STOCK TITAN

Drilling Tools International (DTI) Q2 2026 results and 2026 outlook reaffirmed

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Drilling Tools International Corporation reported second-quarter 2026 results and reaffirmed its full-year 2026 outlook. For the three months ended June 30, 2026, total revenue was $38.1 million, including $29.6 million of tool rental revenue and $8.5 million of product sales, compared with $39.4 million a year earlier. Net loss attributable to shareholders was $1.8 million, or $(0.05) per share, improving from a loss of $2.4 million, or $(0.07) per share, in the prior-year quarter.

Adjusted metrics showed mixed trends. Second-quarter Adjusted EBITDA was $8.4 million versus $9.3 million a year ago, while Adjusted Free Cash Flow increased to $4.1 million from $1.8 million. As of June 30, 2026, cash and cash equivalents were $2.5 million and Net Debt was $51.7 million. For full-year 2026, the company reaffirmed guidance for revenue of $155–$170 million, Adjusted EBITDA of $35–$45 million and Adjusted Free Cash Flow of $17–$22 million, which management states represent growth at the midpoint compared to 2025 results.

Positive

  • Second-quarter Adjusted Free Cash Flow $4.1 million versus $1.8 million in 2025, showing higher cash generation.

Negative

  • First-half 2026 operating cash flow used $5,466 thousand versus $4,626 thousand provided in 2025, a notable deterioration.

Filing Explained

The release remains furnished, not filed, and its $4.1 million Adjusted Free Cash Flow is not a liquidity measure.

On August 6, 2026, Drilling Tools International furnished this Form 8-K to report its second-quarter results; the report and exhibit are not treated as filed or incorporated into other filings.

The release highlights $4.1 million of second-quarter Adjusted Free Cash Flow, but defines it as Adjusted EBITDA less gross capital expenditures and expressly describes it as a performance measure rather than a liquidity measure.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 total revenue $38.1 million Three months ended June 30, 2026; compared with $39.4 million in Q2 2025
Q2 2026 net loss attributable to shareholders $1.8 million Three months ended June 30, 2026; $(0.05) basic and diluted EPS
Q2 2026 Adjusted EBITDA $8.4 million Three months ended June 30, 2026; compared with $9.3 million in Q2 2025
Q2 2026 Adjusted Free Cash Flow $4.1 million Three months ended June 30, 2026; compared with $1.8 million in Q2 2025
Net Debt $51.7 million As of June 30, 2026, based on debt balances less cash and cash equivalents
Operating cash flow H1 2026 $5,466 thousand used Net cash flows used in operating activities for six months ended June 30, 2026
2026 revenue guidance range $155–$170 million Full-year 2026 outlook reaffirmed by management
Adjusted EBITDA financial
"Second quarter Adjusted EBITDA(1) was $8.4 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted Free Cash Flow financial
"Second quarter Adjusted Free Cash Flow(1)(2) was $4.1 million"
Adjusted free cash flow is the amount of money a company generates from its operations after accounting for essential expenses and investments, like maintaining or upgrading equipment. It shows how much cash is truly available to grow the business, pay debts, or return to shareholders, helping investors see the company's financial health more clearly.
Net Debt financial
"As of June 30, 2026, DTI had $2.5 million of cash and Net Debt(1) of $51.7 million"
Net debt is the total amount a company owes after subtracting the cash and assets it has that can be used to pay off that debt. It shows how much debt is truly a burden, helping investors understand if a company is financially healthy or heavily borrowed. Think of it like calculating how much money you owe after using your savings to pay part of it.
Adjusted EBITDA Margin financial
"Adjusted EBITDA Margin (1) 23% – 26%"
Adjusted EBITDA margin shows how much profit a company makes from its core operations, expressed as a percentage of its total revenue, after removing certain one-time or unusual expenses and income. It helps investors understand the company's true earning ability from regular business activities, making it easier to compare performance over time or with other companies. Think of it as measuring the efficiency of a business in turning sales into profits, excluding irregular adjustments.
non-GAAP financial measure financial
"Each of these metrics is a “non-GAAP financial measure” as defined"
A non-GAAP financial measure is a way companies present their financial results that excludes certain expenses or income to show how they believe their core business is performing. It matters because it can give a clearer picture of how the company is really doing, but it can also be used to make results look better than they actually are.
Revenue $38.1 million (Q2 2026) vs $39.4 million in Q2 2025
Net income (loss) attributable to shareholders ($1.8 million) (Q2 2026) vs ($2.4 million) in Q2 2025
Adjusted EBITDA $8.4 million (Q2 2026) vs $9.3 million in Q2 2025
Adjusted Free Cash Flow $4.1 million (Q2 2026) vs $1.8 million in Q2 2025
Basic EPS $(0.05) (Q2 2026) vs $(0.07) in Q2 2025
Guidance

