%, in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022. This increase was primarily due to higher ~~information technology expense~~incentive compensation costs and travel and entertainment expense. This increase in information technology expense was related to set-up costs incurred in a cloud computing arrangement for our newly implemented human capital management system, which are being amortized through SG&A expense instead of depreciation and amortizationhigher compensation expense. The increase in ~~travel~~compensation expense was primarily due to increased staff and ~~entertainment expenses was largely a result of a return to more normalized travel expenses with the lifting of travel restrictions~~ associated ~~with COVID-19.~~recruitment costs. These items were partially offset by ~~lower incentive compensation costs and~~ a weaker Australian and Canadian dollar relative to the U.S. dollar in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022.

Depreciation and Amortization Expense. Depreciation and amortization expense ~~increased $2.3~~decreased $5.7 million, or ~~11%~~25%, in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022. The ~~increase~~decrease was primarily due to ~~shortening~~(i) the ~~lives on~~sale of our wellsite and offshore businesses in the U.S. in the second half of 2022, (ii) certain assets ~~in Canada, partially offset by certain assets in Canada~~ becoming fully depreciated ~~during 2021 and the disposal of our West Permian Lodge~~in Canada in the ~~U.S. during 2021. In addition,~~second quarter of 2023 and (iii) lower depreciation and amortization expense ~~decreased~~ due to a weaker Australian and Canadian dollar relative to the U.S. dollar in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022.

Other Income. Consolidated other income ~~increased $1.8~~decreased $6.9 million in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021~~2022, primarily due to ~~higher gain~~lower net gains on the sale of assets. The third quarter of 2023 included expenses of $4.9 million associated with the demobilization of our McClelland Lake Lodge to prepare the assets for sale. The associated gain related to the sale of the McClelland Lake Lodge assets will be recognized in the fourth quarter of 2023 and first quarter of 2024. The third quarter of 2022 include gains related to the sale of our Kambalda village and an undeveloped land holding in Australia, our wellsite business in the U.S. and various mobile assets and unused corporate office space in ~~Canada in the third quarter of 2022 compared to the third quarter of 2021.~~Canada.

Income Tax (Expense) Benefit. Our income tax ~~expense~~benefit for the three months ended September 30, ~~2022~~2023 totaled ~~$3.7~~$1.2 million, or ~~37.2%~~(15.2)% of pretax income, compared to an income tax expense of ~~$1.8~~$3.7 million, or ~~63.4%~~37.2% of pretax income, for the three months ended September 30, ~~2021.~~2022. Our effective tax rate for the three months ended September 30, 2023 and 2022 was impacted by considering the U.S. a loss jurisdiction that was removed from the annual effective tax rate computation for purposes of computing the interim tax provision. For the three months ended September 30, 2021, our effective tax rate was impacted by considering Canada and the U.S. loss jurisdictions that were removed from the annual effective tax rate computation for purposes of computing the interim tax provision. Additionally, under Accounting Standards Codification 740-270, “Accounting for Income Taxes,” the quarterly tax provision is based on our current estimate of the annual effective tax rate less the prior quarter’s year to date provision.

Other Comprehensive (Loss) Income. Other comprehensive ~~loss~~income increased ~~$8.5~~$14.0 million in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021,~~2022, primarily as a result of foreign currency translation adjustments due to changes in the Canadian and Australian dollar exchange rates compared to the U.S. dollar. The Canadian dollar exchange rate compared to the U.S. dollar decreased 6%2% in the third quarter of ~~2022~~2023 compared to a 3%6% decrease in the third quarter of ~~2021.~~2022. The Australian dollar exchange rate compared to the U.S. dollar decreased 6%3% in the third quarter of ~~2022~~2023 compared to a 4%6% decrease in the third quarter of ~~2021.~~2022.


		Three Months Ended September 30,										Three Months Ended September 30,
		2022			2021			Change				2023			2022			Change
Revenues ($ in thousands)	Revenues ($ in thousands)										Revenues ($ in thousands)
Accommodation revenue (1)	Accommodation revenue (1)	$	72,724		$	60,511		$	12,213		Accommodation revenue (1)	$	71,417		$	72,724		$	(1,307)
Mobile facility rental revenue (2)	Mobile facility rental revenue (2)	25,283			19,075			6,208			Mobile facility rental revenue (2)	17,314			25,283			(7,969)
Food service and other services revenue (3)	Food service and other services revenue (3)	5,002			4,471			531			Food service and other services revenue (3)	6,413			5,002			1,411

Total revenues	Total revenues	$	103,009		$	84,057		$	18,952		Total revenues	$	95,144		$	103,009		$	(7,865)

Cost of sales and services ($ in thousands)	Cost of sales and services ($ in thousands)										Cost of sales and services ($ in thousands)
Accommodation cost	Accommodation cost	$	50,308		$	41,470		$	8,838		Accommodation cost	$	46,063		$	50,308		$	(4,245)
Mobile facility rental cost	Mobile facility rental cost	15,597			11,144			4,453			Mobile facility rental cost	11,636			15,597			(3,961)
Food service and other services cost	Food service and other services cost	4,447			4,007			440			Food service and other services cost	5,867			4,447			1,420

Indirect other costs	Indirect other costs	2,526			2,593			(67)			Indirect other costs	2,406			2,526			(120)
Total cost of sales and services	Total cost of sales and services	$	72,878		$	59,214		$	13,664		Total cost of sales and services	$	65,972		$	72,878		$	(6,906)

Gross margin as a % of revenues	Gross margin as a % of revenues	29.3		%	29.6		%	(0.3)		%	Gross margin as a % of revenues	30.7		%	29.3		%	1.4		%

Average daily rate for lodges (4)	Average daily rate for lodges (4)	$	99		$	98		$	1		Average daily rate for lodges (4)	$	98		$	99		$	(1)

Total billed rooms for lodges (5)	Total billed rooms for lodges (5)	730,708			613,017			117,691			Total billed rooms for lodges (5)	726,364			730,708			(4,344)

Average Canadian dollar to U.S. dollar	Average Canadian dollar to U.S. dollar	$	0.766		$	0.794		$	(0.028)		Average Canadian dollar to U.S. dollar	$	0.746		$	0.766		$	(0.020)

Our Canadian segment reported revenues in the third quarter of ~~2022~~2023 that were ~~$19.0~~$7.9 million, or ~~23%~~8%, ~~higher~~lower than the third quarter of ~~2021.~~2022. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 3%2.6% in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021~~2022 resulted in a ~~$3.7~~$2.6 million period-over-period decrease in revenues. Excluding the impact of the weaker Canadian exchange rate, the ~~increase~~revenue decrease was driven by ~~(i) higher billed rooms at our lodges related to turnaround activities by a number of customers, (ii) a higher average daily rate at our lodges largely due to occupancy mix and (iii) increased~~reduced mobile asset activity from pipeline projects.

