EX-99.1 2 dti-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

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NEWS RELEASE  

Drilling Tools International Corp. Reports 2025 Second Quarter Results

Company maintains full year 2025 outlook

HOUSTON — August 13, 2025 — Drilling Tools International Corp., (NASDAQ: DTI) (“DTI” or the “Company”), a global oilfield services company that designs, engineers, manufactures and provides a differentiated, rental-focused offering of tools for use in onshore and offshore horizontal and directional drilling operations, as well as other cutting-edge solutions across the well life cycle, today reported its results for the three months ended June 30, 2025.

DTI generated total consolidated revenue of $39.4 million in the second quarter of 2025. Second quarter Tool Rental revenue was $32.8 million, and Product Sales revenue totaled $6.7 million. Net Loss and Adjusted Net Loss(1) for the second quarter were approximately $2.4 million and $0.7 million, respectively. Diluted EPS and Adjusted Diluted EPS(1) for the second quarter were a loss of $0.07 per share and a loss of $0.02 per share, respectively. Second quarter Adjusted EBITDA(1) was $9.3 million and Adjusted Free Cash Flow(1)(2) was $1.8 million. As of June 30, 2025, DTI had approximately $1.1 million of cash and cash equivalents and net debt of $55.8 million.

Wayne Prejean, President and Chief Executive Officer of DTI, stated, “The second quarter played out largely as we expected with lower commodity prices resulting in reductions in rig count and customer activity, particularly on US land. As a result, our Western Hemisphere business was down from Q1. However, our performance in Q2 remained solid despite the continued activity decline. This enabled us to deliver financial results that exceeded our internal forecasts, which included our first positive Adjusted Free Cash Flow for any second quarter since becoming public. Historically, the second quarter is weaker due to the impacts of spring break-up in Canada and other seasonality. I’m pleased with the continued strong performance of our organization as our efforts thus far have helped DTI efficiently navigate the evolving energy landscape to deliver resilient financial results.

“We also continue to benefit from our recent acquisitions with a more diversified geographic footprint and customer base as the rental tool business gains traction in the Eastern Hemisphere. Quarter over quarter, our Eastern Hemisphere segment grew revenue by 46% and contributed approximately 14% of our total revenue in the current quarter. This momentum has allowed us to grow consolidated Revenue and Adjusted EBITDA compared to the second quarter of 2024 by 5% and 4%, respectively, despite the market softness.

“Looking forward, commodity prices have somewhat stabilized in recent weeks after a period of volatility, however, average rig count and activity levels have continued to trend downward. In the past, current oil prices would typically support higher drilling and completions activity than we are seeing today, but our customers have remained cautious as uncertainty persists. While the market works to find its footing, we expect uncertainty to continue causing disruptions through both pricing pressure and utilization. In anticipation of these disruptions, last quarter we implemented a program to cut expenses by approximately $6 million this year to align our spending with the activity levels of our customers. We are pleased to report that we are on track to meet or exceed this goal. Should the market deteriorate further, we have contingency plans to cut additional costs. We remain committed to identifying cost reduction opportunities and maintaining operational flexibility to quickly respond to the current challenging environment.

“While the activity declines to date have not been quite as severe as we initially anticipated, we have begun to experience pricing pressures, and continue to expect these to compress margins in the back half of this year. As such, we are maintaining our previously disclosed guidance ranges as follows:

2025 Full Year Outlook

 

Revenue

 

$145 million

 

 

$165 million

Adjusted EBITDA(1)

 

$32 million

 

 

$42 million

Adjusted EBITDA Margin(1)

 

22%

 

 

25%

Adjusted Free Cash Flow(1)(2)

 

$14 million

 

 

$19 million

 

(1)
Adjusted Net Income (Loss), Adjusted Diluted EPS, Adjusted EBITDA, Adjusted EBITDA Margin, Net Debt, and Adjusted Free Cash Flow are non-GAAP financial measures. See “Non-GAAP Financial Measures” at the end of this release for a discussion of reconciliations to the most directly comparable financial measures calculated and presented in accordance with U.S. generally accepted accounting principles (“GAAP”).
(2)
Adjusted Free Cash Flow defined as Adjusted EBITDA less Gross Capital Expenditures.