Full-year 2026 guidance reaffirmed: revenue $155–$170 million, Adjusted EBITDA $35–$45 million, Adjusted Free Cash Flow $17–$22 million.

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FAQ

What were Drilling Tools International (DTI) Q2 2026 revenues?

DTI reported $38.1 million in Q2 2026 revenue, with $29.6 million from tool rentals and $8.5 million from product sales. This compared with $39.4 million total revenue in the same quarter of 2025, reflecting slightly lower overall activity.

Did Drilling Tools International (DTI) post a profit or loss in Q2 2026?

DTI recorded a net loss of $1.8 million in Q2 2026, or $(0.05) per share. This was an improvement versus a $2.4 million net loss, or $(0.07) per share, in the prior-year quarter, reflecting narrower losses despite modestly lower revenue.

What were DTI's Q2 2026 Adjusted EBITDA and Adjusted Free Cash Flow?

In Q2 2026, DTI generated Adjusted EBITDA of $8.4 million and Adjusted Free Cash Flow of $4.1 million. Adjusted EBITDA declined from $9.3 million a year earlier, while Adjusted Free Cash Flow increased from $1.8 million, indicating stronger cash generation after capital spending.

What full-year 2026 guidance did Drilling Tools International (DTI) reaffirm?

DTI reaffirmed 2026 guidance for revenue of $155–$170 million, Adjusted EBITDA of $35–$45 million, and Adjusted Free Cash Flow of $17–$22 million. Management stated these ranges represent growth at the midpoint compared with 2025 performance.

What is Drilling Tools International (DTI) net debt as of June 30, 2026?

As of June 30, 2026, DTI reported Net Debt of $51.7 million. This figure reflects current maturities of long-term debt, the revolving credit facility and long-term debt balances, offset by $2.5 million of cash and cash equivalents on the balance sheet.

How did Drilling Tools International (DTI) operating cash flow perform in the first half of 2026?

For the six months ended June 30, 2026, DTI’s operating activities used $5,466 thousand of cash. In the same period of 2025, operating activities provided $4,626 thousand, indicating a significant swing to cash outflows despite narrower reported net losses.
false000188451600018845162026-08-062026-08-06

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (date of earliest event reported): August 6, 2026

DRILLING TOOLS INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

001-41103

87-2488708

(State or other
jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer
Identification No.)

 

10370 Richmond Avenue, Suite 1000

Houston, Texas

img256863095_0.jpg

77042

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (832) 742-8500

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class:

 

Trading Symbol(s)

 

Name of each exchange on which registered:

Common stock, par value $0.0001 per share

 

DTI

 

The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

1


Item 2.02. Results of Operations and Financial Condition

On August 6, 2026, Drilling Tools International Corporation (the “Company”) issued a press release announcing the Company’s financial and operating results for the second quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information in this report and the exhibits attached hereto shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

 

99.1

Press Release, dated August 6, 2026

 

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

2


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 6, 2026

 

DRILLING TOOLS INTERNATIONAL CORPORATION

By:

 

/s/ David R. Johnson

 

 

David R. Johnson

 

 

Chief Financial Officer

 

 

(Principal Financial and Accounting Officer)

 

3


Exhibit 99.1

img7024108_0.jpg

NEWS RELEASE  

 

Drilling Tools International Corp. Reports 2026 Second Quarter Results

Reaffirms 2026 Outlook

HOUSTON — August 6, 2026 — 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, 2026.