Our Canadian segment cost of sales and services ~~increased $13.7~~decreased $6.9 million, or ~~23%~~9%, in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 3%2.6% in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021~~2022 resulted in a ~~$2.6~~$1.8 million period-over-period decrease in cost of sales and services. Excluding the impact of the weaker Canadian exchange rate, the ~~increase~~decrease in cost of sales and services was driven by (i) lower costs related to the reduced mobile asset activity, (ii) lower staff costs at certain lodges and (iii) reduced activity at our south lodges. These decreases were partially offset by increased ~~occupancy~~operating costs at our lodges ~~and by increased mobile asset activity from pipeline projects.~~due to inflationary pressures.


		Three Months Ended September 30,										Three Months Ended September 30,
		2022			2021			Change				2023			2022			Change
Revenues ($ in thousands)	Revenues ($ in thousands)										Revenues ($ in thousands)
Accommodation revenue (1)	Accommodation revenue (1)	$	38,316		$	38,104		$	212		Accommodation revenue (1)	$	46,012		$	38,316		$	7,696
Food service and other services revenue (2)	Food service and other services revenue (2)	35,489			27,014			8,475			Food service and other services revenue (2)	41,873			35,489			6,384
Total revenues	Total revenues	$	73,805		$	65,118		$	8,687		Total revenues	$	87,885		$	73,805		$	14,080

Cost of sales and services ($ in thousands)	Cost of sales and services ($ in thousands)										Cost of sales and services ($ in thousands)
Accommodation cost	Accommodation cost	$	17,818		$	18,351		$	(533)		Accommodation cost	$	22,404		$	17,818		$	4,586
Food service and other services cost	Food service and other services cost	33,465			26,007			7,458			Food service and other services cost	38,898			33,465			5,433
Indirect other cost	Indirect other cost	2,050			2,016			34			Indirect other cost	2,293			2,050			243
Total cost of sales and services	Total cost of sales and services	$	53,333		$	46,374		$	6,959		Total cost of sales and services	$	63,595		$	53,333		$	10,262

Gross margin as a % of revenues	Gross margin as a % of revenues	27.7		%	28.8		%	(1.0)		%	Gross margin as a % of revenues	27.6		%	27.7		%	(0.1)		%

Average daily rate for villages (3)	Average daily rate for villages (3)	$	73		$	78		$	(5)		Average daily rate for villages (3)	$	74		$	73		$	1

Total billed rooms for villages (4)	Total billed rooms for villages (4)	525,359			491,218			34,141			Total billed rooms for villages (4)	623,436			525,359			98,077

Australian dollar to U.S. dollar	Australian dollar to U.S. dollar	$	0.683		$	0.735		$	(0.052)		Australian dollar to U.S. dollar	$	0.655		$	0.683		$	(0.028)

Our Australian segment reported revenues in the third quarter of ~~2022~~2023 that were ~~$8.7~~$14.1 million, or ~~13%~~19%, higher than the third quarter of ~~2021.~~2022. The weakening of the average exchange rate for Australian dollars relative to the U.S. dollar by 7%4.1% in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021~~2022 resulted in a ~~$5.5~~$3.8 million period-over-period decrease in revenues. On a constant currency basis, the Australian segment experienced a ~~22%~~24% period-over-period increase in revenues. Excluding the impact of the weaker Australian exchange rate, the increase in the Australian segment was driven by increased activity at our Civeo owned villages in the Bowen Basin and Gunnedah ~~Basins~~Basin and our integrated services ~~sites~~villages in Western Australia.

Our Australian segment cost of sales and services increased ~~$7.0~~$10.3 million, or ~~15%~~19%, in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021.~~2022. The weakening of the average exchange rate for Australian dollars relative to the U.S. dollar by 7%4.1% in the third quarter of ~~2022~~2023 compared to the third quarter of ~~2021~~2022 resulted in a ~~$4.0~~$2.8 million period-over-period decrease in cost of sales and services. Excluding the impact of the weaker Australian exchange rate, the increase in cost of sales and services was largely driven by increased ~~activity~~occupancy at our Civeo owned villages in the Bowen Basin and Gunnedah ~~Basins~~Basin and our integrated services ~~sites~~villages in Western Australia.

~~Our U.S. segment reported revenues in the third quarter of 2022 that were $1.5 million, or 26%, higher than the third quarter of 2021. This increase was~~business and increased operating costs due to ~~greater U.S. drilling activity positively impacting our wellsite business in July and August,~~inflationary pressures, partially offset by ~~reduced revenue due to the sale of this business on September 1, 2022. In addition, the offshore business had increased activity from completed projects and unit sales~~improved margins at Civeo owned villages in the third quarter of 2022 that did not occur to the same extent in the third quarter of 2021. These increases were partially offset by the reduced revenue from our former West Permian Lodge, which operated in the third quarter of 2021Bowen Basin and ~~was sold in the fourth quarter of 2021.~~


		Nine Months Ended September 30,							Nine Months Ended September 30,
		2022		2021		Change			2023		2022		Change