 

 

2025 Second Quarter Conference Call Information

1


DTI's 2025 second quarter conference call can be accessed live via dial-in or webcast on Thursday, August 14, 2025 at 10:00 a.m. Eastern Time (9:00 a.m. Central Time) by dialing 201-389-0869 and asking for the DTI call at least 10 minutes prior to the start time, or via live webcast by logging onto the webcast at this URL address: https://investors.drillingtools.com/news-events/events. An audio replay will be available through August 21, 2025 by dialing 201-612-7415 and using passcode 13754878#. Also, an archive of the webcast will be available shortly after the call at https://investors.drillingtools.com/news-events/events for 90 days. Please submit any questions for management prior to the call via email to DTI@dennardlascar.com.

About Drilling Tools International Corp.

DTI is a Houston, Texas based leading oilfield services company that manufactures and rents downhole drilling tools used in horizontal and directional drilling of oil and natural gas wells. With roots dating back to 1984, DTI operates from 15 service and support centers across North America and maintains 11 international service and support centers across the EMEA and APAC regions. To learn more about DTI, please visit: www.drillingtools.com.

Contact:

DTI Investor Relations

Ken Dennard / Rick Black

InvestorRelations@drillingtools.com

Forward-Looking Statements

This press release may include, and oral statements made from time to time by representatives of the Company may include, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding the business combination and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included in this press release are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward looking. These forward-looking statements include, but are not limited to, statements regarding DTI and its management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. Forward looking statements in this press release may include, for example, statements about: (1) the demand for DTI’s products and services, which is influenced by the general level activity in the oil and gas industry; (2) DTI’s ability to retain its customers, particularly those that contribute to a large portion of its revenue; (3) DTI’s ability to employ and retain a sufficient number of skilled and qualified workers, including its key personnel; (4) DTI’s ability to source tools and raw materials at a reasonable cost; (5) DTI’s ability to market its services in a competitive industry; (6) DTI’s ability to execute, integrate and realize the benefits of acquisitions, and manage the resulting growth of its business; (7) potential liability for claims arising from damage or harm caused by the operation of DTI’s tools, or otherwise arising from the dangerous activities that are inherent in the oil and gas industry; (8) DTI’s ability to obtain additional capital; (9) potential political, regulatory, economic and social disruptions in the countries in which DTI conducts business, including changes in tax laws or tax rates; (11) DTI’s dependence on its information technology systems, in particular Customer Order Management Portal and Support System, for the efficient operation of DTI’s business; (11) DTI’s ability to comply with applicable laws, regulations and rules, including those related to the environment, greenhouse gases and climate change; (12) DTI’s ability to maintain an effective system of disclosure controls and internal control over financial reporting; (13) the potential for volatility in the market price of DTI’s common stock; (14) the impact of increased legal, accounting, administrative and other costs incurred as a public company, including the impact of possible shareholder litigation; (15) the potential for issuance of additional shares of DTI’s common stock or other equity securities; (16) DTI’s ability to maintain the listing of its common stock on Nasdaq; and (17) other risks and uncertainties separately provided to you and indicated from time to time described in in DTI’s most recent Forms 10-K, 10-Q and 8-K filed with or furnished to the Securities and Exchange Commission (the “SEC”). You should carefully consider the risks and uncertainties including those described in Part I, Item 1A – “Risk Factors” of our Annual Report on Form 10-K filed on March 14, 2025 and in comparable “Risk Factor” sections of our Quarterly Reports on Form 10-Q filed after such Form 10-K. Such forward-looking statements are based on the beliefs of management of DTI, as well as assumptions made by, and information currently available to DTI’s management and are subject to numerous conditions, many of which are beyond the control of DTI. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in DTI’s most recent Forms 10-K, 10-Q and 8-K filed with or furnished to the SEC. All subsequent written or oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety by this paragraph. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

2


Drilling Tools International Corp.

 

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

 

(In thousands of U.S. dollars and rounded)

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

 

2025

 

 

2024

 

Revenue, net:

 

 

 

 

 

 

Tool rental

 

$

32,756

 

 

$

28,328

 

Product sale

 

 

6,665

 

 

 

9,205

 

Total revenue, net

 

 

39,421

 

 

 

37,533

 

Costs and other deductions:

 

 

 

 

 

 

Cost of tool rental revenue

 

 

7,402

 

 

 

6,998

 

Cost of product sale revenue

 

 

2,494

 

 

 

3,000

 

Selling, general, and administrative expense

 

 

21,023

 

 

 

19,619

 

Depreciation and amortization expense

 

 

6,830

 

 

 

5,681

 