 

For the second quarter of 2026, DTI generated total consolidated revenue of $38.1 million. Second quarter Tool Rental revenue was $29.6 million, and Product Sales revenue totaled approximately $8.5 million. Net Loss attributable to common stockholders for the second quarter was approximately $1.8 million, or a loss of $0.05 per share. Adjusted Net Loss(1) was $575,000 and Adjusted EPS(1) for the second quarter was a loss of $0.02 per share. Second quarter Adjusted EBITDA(1) was $8.4 million and Adjusted Free Cash Flow(1)(2) was $4.1 million. As of June 30, 2026, DTI had $2.5 million of cash and cash equivalents, and Net Debt(1) of $51.7 million.

 

Wayne Prejean, Chairman of the Board and Chief Executive Officer, stated, “I’m pleased with our performance in the second quarter, which reflects the resilience of our operations, the benefits of our geographic diversification and the durability of our unique platform. Despite softer North American land activity and disruption in the Middle East, we delivered strong results, most notably our Adjusted Free Cash Flow, which improved considerably on both a sequential and year-over-year basis. We are building solid momentum, and it’s evident that the strength of our differentiated business model and disciplined execution is creating earnings power that will only grow as activity improves.

 

“As we look forward, we are encouraged by early signs of recovery in several of the key regions in which we operate. The U.S. land rig count built steadily through the second quarter, adding more than 20 rigs in June alone to finish above the prior-year June level, and added nearly 19 more in July, with additions of bottom-hole assembly rigs, the largest part of our business, outpacing that broader market growth. In Canada, the softness that weighed on activity early in the quarter has abated, with the rig count building through June to finish the quarter above prior-year levels and pointing to a firming market as the year progresses. In Europe and the Gulf of America, our ClearPath stabilizer technology is gaining real traction in offshore markets, where the highest-spec operators are placing a premium on its performance. New awards related to this cutting-edge technology are expected to drive a material step-up in our European contribution in the second half of the year, and we expect these awards to represent the first of many wins to come. In the Middle East, our targeted footprint and specialized product lines have kept demand for our tools steady through a disruptive period, leaving substantial opportunities still ahead of us. Given our confidence in a strong second half to 2026, we are reaffirming our full-year guidance ranges, which represent growth at the midpoint compared to our 2025 results.

 

"We are excited about the future and believe we are well positioned to benefit from recent activity trends. We have built a solid foundation, further strengthened by our recent acquisitions, as we continue to penetrate new markets and grow throughout the Eastern Hemisphere. Our differentiated technology portfolio is enabling us to win new business on improving commercial terms, and price-focused customers are returning to DTI as they come to appreciate the value we deliver in the field. As we have done successfully in the past, we will continue to strategically evaluate growth opportunities, including accretive acquisitions that meet our stringent return profile, but always with a disciplined focus on profitable growth and lasting value creation for our shareholders,” concluded Prejean.

 

2026 Full Year Outlook

 

Revenue

 

$155 million

 

 

$170 million

Adjusted EBITDA(1)

 

$35 million

 

 

$45 million

Adjusted EBITDA Margin(1)

 

23%

 

 

26%

Adjusted Free Cash Flow(1)(2)

 

$17 million

 

 

$22 million

 

1


 

 

(1)
Adjusted Net Income (Loss), Adjusted Basic EPS, 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 is defined as Adjusted EBITDA less Gross Capital Expenditures.

 

 

 

2026 Second Quarter Conference Call Information

DTI's 2026 second quarter conference call can be accessed live via dial-in or webcast on Friday, August 7, 2026 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 14, 2026 by dialing 201-612-7415 and using passcode 13761577#. 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 / Natalie Hairston

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 the Private Securities Litigation Reform Act of 1995, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. 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; (10) 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

2


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 described from time to time 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 6, 2026 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.

3


 

 

Drilling Tools International Corp.

