DTI

EX-99.1

2 dti-ex99_1.htm

EX-99.1

EX-99.1

Exhibit 99.1

NEWS RELEASE

Drilling Tools International Corp. Reports

2026 First Quarter Results

Completes Transition to Fully Independent, Broadly Held Public Company with Refreshed Board

Reaffirms 2026 Outlook

HOUSTON — May 7, 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 March 31, 2026.

For the first quarter of 2026, DTI generated total consolidated revenue of $38.0 million. First quarter Tool Rental revenue was $28.9 million, and Product Sales revenue totaled approximately $9.0 million. Net Loss attributable to common stockholders for the first quarter was $1.5 million, or a loss of $0.04 per share. Adjusted Net Loss(1) was $1.0 million and Adjusted Diluted EPS(1) for the first quarter was a loss of $0.03 per diluted share. First quarter Adjusted EBITDA(1) was $7.5 million and Adjusted Free Cash Flow(1)(2) was a loss of $160,000. As of March 31, 2026, DTI had $2.8 million of cash and cash equivalents, and net debt of $48.9 million.

Wayne Prejean, Chairman of the Board and Chief Executive Officer, stated, “Our first quarter results came in largely in-line with our expectations minus some softness in Canada due to the spring breakup arriving earlier this year. While we continue to operate in a complicated market environment, including uncertainty in the Middle East and volatile commodity prices, we are leveraging our differentiated, specialized product suite to capture international market share and preserve our leading position in downhole drilling tools worldwide. I’m also pleased that, despite a 4% year-over-year decline in global rig count, we remain confident in our ability to achieve and reaffirm our full year guidance, which constitutes growth at the midpoint when compared to our 2025 results. Our ClearPath and Drill-N-Ream product lines are gaining significant traction with international offshore operators as well as customers managing complex well configurations, enhancing our mix toward higher-margin, technology-enabled solutions to deliver improved returns for DTI.

“During the first quarter, we reached another important milestone. Our primary private equity sponsor, HHEP, completed the distribution of its remaining DTI shares to its limited partners. This materially increases our public float and trading liquidity. This distribution, together with the recent refreshment to the composition of our Board of Directors, marks a significant transition for DTI into a fully independent public company with broader ownership and a governance framework tailored to our next phase of growth.

“Looking ahead, we continue to expect activity in the first half of 2026 to remain relatively flat, but we see tangible catalysts emerging that should drive improvement later in the year. To capitalize on these opportunities, we plan to make targeted investments in select international markets to capture incremental demand and deploy our specialized technologies more efficiently into regions with complex well requirements. Near term, we expect our second quarter results to benefit from the earlier-than-expected spring break up in Canada, which should translate into an earlier post-breakup rebound. We are excited about the opportunities in front of us, both organic and inorganic, and I look forward to sharing updates on our growth plans in the coming quarters as we build on this solid foundation,” 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 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 First Quarter Conference Call Information

DTI's 2026 first quarter conference call can be accessed live via dial-in or webcast on Friday, May 8, 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 May 15, 2026

8-K

false000188451600018845162026-03-052026-03-05

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): March 5, 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

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 March 5, 2026, Drilling Tools International Corporation (the “Company”) issued a press release announcing the Company’s financial and operating results for the fourth quarter and fiscal year ended December 31, 2025. 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, not 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 March 5, 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: March 5, 2026

DRILLING TOOLS INTERNATIONAL CORPORATION

By:

/s/ David R. Johnson

David R. Johnson

Chief Financial Officer

(Principal Financial and Accounting Officer)

3

8-K

false000188451600018845162025-11-062025-11-06

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): November 6, 2025

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

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 November 6, 2025, Drilling Tools International Corporation (the “Company”) issued a press release announcing the Company’s financial and operating results for the third quarter ended September 30, 2025. 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, not 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 November 6, 2025

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: November 6, 2025

DRILLING TOOLS INTERNATIONAL CORPORATION

By:

/s/ David R. Johnson

David R. Johnson

Chief Financial Officer

(Principal Financial and Accounting Officer)

3