		($ in thousands)							($ in thousands)
Revenues
Revenues:								Revenues:
Canada	Canada	$	307,984	$	229,223	$	78,761	Canada	$	280,067	$	307,984	$	(27,917)
Australia	Australia	205,154		188,774		16,380		Australia	247,418		205,154		42,264
U.S. and other		21,721		16,672		5,049
Other								Other	2,521		21,721		(19,200)
Total revenues	Total revenues	534,859		434,669		100,190		Total revenues	530,006		534,859		(4,853)
Costs and expenses
Costs and expenses:								Costs and expenses:
Cost of sales and services	Cost of sales and services							Cost of sales and services
Canada	Canada	223,093		168,441		54,652		Canada	211,722		223,093		(11,371)
Australia	Australia	145,539		134,172		11,367		Australia	180,448		145,539		34,909
U.S. and other		20,760		16,629		4,131
Other								Other	3,065		20,760		(17,695)
Total cost of sales and services	Total cost of sales and services	389,392		319,242		70,150		Total cost of sales and services	395,235		389,392		5,843
Selling, general and administrative expenses	Selling, general and administrative expenses	50,572		46,204		4,368		Selling, general and administrative expenses	52,885		50,572		2,313
Depreciation and amortization expense	Depreciation and amortization expense	65,818		62,928		2,890		Depreciation and amortization expense	59,277		65,818		(6,541)
Impairment expense		—		7,935		(7,935)
Other operating (income) expense		(187)		122		(309)

Other operating expense (income)								Other operating expense (income)	302		(187)		489
Total costs and expenses	Total costs and expenses	505,595		436,431		69,164		Total costs and expenses	507,699		505,595		2,104
Operating income (loss)		29,264		(1,762)		31,026
Operating income								Operating income	22,307		29,264		(6,957)

Interest expense, net	Interest expense, net	(8,062)		(10,343)		2,281		Interest expense, net	(10,499)		(8,062)		(2,437)
Other income		4,290		6,066		(1,776)
Income (loss) before income taxes		25,492		(6,039)		31,531
Other income (expense)								Other income (expense)	(1,832)		4,290		(6,122)
Income before income taxes								Income before income taxes	9,976		25,492		(15,516)
Income tax expense	Income tax expense	(7,091)		(2,354)		(4,737)		Income tax expense	(2,897)		(7,091)		4,194
Net income (loss)		18,401		(8,393)		26,794
Less: Net income attributable to noncontrolling interest		1,706		534		1,172
Net income (loss) attributable to Civeo Corporation		16,695		(8,927)		25,622
Net income								Net income	7,079		18,401		(11,322)
Less: Net income (loss) attributable to noncontrolling interest								Less: Net income (loss) attributable to noncontrolling interest	(53)		1,706		(1,759)
Net income attributable to Civeo Corporation								Net income attributable to Civeo Corporation	7,132		16,695		(9,563)
Less: Dividends attributable to preferred shares	Less: Dividends attributable to preferred shares	1,469		1,440		29		Less: Dividends attributable to preferred shares	—		1,469		(1,469)
Net income (loss) attributable to Civeo common shareholders		$	15,226	$	(10,367)	$	25,593
Net income attributable to Civeo common shareholders								Net income attributable to Civeo common shareholders	$	7,132	$	15,226	$	(8,094)

We reported net income attributable to Civeo for the nine months ended September 30, 2023 of $7.1 million, or $0.47 per diluted share compared to net income attributable to Civeo for the nine months ended September 30, 2022 of $15.2 million, or $0.91 per diluted ~~share compared to net loss attributable to Civeo for the nine months ended September 30, 2021 of $10.4 million, or $0.73 per diluted~~ share. ~~As further discussed below, net loss for the nine months ended September 30, 2021 included a $7.9 million pre-tax loss resulting from the impairment of fixed assets included in Impairment expense.~~

Revenues. Consolidated revenues ~~increased $100.2~~decreased $4.9 million, or ~~23%~~1%, in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. This ~~increase~~decrease was primarily driven by (i) higher billed rooms at our Canadian lodges as occupancy in the first nine months of 2021 was negatively impacted by the COVID-19 pandemic, (ii) higher average daily rate at our Canadian lodges largely due to ~~occupancy mix, (iii) increased~~(i) decreased mobile asset activity from pipeline projects in Canada, ~~(iv) increased activity~~(ii) lower billed rooms at our ~~Australian Civeo owned villages~~Canadian lodges, (iii) reduced activity in the ~~Bowen~~U.S. operations due to the sale of our wellsite and ~~Gunnedah Basins~~offshore businesses in the second half of 2022 and ~~(v) increased activity at our integrated services villages in Western Australia. These items were partially offset by~~(iv) a weaker Australian and Canadian dollar relative to the U.S. dollar in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. These items were partially offset by (i) increased occupancy at our Civeo owned villages in the Australian Bowen and Gunnedah Basins and (ii) increased activity at our integrated services villages in Western Australia. See the discussion of segment results of operations below for further information.

Cost of Sales and Services. Our consolidated cost of sales and services increased ~~$70.2~~$5.8 million, or ~~22%~~2%, in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. This increase was primarily due to (i) ~~higher billed rooms~~increased occupancy at our ~~Canadian lodges, (ii) increased mobile asset activity from pipeline projects in Canada, (iii) increased activity at our Australian~~ Civeo owned villages in the Australian Bowen and Gunnedah Basins, ~~and (iv)~~(ii) increased activity at our integrated services villages in Western Australia and (iii) increased operating costs due to inflationary pressures in Australia. These items were partially offset by (i) reduced activity in the U.S. operations due to the sale of our wellsite and offshore businesses in the second half of 2022, (ii) lower costs related to reduced mobile asset activity in Canada and (iii) a weaker Australian and Canadian dollar relative to the U.S. dollar in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. See the discussion of segment results of operations below for further information.