 

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

 

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

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

 

2026

 

 

2025

 

Revenue, net:

 

 

 

 

 

 

Tool rental

 

$

29,572

 

 

$

32,756

 

Product sale

 

 

8,500

 

 

 

6,665

 

Total revenue, net

 

 

38,072

 

 

 

39,421

 

Costs and other deductions:

 

 

 

 

 

 

Cost of tool rental revenue

 

 

7,655

 

 

 

7,402

 

Cost of product sale revenue

 

 

3,258

 

 

 

2,494

 

Selling, general, and administrative expense

 

 

19,896

 

 

 

21,023

 

Depreciation and amortization expense

 

 

6,916

 

 

 

6,830

 

Interest expense, net

 

 

1,111

 

 

 

1,336

 

Loss (gain) on asset disposal

 

 

(2

)

 

 

85

 

Goodwill impairment

 

 

 

 

 

 

Other operating and non-operating expense, net

 

 

1,106

 

 

 

1,912

 

Total costs and other deductions

 

 

39,940

 

 

 

41,082

 

Income (loss) before income tax expense

 

 

(1,868

)

 

 

(1,661

)

Income tax benefit (expense)

 

 

76

 

 

 

(746

)

Net income (loss)

 

$

(1,792

)

 

$

(2,407

)

Less: Net income (loss) attributable to non-controlling interest

 

 

(4

)

 

 

 

Net income (loss) attributable to Drilling Tools International shareholders

 

$

(1,788

)

 

$

(2,407

)

Basic earnings (loss) per share

 

$

(0.05

)

 

$

(0.07

)

Diluted earnings (loss) per share

 

$

(0.05

)

 

$

(0.07

)

Basic weighted-average common shares outstanding

 

 

35,276,155

 

 

 

35,573,749

 

Diluted weighted-average common shares outstanding

 

 

35,276,155

 

 

 

35,573,749

 

Comprehensive income (loss):

 

 

 

 

 

 

Net income (loss)

 

$

(1,792

)

 

$

(2,407

)

Foreign currency translation adjustment, net of tax

 

 

131

 

 

 

2,199

 

Comprehensive income (loss):

 

 

(1,661

)

 

 

(208

)

Less: comprehensive income (loss) attributable to non-controlling interest

 

 

(4

)

 

 

 

Comprehensive income (loss) attributable to Drilling Tools International shareholders

 

$

(1,657

)

 

$

(208

)

 

 

4


Drilling Tools International Corp.

 

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

 

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

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2026

 

 

2025

 

Revenue, net:

 

 

 

 

 

 

Tool rental

 

$

58,482

 

 

$

67,289

 

Product sale

 

 

17,549

 

 

 

15,012

 

Total revenue, net

 

 

76,031

 

 

 

82,301

 

Costs and other deductions:

 

 

 

 

 

 

Cost of tool rental revenue

 

 

15,405

 

 

 

15,090

 

Cost of product sale revenue

 

 

6,620

 

 

 

6,051

 

Selling, general, and administrative expense

 

 

40,122

 

 

 

42,633

 

Depreciation and amortization expense

 

 

13,843

 

 

 

13,552

 

Interest expense, net

 

 

2,124

 

 

 

2,645

 

Loss (gain) on asset disposal

 

 

(2

)

 

 

72

 

Goodwill impairment

 

 

 

 

 

1,901

 

Other operating and non-operating expense, net

 

 

1,882

 

 

 

3,846

 

Total costs and other deductions

 

 

79,994

 

 

 

85,790

 

Income (loss) before income tax expense

 

 

(3,963

)

 

 

(3,489

)

Income tax benefit (expense)

 

 

633

 

 

 

(587

)

Net income (loss)

 

$

(3,330

)

 

$

(4,076

)

Less: Net income (loss) attributable to non-controlling interest

 

 

(2

)

 

 

 

Net income (loss) attributable to Drilling Tools International shareholders

 

$

(3,328

)

 

$

(4,076

)

Basic earnings (loss) per share

 

$

(0.09

)

 

$

(0.11

)

Diluted earnings (loss) per share

 

$

(0.09

)

 

$

(0.11

)

Basic weighted-average common shares outstanding

 

 

35,202,327

 

 

 

35,583,139

 

Diluted weighted-average common shares outstanding

 

 

35,202,327

 

 

 

35,583,139

 

Comprehensive income (loss):

 

 

 

 

 

 

Net income (loss)

 

$

(3,330

)

 

$

(4,076

)

Foreign currency translation adjustment, net of tax

 

 

(623

)

 

 

3,141

 

Comprehensive income (loss):

 

 

(3,953

)

 

 

(935

)

Less: comprehensive income (loss) attributable to non-controlling interest

 

 

(2

)

 

 

 

 

 

5


Drilling Tools International Corp.