Interest expense, net

 

 

1,336

 

 

 

811

 

Loss (gain) on asset disposal

 

 

85

 

 

 

(51

)

Loss (gain) on remeasurement of previously held equity interest

 

 

 

 

 

(480

)

Goodwill impairment

 

 

 

 

 

 

Other operating and non-operating expense, net

 

 

1,912

 

 

 

1,672

 

Total costs and other deductions

 

 

41,082

 

 

 

37,250

 

Income (loss) before income tax expense

 

 

(1,661

)

 

 

283

 

Income tax benefit (expense)

 

 

(746

)

 

 

82

 

Net income (loss)

 

$

(2,407

)

 

$

365

 

Basic earnings (loss) per share

 

$

(0.07

)

 

$

0.01

 

Diluted earnings (loss) per share

 

$

(0.07

)

 

$

0.01

 

Basic weighted-average common shares outstanding

 

 

35,573,749

 

 

 

29,816,202

 

Diluted weighted-average common shares outstanding

 

 

35,573,749

 

 

 

30,873,436

 

Comprehensive income (loss):

 

 

 

 

 

 

Net income (loss)

 

$

(2,407

)

 

$

365

 

Foreign currency translation adjustment, net of tax

 

 

2,199

 

 

 

102

 

Net comprehensive income (loss)

 

$

(208

)

 

$

467

 

 

 

3


Drilling Tools International Corp.

 

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

 

(In thousands of U.S. dollars and rounded)

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

Revenue, net:

 

 

 

 

 

 

Tool rental

 

$

67,289

 

 

$

58,294

 

Product sale

 

 

15,012

 

 

 

16,213

 

Total revenue, net

 

 

82,301

 

 

 

74,507

 

Costs and other deductions:

 

 

 

 

 

 

Cost of tool rental revenue

 

 

15,090

 

 

 

13,482

 

Cost of product sale revenue

 

 

6,051

 

 

 

5,053

 

Selling, general, and administrative expense

 

 

42,633

 

 

 

37,560

 

Depreciation and amortization expense

 

 

13,552

 

 

 

11,047

 

Interest expense, net

 

 

2,645

 

 

 

992

 

Loss (gain) on asset disposal

 

 

72

 

 

 

(42

)

Loss (gain) on remeasurement of previously held equity interest

 

 

 

 

 

(729

)

Goodwill impairment

 

 

1,901

 

 

 

 

Other operating and non-operating expense, net

 

 

3,846

 

 

 

2,798

 

Total costs and other deductions

 

 

85,790

 

 

 

70,161

 

Income (loss) before income tax expense

 

 

(3,489

)

 

 

4,346

 

Income tax benefit (expense)

 

 

(587

)

 

 

(854

)

Net income (loss)

 

$

(4,076

)

 

$

3,492

 

Basic earnings (loss) per share

 

$

(0.11

)

 

$

0.12

 

Diluted earnings (loss) per share

 

$

(0.11

)

 

$

0.12

 

Basic weighted-average common shares outstanding

 

 

35,583,139

 

 

 

29,792,385

 

Diluted weighted-average common shares outstanding

 

 

35,583,139

 

 

 

30,321,002

 

Comprehensive income (loss):

 

 

 

 

 

 

Net income (loss)

 

$

(4,076

)

 

$

3,492

 

Foreign currency translation adjustment, net of tax

 

 

3,141

 

 

 

(409

)

Net comprehensive income (loss)

 

$

(935

)

 

$

3,083

 

 

 

4


Drilling Tools International Corp.

 

Consolidated Balance Sheets (Unaudited)

 

(In thousands of U.S. dollars and rounded)

 

 

 

 

June 30,

 

 

December 31,

 

 

 

2025

 

 

2024

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash

 

$

1,145

 

 

$

6,185

 

Accounts receivable, net

 

 

41,557

 

 

 

39,606

 

Related party note receivable, current

 

 

909

 

 

 

909

 

Inventories

 

 

18,279

 

 

 

17,502

 

Prepaid expenses and other current assets

 

 

4,245

 

 

 

3,874

 

Total current assets

 

 

66,134

 

 

 

68,076

 

Property, plant and equipment, net

 

 

79,310

 

 

 

75,571

 

Operating lease right-of-use asset

 

 

22,831

 

 

 

22,718

 

Intangible assets, net

 

 

40,666

 

 

 

37,232

 

Goodwill, net

 

 

14,704

 