Selling, General and Administrative ~~Expenses~~Expenses.. SG&A expense increased ~~$4.4~~$2.3 million, or 9%5%, in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. This increase was primarily due to higher ~~share-based~~ compensation expense, ~~travel and entertainment~~higher information technology expense and ~~information technology expense.~~higher incentive compensation costs. The increase in ~~share-based~~ compensation expense was primarily due to ~~a relative increase in our stock price during the nine months ended September 30, 2022 compared to the nine months ended September 30, 2021.~~increased staff and recruitment costs. The increase in information technology expense was related to ongoing investment in our newly implemented HCM system and set-up costs incurred in a cloud computing arrangement for ~~our newly implemented human capital management~~the HCM system, which are being amortized through SG&A expense instead of depreciation and amortization expense. These items were partially offset by lower share-based compensation expense and a weaker Australian and Canadian dollar relative to the U.S. dollar in the nine months ended September 30, 2023 compared to the nine months ended September 30, 2022. The ~~increase~~decrease in ~~travel and entertainment expenses~~share-based compensation expense was ~~largely~~due to a ~~result of a return~~relative decrease in our stock price during 2023 compared to ~~more normalized travel expenses with the lifting of travel restrictions associated with COVID-19.~~2022.

Depreciation and Amortization Expense. Depreciation and amortization expense ~~increased $2.9~~decreased $6.5 million, or 5%10%, in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. The ~~increase~~decrease was primarily due to ~~shortening~~(i) the ~~lives on~~sale of our wellsite and offshore businesses in the U.S. in the second half of 2022, (ii) certain assets ~~in Canada, partially offset by assets in Canada~~ becoming fully depreciated ~~during 2021 and the disposal of our West Permian Lodge~~in Canada in the second quarter of 2023 and (iii) lower depreciation and amortization expense due to a weaker Australian and Canadian dollar relative to the U.S. ~~during 2021.~~

Operating ~~Income (Loss).~~Income. Consolidated operating income ~~increased $31.0~~decreased $7.0 million, or ~~1,761%~~24%, in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021,~~2022, primarily due to ~~higher~~reduced mobile asset activity ~~levels~~ in Canada and ~~Australia~~increased operating costs due to inflationary pressures in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021 and lower impairment expense in Australia in the nine months ended September 30, 2022 compared to the nine months ended September 30, 2021.~~2022.

Other Income. Consolidated other income decreased ~~$1.8~~$6.1 million in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022, primarily due to lower gain on the sale of assets. The nine months ended September 30, 2023 included expenses of $4.9 million associated with the demobilization of our McClelland Lake Lodge to prepare the assets for sale, partially offset by gains related to the sale of our Acadian Acres accommodation assets in the U.S. The associated gain related to the sale of the McClelland Lake Lodge assets will be recognized in the fourth quarter of 2023 and first quarter of 2024. The nine months ended September 30, 2022 included gains on the sale of assets primarily related to our Kambalda village and undeveloped land holdings in Australia, our wellsite business in the U.S. and various mobile assets across Canada, Australia and the U.S. The nine months ended September 30, 2021 included $3.5 million related to proceeds from the Canada Emergency Wage Subsidy (CEWS) and a lower gain on the sale of assets primarily related to the sale of a manufacturing facility and mobile assets in Canada.

Income Tax (Expense) Benefit. Our income tax expense for the nine months ended September 30, ~~2022~~2023 totaled ~~$7.1~~$2.9 million, or ~~27.8%~~29% of pretax income, compared to an income tax expense of ~~$2.4~~$7.1 million, or ~~(39.0)%~~28% of pretax ~~loss,~~income, for the nine months ended September 30, ~~2021.~~2022. Our effective tax rate for the nine months ended September 30, 2023 and 2022 was impacted by considering the U.S. a loss jurisdiction that was removed from the annual effective tax rate computation for the purposes of computing the interim tax provision. Our effective tax rate for the nine months ended September 30, 2021 was impacted by considering Canada and the U.S. loss jurisdictions that were removed from the annual effective tax rate computation for the purposes of computing the interim tax provision.

Other Comprehensive (Loss) Income. Other comprehensive ~~loss~~income increased ~~$17.3~~$25.9 million in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021,~~2022, primarily as a result of foreign currency translation adjustments due to changes in the Canadian and Australian dollar exchange rates compared to the U.S. dollar. The Canadian dollar exchange rate compared to the U.S. dollar ~~decreased 8%~~increased 0.2% in the nine months ended September 30, ~~2022 and was flat~~2023 compared to a 8% decrease in the nine months ended September 30, ~~2021.~~2022. The Australian dollar exchange rate compared to the U.S. dollar decreased ~~11%~~5% in the nine months ended September 30, ~~2022~~2023 compared to a 7%11% decrease in the nine months ended September 30, ~~2021.~~2022.


		Nine Months Ended September 30,										Nine Months Ended September 30,
		2022			2021			Change				2023			2022			Change
Revenues ($ in thousands)	Revenues ($ in thousands)										Revenues ($ in thousands)
Accommodation revenue (1)	Accommodation revenue (1)	$	219,349		$	176,800		$	42,549		Accommodation revenue (1)	$	208,000		$	219,349		$	(11,349)
Mobile facility rental revenue (2)	Mobile facility rental revenue (2)	73,359			38,240			35,119			Mobile facility rental revenue (2)	54,752			73,359			(18,607)
Food service and other services revenue (3)	Food service and other services revenue (3)	15,276			14,183			1,093			Food service and other services revenue (3)	17,315			15,276			2,039

Total revenues	Total revenues	$	307,984		$	229,223		$	78,761		Total revenues	$	280,067		$	307,984		$	(27,917)

Cost of sales and services ($ in thousands)	Cost of sales and services ($ in thousands)										Cost of sales and services ($ in thousands)
Accommodation cost	Accommodation cost	$	156,543		$	124,798		$	31,745		Accommodation cost	$	150,592		$	156,543		$	(5,951)
Mobile facility rental cost	Mobile facility rental cost	44,939			23,562			21,377			Mobile facility rental cost	37,736			44,939			(7,203)
Food service and other services cost	Food service and other services cost	13,782			12,583			1,199			Food service and other services cost	15,701			13,782			1,919