 

Condensed Consolidated Balance Sheets (Unaudited)

 

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

 

 

 

 

June 30,

 

 

December 31,

 

 

 

2026

 

 

2025

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash

 

$

2,520

 

 

$

3,648

 

Accounts receivable, net

 

 

43,494

 

 

 

37,683

 

Related party note receivable, current

 

 

1,541

 

 

 

1,541

 

Inventories

 

 

20,160

 

 

 

18,149

 

Prepaid expenses and other current assets

 

 

6,073

 

 

 

3,866

 

Total current assets

 

 

73,788

 

 

 

64,887

 

Property, plant and equipment, net

 

 

71,815

 

 

 

72,602

 

Operating lease right-of-use asset

 

 

24,458

 

 

 

25,181

 

Intangible assets, net

 

 

38,143

 

 

 

39,674

 

Goodwill, net

 

 

14,543

 

 

 

14,616

 

Deferred financing costs, net

 

 

512

 

 

 

468

 

Related party note receivable, less current portion

 

 

4,019

 

 

 

3,836

 

Deposits and other long-term assets

 

 

1,313

 

 

 

917

 

Total assets

 

$

228,591

 

 

$

222,181

 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable

 

$

14,544

 

 

$

9,785

 

Accrued expenses and other current liabilities

 

 

8,759

 

 

 

10,711

 

Current portion of operating lease liabilities

 

 

4,639

 

 

 

4,335

 

Current maturities of long-term debt

 

 

5,932

 

 

 

5,989

 

Total current liabilities

 

 

33,874

 

 

 

30,820

 

Operating lease liabilities, less current portion

 

 

20,552

 

 

 

21,494

 

Revolving line of credit

 

 

39,330

 

 

 

25,000

 

Long-term debt, less current portion

 

 

8,957

 

 

 

14,827

 

Deferred tax liabilities, net

 

 

6,157

 

 

 

7,167

 

Total liabilities

 

 

108,870

 

 

 

99,308

 

Commitments and contingencies

 

 

 

 

 

 

Shareholders' equity

 

 

 

 

 

 

Common stock, $0.0001 par value, shares authorized 125,000,000; issued 36,057,592 and 35,661,297, respectively; outstanding 35,282,224 and 35,156,128, respectively

 

 

4

 

 

 

4

 

Less: Treasury stock at cost, 775,368 and 505,169 shares, respectively

 

 

(2,192

)

 

 

(1,265

)

Additional paid-in-capital

 

 

132,528

 

 

 

130,801

 

Accumulated deficit

 

 

(10,670

)

 

 

(7,343

)

Accumulated other comprehensive income (loss)

 

 

41

 

 

 

664

 

Total Drilling Tools International shareholder's equity

 

 

119,711

 

 

 

122,861

 

Non-controlling interest

 

 

10

 

 

 

12

 

Total Equity

 

 

119,721

 

 

 

122,873

 

Total liabilities and shareholders' equity

 

$

228,591

 

 

$

222,181

 

 

 

6


Drilling Tools International Corp.