 

 

12,147

 

Deferred financing costs, net

 

 

642

 

 

 

817

 

Related party note receivable, less current portion

 

 

4,443

 

 

 

4,262

 

Deposits and other long-term assets

 

 

1,549

 

 

 

1,608

 

Total assets

 

$

230,279

 

 

$

222,431

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable

 

$

11,534

 

 

$

11,983

 

Accrued expenses and other current liabilities

 

 

9,927

 

 

 

7,864

 

Current portion of operating lease liabilities

 

 

4,296

 

 

 

4,121

 

Current maturities of long-term debt

 

 

6,291

 

 

 

6,995

 

Total current liabilities

 

 

32,047

 

 

 

30,963

 

Operating lease liabilities, less current portion

 

 

18,917

 

 

 

18,765

 

Revolving line of credit

 

 

33,140

 

 

 

27,142

 

Long-term debt, less current portion

 

 

17,485

 

 

 

19,676

 

Deferred tax liabilities, net

 

 

6,168

 

 

 

5,926

 

Total liabilities

 

 

107,757

 

 

 

102,472

 

Commitments and contingencies (See Note 15)

 

 

 

 

 

 

Shareholders' equity

 

 

 

 

 

 

Common stock, $0.0001 par value, shares authorized 500,000,000 as of June 30, 2025 and December 31, 2024, 35,661,297 issued and outstanding as of June 30, 2025 and 34,704,696 shares issued and outstanding as of December 31, 2024

 

 

4

 

 

 

3

 

Less: Treasury stock at cost, 202,611 and 0 shares as of June 30, 2025 and December 31, 2024, respectively

 

 

(608

)

 

 

 

Additional paid-in-capital

 

 

129,520

 

 

 

125,415

 

Accumulated deficit

 

 

(7,657

)

 

 

(3,582

)

Accumulated other comprehensive income (loss)

 

 

1,264

 

 

 

(1,877

)

Total shareholders' equity

 

 

122,522

 

 

 

119,959

 

Total liabilities and shareholders' equity

 

$

230,279

 

 

$

222,431

 

 

 

5


Drilling Tools International Corp.

 

Consolidated Statements of Cash Flows (Unaudited)

 

(In thousands of U.S. dollars and rounded)

 

 

 

 

 

 

 

 

 

For the six months ended June 30,

 

 

 

2025

 

 

2024

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income (loss)

 

$

(4,076

)

 

$

3,492

 

Adjustments to reconcile net income (loss) to net cash from operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

13,552

 

 

 

11,047

 

Amortization of deferred financing costs

 

 

174

 

 

 

139

 

Non-cash lease expense

 

 

2,466

 

 

 

2,315

 

Unrealized loss on currency translation

 

 

567

 

 

 

 

Write off of excess and obsolete inventory

 

 

510

 

 

 

 

Write off of excess and obsolete property and equipment

 

 

195

 

 

 

179

 

Provision (recovery) for credit losses

 

 

356

 

 

 

(16

)

Deferred tax expense

 

 

(1,766

)

 

 

(400

)

Loss (gain) on sale of property

 

 

72

 

 

 

(42

)

Unrealized loss (gain) on equity securities

 

 

 

 

 

(729

)

Gain on sale of lost-in-hole equipment

 

 

(5,454

)

 

 

(4,987

)

Stock-based compensation expense

 

 

1,183

 

 

 

1,064

 

Interest income on related party note receivable

 

 

(182

)

 

 

 

Goodwill impairment

 

 

1,901

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable, net

 

 

453

 

 

 

(1,449

)

Prepaid expenses and other current assets

 

 

670

 

 

 

1,958

 

Inventories

 

 

1,291

 

 

 

(49

)

Operating lease liabilities

 

 

(2,250

)

 

 

(2,226

)

Accounts payable

 

 

(3,963

)

 

 

(2,158

)

Accrued expenses and other current liabilities

 

 

(1,073

)

 

 

(3,745

)

Net cash flows from operating activities

 

 

4,626

 

 

 

4,393

 

Cash flows from investing activities:

 

 

 

 

 

 

Acquisition of a business, net of cash acquired

 

 

(5,622

)

 

 

(18,261

)

Purchase of intangible assets

 

 

(1,095

)

 

 

 

Proceeds from sale of property, plant, and equipment

 

 

38

 

 

 

59

 

Purchase of property, plant, and equipment

 

 

(12,594

)

 

 