Indirect other costs	Indirect other costs	7,829			7,498			331			Indirect other costs	7,693			7,829			(136)
Total cost of sales and services	Total cost of sales and services	$	223,093		$	168,441		$	54,652		Total cost of sales and services	$	211,722		$	223,093		$	(11,371)

Gross margin as a % of revenues	Gross margin as a % of revenues	27.6		%	26.5		%	1.0		%	Gross margin as a % of revenues	24.4		%	27.6		%	(3.2)		%

Average daily rate for lodges (4)	Average daily rate for lodges (4)	$	102		$	97		$	5		Average daily rate for lodges (4)	$	98		$	102		$	(4)

Total billed rooms for lodges (5)	Total billed rooms for lodges (5)	2,137,530			1,816,407			321,123			Total billed rooms for lodges (5)	2,093,459			2,137,530			(44,071)

Average Canadian dollar to U.S. dollar	Average Canadian dollar to U.S. dollar	$	0.779		$	0.799		$	(0.020)		Average Canadian dollar to U.S. dollar	$	0.743		$	0.779		$	(0.036)

Our Canadian segment reported revenues in the nine months ended September 30, ~~2022~~2023 that were ~~$78.8~~$27.9 million, or ~~34%~~9%, ~~higher~~lower than the nine months ended September 30, ~~2021.~~2022. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 3%4.6% in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021~~2022 resulted in a ~~$8.2~~$13.7 million period-over-period decrease in revenues. Excluding the impact of the weaker Canadian exchange rate, the ~~increase~~revenue decrease was driven by (i) higher billed rooms at our lodges as occupancy in the first nine month of 2021 was negatively impacted by the COVID-19 pandemic, (ii) a higher average daily rate at our lodges largely due to occupancy mix and (iii) increasedreduced mobile asset activity from pipeline ~~projects.~~projects and (ii) lower billed rooms at our lodges.

Our Canadian segment cost of sales and services ~~increased $54.7~~decreased $11.4 million, or ~~32%~~5%, in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. The weakening of the average exchange rate for the Canadian dollar relative to the U.S. dollar by 3%4.6% in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021~~2022 resulted in a ~~$5.6~~$10.6 million period-over-period decrease in cost of sales and services. Excluding the impact of the weaker Canadian exchange rate, the ~~increase~~decrease in cost of sales and services was driven by lower costs related to the reduced mobile asset activity. This decrease was partially offset by increased ~~occupancy~~operating costs at our lodges ~~and increased mobile asset activity from pipeline projects.~~due to inflationary pressures.

Our Canadian segment gross margin as a percentage of revenues ~~increased~~decreased from ~~26.5% in the nine months ended September 30, 2021 to~~ 27.6% in the nine months ended September 30, ~~2022.~~2022 to 24.4% in the nine months ended September 30, 2023. This was primarily driven by ~~an increased relative contribution~~reduced margins at our lodges due to inflationary pressures and reduced margins from our mobile asset activity ~~which generates~~as certain higher ~~gross margin.~~margin components were recognized over the initial contract terms through late 2022, with 2023 representing continuing operations.


		Nine Months Ended September 30,										Nine Months Ended September 30,
		2022			2021			Change				2023			2022			Change
Revenues ($ in thousands)	Revenues ($ in thousands)										Revenues ($ in thousands)
Accommodation revenue (1)	Accommodation revenue (1)	$	114,967		$	109,559		$	5,408		Accommodation revenue (1)	$	130,953		$	114,967		$	15,986
Food service and other services revenue (2)	Food service and other services revenue (2)	90,187			79,215			10,972			Food service and other services revenue (2)	116,465			90,187			26,278
Total revenues	Total revenues	$	205,154		$	188,774		$	16,380		Total revenues	$	247,418		$	205,154		$	42,264

Cost of sales and services ($ in thousands)	Cost of sales and services ($ in thousands)										Cost of sales and services ($ in thousands)
Accommodation cost	Accommodation cost	$	55,065		$	53,538		$	1,527		Accommodation cost	$	63,670		$	55,065		$	8,605
Food service and other services cost	Food service and other services cost	84,836			75,458			9,378			Food service and other services cost	110,132			84,836			25,296
Indirect other cost	Indirect other cost	5,638			5,176			462			Indirect other cost	6,646			5,638			1,008
Total cost of sales and services	Total cost of sales and services	$	145,539		$	134,172		$	11,367		Total cost of sales and services	$	180,448		$	145,539		$	34,909

Gross margin as a % of revenues	Gross margin as a % of revenues	29.1		%	28.9		%	0.1		%	Gross margin as a % of revenues	27.1		%	29.1		%	(2.0)		%

Average daily rate for villages (3)	Average daily rate for villages (3)	$	76		$	79		$	(3)		Average daily rate for villages (3)	$	76		$	76		$	—

Total billed rooms for villages (4)	Total billed rooms for villages (4)	1,505,143			1,382,182			122,961			Total billed rooms for villages (4)	1,734,004			1,505,143			228,861

Australian dollar to U.S. dollar	Australian dollar to U.S. dollar	$	0.707		$	0.759		$	(0.052)		Australian dollar to U.S. dollar	$	0.669		$	0.707		$	(0.038)

Our Australian segment reported revenues in the nine months ended September 30, ~~2022~~2023 that were ~~$16.4~~$42.3 million, or 9%21%, higher than the nine months ended September 30, ~~2021.~~2022. The weakening of the average exchange rate for Australian dollars relative to the U.S. dollar by 7%5.4% in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021~~2022 resulted in a ~~$15.1~~$14.1 million period-over-period decrease in revenues. On a constant currency basis, the Australian segment experienced a 27% period-over-period increase in revenues. Excluding the impact of the weaker Australian exchange rate, the increase in the Australian segment was driven by increased activity at our Civeo owned villages in the Bowen Basin and Gunnedah ~~Basins~~Basin and our integrated services villages in Western Australia.