 

Condensed Consolidated Statements of Cash Flows (Unaudited)

 

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

 

 

 

 

 

 

 

 

 

For the six months ended June 30,

 

 

 

2026

 

 

2025

 

Cash flows provided (used in) by operating activities:

 

 

 

 

 

 

Net income (loss)

 

$

(3,330

)

 

$

(4,076

)

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

 

 

 

 

 

 

Depreciation and amortization

 

 

13,843

 

 

 

13,552

 

Amortization of deferred financing costs

 

 

85

 

 

 

174

 

Non-cash lease expense

 

 

2,611

 

 

 

2,466

 

Unrealized loss (gain) on currency translation

 

 

(389

)

 

 

567

 

Write off of excess and obsolete inventory

 

 

11

 

 

 

510

 

Write off of excess and obsolete property and equipment

 

 

 

 

 

195

 

Provision (recovery) for credit losses

 

 

241

 

 

 

356

 

Deferred tax expense (benefit)

 

 

(1,195

)

 

 

(1,766

)

Loss (gain) on sale of property

 

 

(2

)

 

 

72

 

Gain on sale of lost-in-hole equipment

 

 

(7,249

)

 

 

(5,454

)

Stock-based compensation expense

 

 

1,627

 

 

 

1,183

 

Interest income on related party note receivable

 

 

(184

)

 

 

(182

)

Goodwill impairment

 

 

 

 

 

1,901

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable, net

 

 

(6,159

)

 

 

453

 

Prepaid expenses and other current assets

 

 

(3,128

)

 

 

670

 

Inventories

 

 

(797

)

 

 

1,291

 

Operating lease liabilities

 

 

(2,446

)

 

 

(2,250

)

Accounts payable

 

 

3,485

 

 

 

(3,963

)

Accrued expenses and other current liabilities

 

 

(2,490

)

 

 

(1,073

)

Net cash flows provided by (used in) operating activities

 

 

(5,466

)

 

 

4,626

 

Cash flows provided by (used in) investing activities:

 

 

 

 

 

 

Acquisition of a business, net of cash acquired

 

 

 

 

 

(5,622

)

Purchase of intangible assets

 

 

(762

)

 

 

(1,095

)

Proceeds from sale of property, plant, and equipment

 

 

 

 

 

38

 

Purchase of property, plant, and equipment

 

 

(11,916

)

 

 

(12,594

)

Proceeds from sale of lost-in-hole equipment

 

 

8,992

 

 

 

7,132

 

Net cash flows provided by (used in) investing activities

 

 

(3,686

)

 

 

(12,141

)

Cash flows provided by (used in) financing activities:

 

 

 

 

 

 

Proceeds from exercise of stock options

 

 

101

 

 

 

 

Payment of deferred financing costs

 

 

(129

)

 

 

 

Purchase of treasury stock

 

 

(706

)

 

 

(608

)

Repayment of term loan

 

 

(5,163

)

 

 

(2,500

)

Repayment of promissory note

 

 

(462

)

 

 

(442

)

Proceeds from revolving line of credit

 

 

35,789

 

 

 

33,789

 

Repayment on revolving line of credit

 

 

(21,459

)

 

 

(27,791

)

Net cash flows provided by financing activities

 

 

7,971

 

 

 

2,448

 

Effect of changes in foreign exchange rates

 

 

53

 

 

 

27

 

Net change in cash

 

 

(1,128

)

 

 

(5,040

)

Cash at beginning of period

 

 

3,648

 

 

 

6,185

 

Cash at end of period

 

$

2,520

 

 

$

1,145

 

 

 

7


Non-GAAP Financial Measures

 

This release includes Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Free Cash Flow, Adjusted Free Cash Flow Margin, Net Debt, Adjusted Basic Earnings (Loss) Per Share, Adjusted Diluted Earnings (Loss) Per Share and Adjusted Net Income (Loss) measures. Each of these metrics is a “non-GAAP financial measure” 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 they allow 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 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. As of June 30, 2026, Net Debt was $51.7 million, calculated as current maturities of long-term debt of $5.9 million, revolving line of credit of $39.3 million and long-term debt, less current portion of $9.0 million, less cash and cash equivalents of $2.5 million.

 

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 tax expense (or loss) which is calculated by applying a 25% effective tax rate to adjusted pre-tax income (or loss), 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 certain items in evaluating our operating performance.

We define Adjusted Basic Earnings (Loss) and Adjusted 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.

 

This release also includes certain projections of non-GAAP financial measures. The reconciliations of estimated Adjusted EBITDA and estimated Adjusted Free Cash Flow to estimated net income (loss) include estimates of interest expense, income tax expense, depreciation and amortization, management fees, other expense, stock option exercise, goodwill impairment, transaction expense, and capital expenditures, which are difficult to predict and estimate and are primarily dependent on future events.

