Dril-Quip, Inc. Announces Acquisition of Great North, Expanding Its Market Presence in Well Construction

• Acquisition of a leading provider of customized wellheads and mission-critical proprietary completion solutions, adding to Dril-Quip's Well Construction portfolio
• Expands Dril-Quip's addressable market in land-based wellheads
• Cost synergies through the combined best-cost regional supply chains of both companies
• Revenue expansion as Dril-Quip leverages its footprint to service its clients with Great North's industry-leading products
• Positions Dril-Quip to further service the emerging Carbon Capture, Utilization and Storage (CCUS) market
• Transaction is expected to be immediately accretive to key financial metrics

HOUSTON, TX / ACCESSWIRE / July 31, 2023 / Dril-Quip, Inc. (NYSE:DRQ), (the "Company" or "Dril-Quip"), a developer, manufacturer, and provider of highly engineered equipment, service, and innovative technologies for use in the energy industry, today announced it has acquired Great North Wellhead and its subsidiaries (collectively "Great North") for approximately $80 million in an all-cash transaction, subject to customary purchase price adjustments. Great North is a leading provider of mission-critical wellhead products and well-completion solutions. Dril-Quip is purchasing Great North from Industrial Growth Partners, the majority stakeholder in the business since 2018.

Founded in 2001 and based in Edmonton, Canada, Great North will grow Dril-Quip's highly engineered solutions portfolio while expanding its geographic exposure. The transaction will integrate Great North's products and services within Dril-Quip's existing Well Construction segment, creating a strong presence for the Company in Canada, the fourth largest provider of oil and gas globally.

Great North generates annual revenue of approximately $100 million with highly accretive EBITDA margins resulting in an annual EBITDA of approximately $25 million, and encompasses a suite of equipment, rental, and service solutions:

• Wellhead Solutions - Offering conventional, drill-thru and thermal land-based wellheads.
• Well-Completion Solutions - Offering multi-well frac connectors and standard
  frac products.
• Engineering & Field Services - In-house support from a team of engineers for rapid turnaround on customized products or new product development. Ample field crews to service all well site needs.

"We are excited to welcome Great North to the Dril-Quip team. Great North has a talented employee base that brings a wealth of expertise and a solid reputation for delivering technologically different products to a diverse base of blue-chip clients," said Jeff Bird, Dril-Quip's President and Chief Executive Officer. "This acquisition marks a milestone in our mission to expand our Well Construction portfolio and we are excited for the growth opportunities that lie ahead. Our clients' satisfaction will remain our top priority; combining Great North's differentiated product offering with Dril-Quip's extensive footprint brings many benefits to our valued clients. In addition, this transaction will be immediately accretive to our shareholders in terms of returns on invested capital, adjusted EBITDA, and free cash flow."

Stephen Forberg, Great North's Chief Executive Officer, added, "We are excited to become a part of Dril-Quip as we look to enhance their existing Well Construction portfolio through our extensive experience in wellhead systems and well-completion solutions. We have been working closely with Dril-Quip to maximize our offerings while maintaining a seamless transition for our employees and our clients."

Transaction Benefits

• Immediately accretive to adjusted EBITDA and free cash flow
  • The combined Company has a debt-free balance sheet and Dril-Quip anticipates the transaction to be accretive to all key financial measures in the first year.
  • Dril-Quip is raising its full-year 2023 revenue target to 20%, up from 10% growth over 2022, to account for the 2023 impact of the acquisition of Great North.
• Synergy Overview
  • Revenue synergies anticipated of approximately $20 - $30 million annualized utilizing Dril-Quip's existing footprint.
  • Cost synergies anticipated of approximately $10 million annualized through utilizing best-in-class regional supply chains.
• Strong strategic fit
  • Dril-Quip's wellhead offering will be expanded to include conventional and thermal land-based applications.
  • The alignment and growth of highly engineered, client-focused solutions are emphasized.
  • Revenue growth opportunities will be pursued by leveraging Dril-Quip's geographic footprint, international client relationships, and deep engineering expertise.
  • The acquisition increases Dril-Quip's short-cycle exposure, while simultaneously expanding geographic presence.
  • Acquisition of a robust technology and innovation pipeline for carbon capture utilization and storage applications.

Transaction Terms

Dril-Quip acquired Great North on a cash-free, debt-free basis utilizing cash on hand for total upfront consideration of approximately $80 million, subject to customary purchase price adjustments. In addition to the upfront consideration, there are potential earn-out payments of up to approximately $23 million to be paid over the course of 2024 and 2025 if Great North meets specific revenue growth targets. The closing occurred on July 31, 2023.

Conference Call and Webcast

Management will host a conference call and a webcast to discuss the acquisition and second quarter 2023 financial results on August 1, 2023, at 9:00 a.m. Eastern Daylight Time / 8:00 a.m. Central Daylight Time. The presentation is open to all interested parties and may include forward-looking information.

To access the call, please dial in approximately ten minutes before the start of the call.

Conference Call and Webcast Details

For those unable to participate in the live call, an audio replay will be available following the call through midnight Tuesday, August 15, 2023. To access the replay, please call 877-481-4010 or 919-882-2331 (International) and enter confirmation code 48569. A replay of the webcast will also be archived shortly after the call and can be accessed on the Company's website.

Advisors

Morgan Stanley & Co. LLC is serving as the exclusive financial advisor to Dril-Quip and Gibson Dunn & Crutcher LLP is serving as legal counsel in association with the transaction. RBC Capital Markets is serving as exclusive financial advisor to Great North and Stikeman Elliott LLP is acting as legal counsel on the transaction.

About Dril-Quip

Dril-Quip is a developer, manufacturer and provider of highly engineered equipment, service and innovative technologies for use in the energy industry.

About Great North

Great North is Western Canada's leading, full-service provider of a full range of customized wellheads, proprietary completions solutions and comprehensive field support.

For more information, visit https://gnwf.ca/ and https://www.redcogroup.ca

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the performance and benefits of the Company's products. These forward-looking statements represent management's expectations or beliefs concerning future events, and it is possible that the results described in this release will not be achieved. Forward-looking statements are based upon certain assumptions and analyses made by the Company in light of its experience and other factors. These forward-looking statements are based on current expectations and assumptions and are subject to a number of risks and uncertainties beyond the Company's control, including, but not limited to, operating risks and other factors detailed in the Company's public filings with the Securities and Exchange Commission. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and actual outcomes may vary materially from those indicated.

Dril-Quip, Inc. Contact

Investor Relations Contact
Erin Fazio, Director of Corporate Finance
Erin_Fazio@dril-quip.com

Media Relations Contact
Summer Brown, Director of Marketing
Summer_Brown@dril-quip.com

SOURCE: Dril-Quip, Inc.