Our Australian segment cost of sales and services increased ~~$11.4~~$34.9 million, or 8%24%, in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022. The weakening of the average exchange rate for Australian dollars relative to the U.S. dollar by 7%5.4% in the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021~~2022 resulted in a ~~$10.7~~$10.3 million period-over-period decrease in cost of sales and services. Excluding the impact of the weaker Australian exchange rate, the increase in cost of sales and services was largely driven by increased ~~activity~~occupancy at our Civeo owned villages in the Bowen Basin and Gunnedah ~~Basins~~Basin and our integrated services villages in Western ~~Australia.~~Australia and increased operating costs due to inflationary pressures.

Our Australian segment gross margin as a percentage of revenues ~~increased~~decreased to 27.1% in the nine months ended September 30, 2023 from 29.1% in the nine months ended September 30, ~~2022 from 28.9% in the nine months ended September 30, 2021.~~2022. This was primarily driven by ~~improved margins at Civeo owned villages in the Bowen and Gunnedah Basins as a result of increased activity, partially offset by~~an increased relative revenue contribution from our integrated services business, which has a service-only business model, and therefore generates lower overall gross margins than our accommodation ~~business.~~

Our primary liquidity needs are to fund capital expenditures, which in the past have included expanding and improving our hospitality services, developing new lodges and villages and purchasing or leasing land, to pay dividends, to repurchase common shares and for general working capital needs. In addition, capital has been used to repay debt ~~repurchase our common shares~~ and fund strategic business acquisitions. In the future, capital may be required to move lodges from one site to another. Historically, our primary sources of funds have been available cash, cash flow from operations, borrowings under our Credit Agreement and proceeds from equity issuances. In the future, we may seek to access the debt and equity capital markets from time to time to raise additional capital, increase liquidity, fund acquisitions or refinance ~~debt or retire preferred shares.~~debt.


		September 30, 2022		December 31, 2021			September 30, 2023		December 31, 2022
Lender commitments	Lender commitments	$	200,000	$	200,000	Lender commitments	$	200,000	$	200,000

Borrowings against revolving credit capacity	Borrowings against revolving credit capacity	(89,736)		(112,026)		Borrowings against revolving credit capacity	(95,852)		(102,505)
Outstanding letters of credit	Outstanding letters of credit	(1,352)		(1,439)		Outstanding letters of credit	(1,367)		(1,365)
Unused availability	Unused availability	108,912		86,535		Unused availability	102,781		96,130
Cash and cash equivalents	Cash and cash equivalents	8,361		6,282		Cash and cash equivalents	7,817		7,954
Total available liquidity	Total available liquidity	$	117,273	$	92,817	Total available liquidity	$	110,598	$	104,084

Cash totaling ~~$62.4~~$56.6 million was provided by operations during the nine months ended September 30, ~~2022,~~2023, compared to ~~$63.2~~$62.4 million provided by operations during the nine months ended September 30, ~~2021.~~2022. During the nine months ended September 30, 2023 and 2022, ~~and 2021, $29.9~~$20.0 million and ~~$5.0~~$29.9 million was used in working capital, respectively. The ~~increase~~year-over-over decrease in cash used in working capital in ~~2022~~2023 compared to ~~2021~~2022 is largely due to payments received from a customer for village enhancements in Australia and a payment received from a customer related to an asset transportation contract, partially offset by the timing of ~~customer~~ payments ~~and revenue recognition as it relates to mobile asset activity in Canada~~ during the nine months ended September 30, ~~2022~~2023 compared to the nine months ended September 30, ~~2021.~~2022.

Cash was used in investing activities during the nine months ended September 30, 2023 in the amount of $14.1 million, compared to cash used in investing activities during the nine months ended September 30, 2022 in the amount of $5.3 ~~million, compared to cash used in investing activities during the nine months ended September 30, 2021 in the amount of $2.1~~ million. The increase in cash used in investing activities was primarily due to higher capital ~~expenditures.~~expenditures and lower proceeds from the sale of property, plant and equipment. Capital expenditures totaled

~~$17.5~~ $21.2 million and ~~$9.6~~$17.5 million during the nine months ended September 30, ~~2022~~2023 and ~~2021,~~2022, respectively. Capital expenditures in both periods were primarily ~~maintenance related. Offsetting these capital expenditures, we~~related to maintenance. We received proceeds from the sale of property, plant and equipment of $7.1 million during the nine months ended September 30, 2023 primarily related to the sale of our McClelland Lake Lodge accommodation assets in Canada and Acadian Acres accommodation assets in the U.S., compared to $12.0 million during the nine months ended September 30, 2022 primarily related to the sale of our Kambalda village and undeveloped land holdings in Australia, unused corporate office space and various mobile assets in Canada and our wellsite business in the U.S.~~, compared to $7.5 million during the nine months ended September 30, 2021 primarily related to the sale of our manufacturing facility and mobile assets in Canada.~~

We expect our capital expenditures for ~~2022~~2023 to be in the range of ~~$24~~$35 million to ~~$29~~$40 million, which excludes any unannounced and uncommitted projects, the spending for which is contingent on obtaining customer contracts or commitments. ~~Our 2022 capital expenditures estimate includes the capital expenditures associated with our recently announced 12-year contract renewal for our Wapasu Lodge in the Canadian oil sands.~~ Whether planned expenditures will actually be spent in ~~2022~~2023 depends on industry conditions, project approvals and schedules, customer room commitments and project and construction timing. We expect to fund these capital expenditures with available cash, cash flow from operations and revolving credit borrowings under our Credit Agreement. The foregoing capital expenditure forecast does not include any funds for strategic acquisitions, which we could pursue should the transaction economics be attractive enough to us compared to the current capital allocation priorities of debt reduction and return of capital to shareholders. We continue to monitor the global economy, commodity prices, demand for crude oil, met coal, LNG and iron ore, inflation ~~the COVID-19 global pandemic and the responses thereto~~ and the resultant impact on the capital spending plans of our customers in order to plan our business activities, and we may adjust our capital expenditure plans in the future.

credit facilities of $14.8 million, term loan repayments of $23.1 million, repurchases of our common shares of $14.2 million and payments to settle tax obligations on vested shares under our share-based compensation plans of $1.0 million. Net cash of $61.1 million was used in financing activities during the nine months ended September 30, 2021 primarily due to repayments of term loan borrowings of $117.6 million, payments to settle tax obligations on vested shares under our share-based compensation plans of $1.1 million, debt issuance costs of $4.4 million and repurchases of our common shares of $0.4 million, partially offset by net borrowings under our revolving credit facilities of $62.5 million.