 

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

 

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,

 

 

 

2026

 

 

2025

 

Net income (loss)

 

$

(1,792

)

 

$

(2,407

)

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

(76

)

 

 

746

 

Depreciation and amortization

 

 

6,916

 

 

 

6,830

 

Interest expense, net

 

 

1,111

 

 

 

1,336

 

Stock option expense

 

 

908

 

 

 

642

 

Management fees

 

 

188

 

 

 

188

 

Loss (gain) on sale of property

 

 

(1

)

 

 

85

 

Goodwill impairment

 

 

 

 

 

 

Transaction expense

 

 

832

 

 

 

215

 

Other operating and non-operating expense, net

 

 

272

 

 

 

1,697

 

Adjusted EBITDA

 

$

8,358

 

 

$

9,332

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2026

 

 

2025

 

Net income (loss)

 

$

(3,330

)

 

$

(4,076

)

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

(633

)

 

 

587

 

Depreciation and amortization

 

 

13,843

 

 

 

13,552

 

Interest expense, net

 

 

2,124

 

 

 

2,645

 

Stock option expense

 

 

1,627

 

 

 

1,183

 

Management fees

 

 

375

 

 

 

375

 

Loss (gain) on sale of property

 

 

(2

)

 

 

71

 

Goodwill impairment

 

 

 

 

 

1,901

 

Transaction expense

 

 

1,234

 

 

 

947

 

Other operating and non-operating expense, net

 

 

647

 

 

 

2,900

 

Adjusted EBITDA

 

$

15,885

 

 

$

20,085

 

 

 

 

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,

 

 

 

2026

 

 

2025

 

Net income (loss)

 

$

(1,792

)

 

$

(2,407

)

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

(76

)

 

 

746

 

Depreciation and amortization

 

 

6,916

 

 

 

6,830

 

Interest expense, net

 

 

1,111

 

 

 

1,336

 

Stock option expense

 

 

908

 

 

 

642

 

Management fees

 

 

188

 

 

 

188

 

Loss (gain) on sale of property

 

 

(1

)

 

 

85

 

Goodwill impairment

 

 

 

 

 

 

Transaction expense

 

 

832

 

 

 

215

 

Other operating and non-operating expense, net

 

 

272

 

 

 

1,697

 

Capital expenditures

 

 

(4,229

)

 

 

(7,551

)

Adjusted Free Cash Flow

 

$

4,129

 

 

$

1,781

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2026

 

 

2025

 

Net income (loss)

 

$

(3,330

)

 

$

(4,076

)

Add (deduct):

 

 

 

 

 

 

Income tax expense (benefit)

 

 

(633

)

 

 

587

 

Depreciation and amortization

 

 

13,843

 

 

 

13,552

 

Interest expense, net

 

 

2,124

 

 

 

2,645

 

Stock option expense

 

 

1,627

 

 

 

1,183

 

Management fees

 

 

375

 

 

 

375

 

Loss (gain) on sale of property

 

 

(2

)

 

 

71

 

Goodwill impairment

 

 

 

 

 

1,901

 

Transaction expense

 

 

1,234

 

 

 

947

 

Other operating and non-operating expense, net

 

 

647

 

 

 

2,900

 

Capital expenditures

 

 

(11,916

)

 

 

(12,594

)

Adjusted Free Cash Flow

 

$

3,969

 

 

$

7,491

 

 

 

10


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,

 

 

 

2026

 

 

2025

 

Net income (loss)

 

$

(1,792

)

 

$

(2,407

)

Add (deduct):

 

 

 

 

 

 

Transaction expense

 

 

832

 

 

 

215

 

Goodwill impairment

 

 

 

 

 

 

Restructuring charges

 

 

48

 

 

 

629

 

Software implementation

 

 

222

 

 

 

316

 

Income tax expense (benefit)

 

 

(76

)

 

 

746

 

Adjusted Income Before Tax

 

$

(766

)