(16,312

)

Proceeds from sale of lost-in-hole equipment

 

 

7,132

 

 

 

7,786

 

Net cash flows from investing activities

 

 

(12,141

)

 

 

(26,728

)

Cash flows from financing activities:

 

 

 

 

 

 

Payment of deferred financing costs

 

 

 

 

 

(672

)

Purchase of treasury stock

 

 

(608

)

 

 

 

Proceeds from term loan

 

 

 

 

 

25,000

 

Repayment of term loan

 

 

(2,500

)

 

 

(833

)

Repayment of promissory note

 

 

(442

)

 

 

 

Proceeds from revolving line of credit

 

 

33,789

 

 

 

1,469

 

Repayment on revolving line of credit

 

 

(27,791

)

 

 

(1,469

)

Net cash flows from financing activities

 

 

2,448

 

 

 

23,495

 

Effect of changes in foreign exchange rates

 

 

27

 

 

 

(377

)

Net change in cash

 

 

(5,040

)

 

 

783

 

Cash at beginning of period

 

 

6,185

 

 

 

6,003

 

Cash at end of period

 

$

1,145

 

 

$

6,786

 

 

 

6


Non-GAAP Financial Measures

This release includes Adjusted EBITDA, Adjusted Free Cash Flow, Net Debt, Adjusted Basic Earnings (Loss) Per Share, Adjusted Diluted Earnings (Loss) Per Share and Adjusted Net Income (Loss) measures. Each of the metrics are “non-GAAP financial measures” as defined in Regulation G of the Securities Exchange Act of 1934.

Adjusted EBITDA is a supplemental non-GAAP financial measure that is used by management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies. Adjusted EBITDA is not a measure of net earnings or cash flows as determined by GAAP. We define Adjusted EBITDA as net earnings (loss) before interest, taxes, depreciation and amortization, further adjusted for (i) goodwill and/or long-lived asset impairment charges, (ii) stock-based compensation expense, (iii) restructuring charges, (iv) transaction and integration costs related to acquisitions and (v) other expenses or charges to exclude certain items that we believe are not reflective of ongoing performance of our business.

We believe Adjusted EBITDA and Adjusted EBITDA Margin are useful because it allows us to supplement the GAAP measures in order to more effectively evaluate our operating performance and compare the results of our operations from period to period without regard to our financing methods or capital structure. We exclude the items listed above in arriving at Adjusted EBITDA because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP, or as an indicator of our operating performance or liquidity. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of Adjusted EBITDA. Our computations of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies.

Adjusted Free Cash Flow is a supplemental non-GAAP financial measure, and we define Adjusted Free Cash Flow as Adjusted EBITDA less Gross Capital Expenditures. We use Adjusted Free Cash Flow as a financial performance measure used for planning, forecasting, and evaluating our performance. We believe that Adjusted Free Cash Flow is useful to enable investors and others to perform comparisons of current and historical performance of the Company. As a performance measure, rather than a liquidity measure, the most closely comparable GAAP measure is net income (loss).

Net Debt is a supplemental non-GAAP financial measure, and we define Net Debt as total debt less cash and cash equivalents. We use Net Debt to determine our outstanding debt obligations that would not be readily satisfied by our cash and cash equivalents on hand. We believe this metric is useful to analysts and investors in determining our leverage position since we have the ability to, and may decide to, use a portion of our cash and cash equivalents to reduce debt.

We define Adjusted Net Income (Loss) as consolidated net income (loss) adjusted for (i) goodwill and/or long-lived asset impairment charges, (ii) restructuring charges, (iii) transaction and integration costs related to acquisitions, (iv) income taxes expense which is calculated by applying our effective tax rate on unadjusted net income to adjusted pre-tax income, and (v) other expenses or charges to exclude certain items that we believe are not reflective of the ongoing performance of our business. We believe Adjusted Net Income (Loss) is useful because it allows us to exclude non-recurring items in evaluating our operating performance.

We define Adjusted Basic and Diluted Earnings (Loss) per share as the quotient of adjusted net income (loss) and diluted weighted average common shares. We believe that Adjusted Diluted Earnings (Loss) per share provides useful information to investors because it allows us to exclude non-recurring items in evaluating our operating performance on a diluted per share basis.

The following tables present a reconciliation of the non-GAAP financial measures of Adjusted EBITDA, Adjusted Free Cash Flow and Adjusted Net Income to the most directly comparable GAAP financial measures for the periods indicated:

 

7


Drilling Tools International Corp.