We believe that cash on hand and cash flow from operations will be sufficient to meet our anticipated liquidity needs for the next 12 months. If our plans or assumptions change, including as a result of ~~the impact of COVID-19~~changes in our customers' capital spending or changes in the price of and demand for ~~oil,~~natural resources, or are inaccurate, or if we make acquisitions, we may need to raise additional capital. Acquisitions have been, and our management believes acquisitions will continue to be, an element of our long-term business strategy. The timing, size or success of any acquisition effort and the associated potential capital commitments are unpredictable and uncertain. We may seek to fund all or part of any such efforts with proceeds from debt and/or equity issuances or may issue equity directly to the sellers. Our ability to obtain capital for additional projects to implement our growth strategy over the longer term will depend on our future operating performance, financial condition and, more broadly, on the availability of equity and debt financing. Capital availability will be affected by prevailing conditions in our industry, the global economy, the global financial markets and other factors, many of which are beyond our control. In addition, any additional debt service requirements we take on could be based on higher interest rates and shorter maturities and could impose a significant burden on our results of operations and financial condition, and the issuance of additional equity securities could result in significant dilution to shareholders.

In August ~~2022,~~2023, our Board authorized a common share repurchase program to repurchase up to 5.0% of our total common shares which are issued and outstanding, or ~~685,614~~742,134 common shares, over a twelve month period. In addition, on September 5, 2023, our Board declared a quarterly dividend of $0.25 per common share to shareholders of record as of close of business on September 15, 2023. The total cash payment of $3.7 million was paid on September 29, 2023. The dividend is an eligible dividend pursuant to the Income Tax Act (Canada). See Note 1211 – Share ~~Repurchases~~Repurchase Programs and Dividends to the notes to the unaudited consolidated financial statements included in Item 1 of this quarterly report for further discussion.

We intend to pay regular quarterly dividends on our common shares, with all future dividend payments subject to quarterly review and approval by our Board. The declaration and amount of all potential future dividends will be at the discretion of our Board of Directors and will depend upon many factors, including our financial condition, results of operations, cash flows, prospects, industry conditions, capital requirements of our business, covenants associated with certain debt obligations, legal requirements, regulatory constraints, industry practice and other factors the Board deems relevant. In addition, our ability to pay cash dividends on common ~~or preferred~~ shares is limited by covenants in the Credit Agreement. Future agreements may also limit our ability to pay dividends, and we may incur incremental taxes if we are required to repatriate foreign earnings to pay such dividends. ~~If we elect to pay dividends in the future, the~~The amount per share of our dividend payments may be changed, or dividends may be suspended, without advance notice. The likelihood that dividends will be reduced or suspended is increased during periods of market weakness. There can be no assurance that we will continue to pay a dividend in the future.

The preferred shares we issued in the Noralta acquisition ~~are~~were entitled to receive a 2% annual dividend on the liquidation preference (initially $10,000 per share), paid quarterly in cash or, at our option, by increasing the preferred shares’ liquidation preference, or any combination thereof. ~~Quarterly dividends were paid in-kind on September 30,~~Following the repurchase and conversion of our outstanding preferred shares in the fourth quarter of 2022, ~~thereby increasing the liquidation preference to $10,939 per share as of September 30, 2022. We currently expect to pay~~no further dividends on the preferred shares ~~through an increase in liquidation preference rather than cash until they mandatorily convert to Civeo common shares in April 2023.~~will be paid.

For a discussion of the critical accounting policies and estimates that we use in the preparation of our consolidated financial statements, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022. These estimates require significant judgments, assumptions and estimates. We have discussed the development, selection and disclosure of these critical accounting policies and estimates with the audit committee of our ~~Board of Directors.~~Board. There have been no material changes to the judgments, assumptions and estimates upon which our critical accounting estimates are based.

We have credit facilities that are subject to the risk of higher interest charges associated with increases in interest rates. As of September 30, ~~2022,~~2023, we had ~~$126.2~~$103.2 million of outstanding floating-rate obligations under our credit facilities. These floating-rate obligations expose us to the risk of increased interest expense in the event of increases in short-term interest rates. If floating interest rates increased by 100 basis points, our consolidated interest expense would increase by approximately ~~$1.3~~$1.0 million annually, based on our floating-rate debt obligations and interest rates in effect as of September 30, ~~2022.~~2023.

Our operations are conducted in various countries around the world, and we receive revenue and pay expenses from these operations in a number of different currencies. As such, our earnings are subject to movements in foreign currency exchange rates when transactions are denominated in (i) currencies other than the U.S. dollar, which is our reporting currency, or (ii) the functional currency of our subsidiaries, which is not necessarily the U.S. dollar. Excluding intercompany balances, our Canadian dollar and Australian dollar functional currency net assets total approximately C$~~232~~198 million and A$~~232~~211 million, respectively, at September 30, ~~2022.~~2023. We use a sensitivity analysis model to measure the impact of a 10% adverse movement of foreign currency exchange rates against the ~~United States~~U.S. dollar. A hypothetical 10% adverse change in the value of the Canadian dollar and Australian dollar relative to the U.S. dollar as of September 30, ~~2022~~2023 would result in translation adjustments of approximately ~~$23~~$20 million and ~~$23~~$21 million, respectively, recorded in other comprehensive loss. Although we do not currently have any foreign exchange agreements outstanding, in order to reduce our exposure to fluctuations in currency exchange rates, we may enter into foreign exchange agreements with financial institutions in the future.

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in reports that we file under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of September 30, ~~2022,~~2023, at the reasonable assurance level.