 

$

(501

)

Adjusted Income tax expense (benefit)

 

 

(192

)

 

 

125

 

Adjusted Net Income (loss)

 

$

(575

)

 

$

(626

)

Adjusted Basic earnings (loss) per share

 

$

(0.02

)

 

$

(0.02

)

Adjusted Diluted earnings (loss) per share

 

$

(0.02

)

 

$

(0.02

)

Basic weighted-average common shares outstanding

 

 

35,276,155

 

 

 

35,573,749

 

Diluted weighted-average common shares outstanding

 

 

35,276,155

 

 

 

35,573,749

 

 

 

 

 

 

 

 

 

Six months ended June 30,

 

 

 

2026

 

 

2025

 

Net income (loss)

 

$

(3,330

)

 

$

(4,076

)

Transaction expense

 

 

1,234

 

 

 

947

 

Goodwill impairment

 

 

 

 

 

1,901

 

Restructuring charges

 

 

262

 

 

 

998

 

Software implementation

 

 

353

 

 

 

448

 

Income tax expense (benefit)

 

 

(633

)

 

 

587

 

Adjusted Income Before Tax

 

$

(2,114

)

 

$

805

 

Adjusted Income tax expense (benefit)

 

 

(529

)

 

 

201

 

Adjusted Net Income (loss)

 

$

(1,586

)

 

$

604

 

Adjusted Basic earnings (loss) per share

 

$

(0.05

)

 

$

0.02

 

Adjusted Diluted earnings (loss) per share

 

$

(0.05

)

 

$

0.02

 

Basic weighted-average common shares outstanding

 

 

35,202,327

 

 

 

35,583,139

 

Diluted weighted-average common shares outstanding

 

 

35,202,327

 

 

 

35,622,914

 

 

 

11


Drilling Tools International Corp.

 

Reconciliation of Estimated Consolidated Net Income (Loss) to Adjusted EBITDA

 

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

 

(Unaudited)

 

 

 

 

 

 

 

 

 

Twelve Months Ended December 31, 2026

 

 

Low

 

 

High

 

Net income (loss)

 

$

(500

)

 

$

1,000

 

Add (deduct):

 

 

 

 

 

 

Interest expense, net

 

 

3,500

 

 

 

4,500

 

Income tax expense (benefit)

 

 

 

 

 

1,200

 

Depreciation and amortization

 

 

27,500

 

 

 

30,000

 

Management fees

 

 

700

 

 

 

800

 

Other expense

 

 

800

 

 

 

1,500

 

Stock option expense

 

 

3,000

 

 

 

4,000

 

Goodwill impairment

 

 

 

 

 

 

Transaction expense

 

 

 

 

 

2,000

 

Adjusted EBITDA

 

$

35,000

 

 

$

45,000

 

Revenue

 

 

155,000

 

 

 

170,000

 

Adjusted EBITDA Margin

 

 

23

%

 

 

26

%

 

 

Drilling Tools International Corp.

 

Reconciliation of Estimated Consolidated Net Income (Loss) to Adjusted Free Cash Flow

 

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

 

(Unaudited)

 

 

 

 

 

 

 

 

 

Twelve Months Ended December 31, 2026

 

 

Low

 

 

High

 

Net income (loss)

 

$

(500

)

 

$

1,000

 

Add (deduct):

 

 

 

 

 

 

Interest expense, net

 

 

3,500

 

 

 

4,500

 

Income tax expense (benefit)

 

 

 

 

 

1,200

 

Depreciation and amortization

 

 

27,500

 

 

 

30,000

 

Management fees

 

 

700

 

 

 

800

 

Other expense

 

 

800

 

 

 

1,500

 

Stock option expense

 

 

3,000

 

 

 

4,000

 

Goodwill impairment

 

 

 

 

 

 

Transaction expense

 

 

 

 

 

2,000

 

Capital expenditures

 

 

(18,000

)

 

 

(23,000

)

Adjusted Free Cash Flow

 

$

17,000

 

 

$

22,000

 

Adjusted Free Cash Flow Margin

 

 

11

%

 

 

13

%

 

12


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