 

Reconciliation of GAAP to Non-GAAP Measures (Unaudited)

 

(In thousands of U.S. dollars and rounded)

 

 

 

 

Three months ended June 30,

 

 

 

2025

 

 

2024

 

Net income (loss)

 

$

(2,407

)

 

$

365

 

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

746

 

 

 

(82

)

Depreciation and amortization

 

 

6,830

 

 

 

5,681

 

Interest expense, net

 

 

1,336

 

 

 

811

 

Stock option expense

 

 

642

 

 

 

855

 

Management fees

 

 

188

 

 

 

187

 

Loss (gain) on sale of property

 

 

85

 

 

 

(51

)

Loss (gain) on remeasurement of previously held equity interest

 

 

 

 

 

(480

)

Goodwill impairment

 

 

 

 

 

 

Transaction expense

 

 

215

 

 

 

2,020

 

Other operating and non-operating expense, net

 

 

1,697

 

 

 

(341

)

Adjusted EBITDA

 

$

9,332

 

 

$

8,965

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

Net income (loss)

 

$

(4,076

)

 

$

3,492

 

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

587

 

 

 

854

 

Depreciation and amortization

 

 

13,552

 

 

 

11,047

 

Interest expense, net

 

 

2,645

 

 

 

992

 

Stock option expense

 

 

1,183

 

 

 

1,064

 

Management fees

 

 

375

 

 

 

375

 

Loss (gain) on sale of property

 

 

71

 

 

 

(42

)

Loss (gain) on remeasurement of previously held equity interest

 

 

 

 

 

(729

)

Goodwill impairment

 

 

1,901

 

 

 

 

Transaction expense

 

 

947

 

 

 

2,909

 

Other operating and non-operating expense, net

 

 

2,900

 

 

 

(104

)

Adjusted EBITDA

 

$

20,085

 

 

$

19,858

 

 

 

 

8


Drilling Tools International Corp.

 

Reconciliation of GAAP to Non-GAAP Measures (Unaudited)

 

(In thousands of U.S. dollars and rounded)

 

 

 

 

 

 

 

 

 

Three months ended June 30,

 

 

 

2025

 

 

2024

 

Net income (loss)

 

$

(2,407

)

 

$

365

 

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

746

 

 

 

(82

)

Depreciation and amortization

 

 

6,830

 

 

 

5,681

 

Interest expense, net

 

 

1,336

 

 

 

811

 

Stock option expense

 

 

642

 

 

 

855

 

Management fees

 

 

188

 

 

 

187

 

Loss (gain) on sale of property

 

 

85

 

 

 

(51

)

Loss (gain) on remeasurement of previously held equity interest

 

 

 

 

 

(480

)

Goodwill impairment

 

 

 

 

 

 

Transaction expense

 

 

215

 

 

 

2,020

 

Other operating and non-operating expense, net

 

 

1,697

 

 

 

(341

)

Capital expenditures

 

 

(7,551

)

 

 

(10,084

)

Adjusted Free Cash Flow

 

$

1,781

 

 

$

(1,119

)

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

Net income (loss)

 

$

(4,076

)

 

$

3,492

 

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

587

 

 

 

854

 

Depreciation and amortization

 

 

13,552

 

 

 

11,047

 

Interest expense, net

 

 

2,645

 

 

 

992

 

Stock option expense

 

 

1,183

 

 

 

1,064

 

Management fees

 

 

375

 

 

 

375

 

Loss (gain) on sale of property

 

 

71

 

 

 

(42

)

Loss (gain) on remeasurement of previously held equity interest

 

 

 

 

 

(729

)

Goodwill impairment

 

 

1,901

 

 

 

 

Transaction expense

 

 

947

 

 

 

2,909

 

Other operating and non-operating expense, net

 

 

2,900

 

 

 

(104

)

Capital expenditures

 

 

(12,594

)

 

 

(16,312

)

Adjusted Free Cash Flow

 

$

7,491

 

 

$

3,545

 

 

 

9


Drilling Tools International Corp.