We are a party to various pending or threatened claims, lawsuits and administrative proceedings seeking damages or other remedies concerning our commercial operations, products, employees and other matters, including occasional claims by individuals alleging exposure to hazardous materials as a result of our products or operations. Some of these claims relate to matters occurring prior to our acquisition of businesses, and some relate to businesses we have sold. In certain cases, we are entitled to indemnification from the sellers of businesses, and in other cases, we have indemnified the buyers of businesses from us. Although we can give no assurance about the outcome of pending legal and administrative proceedings and the effect such outcomes may have on us, we believe that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided for or covered by indemnity or insurance, will not have a material adverse effect on our consolidated financial position, results of operations or liquidity.

Total Number of Shares Purchased Average Price Paid per Share Total number of shares purchased as part of publicly announced plans or programs Maximum number of shares that may yet be purchased under the plans or programs
July 1, 2022 - July 31, 2022 — — — 475,724
August 1, 2022 - August 31, 2022 475,724 (1) (3) $ 28.72 100,971 374,753
September 1, 2022 - September 30, 2022 — — — 685,614 (2)
Total 475,724 $ 28.72 100,971 685,614


	Total Number of Shares Purchased		Average Price Paid per Share		Total number of shares purchased as part of publicly announced plans or programs	Maximum number of shares that may be purchased under the plans or programs
July 1, 2023 - July 31, 2023	20,500	(1)	$	19.66	20,500	284,236
August 1, 2023 - August 31, 2023	—		$	—	—	742,134	(2)
September 1, 2023 - September 30, 2023	41,844		$	20.24	41,844	700,290
Total	62,344		$	20.05	62,344	700,290

PLEASE NOTE: Pursuant to the rules and regulations of the Securities and Exchange Commission, we have filed or incorporated by reference the agreements referenced above as exhibits to this Quarterly Report on Form 10-Q. The agreements have been filed to provide investors with information regarding their respective terms. The agreements are not intended to provide any other factual information about Civeo or its business or operations. In particular, the assertions embodied in any representations, warranties and covenants contained in the agreements may be subject to qualifications with respect to knowledge and materiality different from those applicable to investors and may be qualified by information in confidential disclosure schedules not included with the exhibits. These disclosure schedules may contain information that modifies, qualifies and creates exceptions to the representations, warranties and covenants set forth in the agreements. Moreover, certain representations, warranties and covenants in the agreements may have been used for the purpose of allocating risk between the parties, rather than establishing matters as facts. In addition, information concerning the subject matter of the representations, warranties and covenants may have changed after the date of the respective agreement, which subsequent information may or may not be fully reflected in our public disclosures. Accordingly, investors should not rely on the representations, warranties and covenants in the agreements as characterizations of the actual state of facts about Civeo or its business or operations on the date hereof.


British Columbia, Canada			98-1253716
(State or other jurisdiction of			(I.R.S. Employer
incorporation or organization)			Identification No.)

Three Allen Center, 333 Clay Street, Suite 4980,			77002
Houston, Texas			(Zip Code)
(Address of principal executive offices)


Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Shares, no par value	CVEO	New York Stock Exchange


Yes			☒			No			☐


Yes			☒			No			☐


Yes			☐			No			☒


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

			For the transition period from _________________________ to _________________________


	Preferred Shares	Common Shares (in thousands)
Balance, December 31, 2021	9,042	14,111
Share-based compensation	—	100
Common shares repurchased	—	(498)
Balance, September 30, 2022	9,042	13,713


	For the years ending December 31,
	2022		2023		2024		Thereafter		Total
Revenue expected to be recognized as of September 30, 2022	$	41,135	$	86,433	$	47,742	$	297,488	$	472,798


	September 30, 2023		December 31, 2022
Accrued liabilities:
Accrued compensation	$	27,888	$	34,358
Accrued taxes, other than income taxes	2,988		2,873

Other (1)	17,817		1,980
Total accrued liabilities	$	48,693	$	39,211


	September 30, 2023		December 31, 2022
Contract liabilities (Deferred revenue):
Current contract liabilities (1)	$	6,884	$	991
Noncurrent contract liabilities (1)	7,986		—
Total contract liabilities (Deferred revenue)	$	14,870	$	991


	September 30, 2022		December 31, 2021
Deferred revenue:
Contract liabilities	$	2,092	$	18,479


	September 30, 2022		December 31, 2021
Assets held for sale:
Assets
Accounts receivable, net	$	1,247	$	—
Inventories	321		—
Property, plant and equipment, net	12,010		11,762
Other noncurrent assets	181		—
Total assets held for sale	$	13,759	$	11,762

Liabilities held for sale:
Liabilities
Accounts payable	$	375	$	—
Accrued liabilities	470		—
Deferred revenue	122		—
Other current liabilities	44		—
Other noncurrent liabilities	114		—
Total liabilities held for sale (1)	$	1,125	$	—


Exhibit No.		Description

10.1*		Retention Commitment Agreement, dated as of July 26, 2022, between Civeo Corporation and Allan D. Schoening (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-36246) filed on August 1, 2022).

31.1*	—	Certification of Chief Executive Officer of Civeo Corporation pursuant to Rules 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934.

31.2*	—	Certification of Chief Financial Officer of Civeo Corporation pursuant to Rules 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934.

32.1**	—	Certification of Chief Executive Officer of Civeo Corporation pursuant to Rules 13a-14(b) or 15d-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350.

32.2**	—	Certification of Chief Financial Officer of Civeo Corporation pursuant to Rules 13a-14(b) or 15d-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350.

101.INS*	—	Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH*	—	Inline XBRL Taxonomy Extension Schema Document

101.CAL*	—	Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*	—	Inline Taxonomy Extension Definition Linkbase Document

101.LAB*	—	Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE*	—	Inline XBRL Taxonomy Extension Presentation Linkbase Document

104	—	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


Date: October ~~28, 2022~~27, 2023			By /s/ Carolyn J. Stone
			Carolyn J. Stone
			Senior Vice President, Chief Financial Officer and Treasurer (Duly Authorized Officer and Principal Financial Officer)