 

Reconciliation of GAAP to Non-GAAP Measures (Unaudited)

 

(In thousands of U.S. dollars and rounded)

 

 

 

 

Three months ended June 30,

 

 

 

2025

 

 

2024

 

Net income (loss)

 

$

(2,407

)

 

$

365

 

Transaction expense

 

 

215

 

 

 

2,020

 

Goodwill impairment

 

 

 

 

 

 

Restructuring charges

 

 

629

 

 

 

 

Software implementation

 

 

316

 

 

 

 

Income tax expense (benefit)

 

 

746

 

 

 

(82

)

Adjusted Income Before Tax

 

$

(501

)

 

$

2,303

 

Adjusted Income tax expense (benefit)

 

 

225

 

 

 

(666

)

Adjusted Net Income (loss)

 

$

(726

)

 

$

2,968

 

Adjusted Basic earnings (loss) per share

 

$

(0.02

)

 

$

0.10

 

Adjusted Diluted earnings (loss) per share

 

$

(0.02

)

 

$

0.10

 

Basic weighted-average common shares outstanding

 

 

35,573,749

 

 

 

29,816,202

 

Diluted weighted-average common shares outstanding

 

 

35,573,749

 

 

 

30,873,436

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

Net income (loss)

 

$

(4,076

)

 

$

3,492

 

Transaction expense

 

 

947

 

 

 

2,909

 

Goodwill impairment

 

 

1,901

 

 

 

 

Restructuring charges

 

 

998

 

 

 

 

Software implementation

 

 

448

 

 

 

 

Income tax expense (benefit)

 

 

587

 

 

 

854

 

Adjusted Income Before Tax

 

$

805

 

 

$

7,255

 

Adjusted Income tax expense (benefit)

 

 

(135

)

 

 

1,426

 

Adjusted Net Income (loss)

 

$

940

 

 

$

5,829

 

Adjusted Basic earnings (loss) per share

 

$

0.03

 

 

$

0.20

 

Adjusted Diluted earnings (loss) per share

 

$

0.03

 

 

$

0.19

 

Basic weighted-average common shares outstanding

 

 

35,583,139

 

 

 

29,792,385

 

Diluted weighted-average common shares outstanding

 

 

35,622,914

 

 

 

30,321,002

 

 

 

 

 

 

 

10


Drilling Tools International Corp.

 

Reconciliation of Estimated Consolidated Net Income to Adjusted EBITDA

 

(In thousands of U.S. dollars and rounded)

 

(Unaudited)

 

 

 

 

 

 

 

 

 

Twelve Months Ended December 31, 2025

 

 

Low

 

 

High

 

Net income (loss)

 

$

(8,500

)

 

$

(3,000

)

Add (deduct):

 

 

 

 

 

 

Interest expense, net

 

 

4,600

 

 

 

5,300

 

Income tax expense

 

 

(500

)

 

 

500

 

Depreciation and amortization

 

 

26,900

 

 

 

28,000

 

Management fees

 

 

700

 

 

 

800

 

Other expense

 

 

3,600

 

 

 

4,300

 

Stock option expense

 

 

2,400

 

 

 

2,900

 

Goodwill impairment

 

 

1,900

 

 

 

2,000

 

Transaction expense

 

 

900

 

 

 

1,200

 

Adjusted EBITDA

 

$

32,000

 

 

$

42,000

 

Revenue

 

 

145,000

 

 

 

165,000

 

Adjusted EBITDA Margin

 

 

22

%

 

 

25

%

 

 

Drilling Tools International Corp.

 

Reconciliation of Estimated Consolidated Net Income to Adjusted Free Cash Flow

 

(In thousands of U.S. dollars and rounded)

 

(Unaudited)

 

 

 

 

 

 

 

 

 

Twelve Months Ended December 31, 2025

 

 

Low

 

 

High

 

Net income (loss)

 

$

(8,500

)

 

$

(3,000

)

Add (deduct):

 

 

 

 

 

 

Interest expense, net

 

 

4,600

 

 

 

5,300

 

Income tax expense

 

 

(500

)

 

 

500

 

Depreciation and amortization

 

 

26,900

 

 

 

28,000

 

Management fees

 

 

700

 

 

 

800

 

Other expense

 

 

3,600

 

 

 

4,300

 

Stock option expense

 

 

2,400

 

 

 

2,900

 

Goodwill impairment

 

 

1,900

 

 

 

2,000

 

Transaction expense

 

 

900

 

 

 

1,200

 

Gross capital expenditures

 

 

(18,000

)

 

 

(23,000

)

Adjusted Free Cash Flow

 

$

14,000

 

 

$

19,000

 

Adjusted Free Cash Flow Margin

 

 

10

%

 

 

12

%

 

11