Forward-Looking Statements



This Quarterly Report on Form 10-Q includes certain statements that may be
deemed to be "forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E
of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
Statements contained in all parts of this document that are not historical facts
are forward-looking statements that involve risks and uncertainties that are
beyond the control of Dril-Quip, Inc. (the "Company" or "Dril-Quip"). You can
identify the Company's forward-looking statements by the words "anticipate,"
"estimate," "expect," "may," "project," "believe" and similar expressions, or by
the Company's discussion of strategies or trends. Although the Company believes
that the expectations reflected in such forward-looking statements are
reasonable, no assurance can be given that these expectations will prove to be
correct. These forward-looking statements include the following types of
information and statements as they relate to the Company:


the impact of actions taken by the Organization of Petroleum Exporting Countries
and the expanded alliance (OPEC+) with respect to their production levels and
the effects thereof;

the impact of the ongoing COVID-19 pandemic and the effects thereof;

the impact of general economic conditions, including inflation, on economic activity and on our operations;

future operating results and cash flow;

scheduled, budgeted and other future capital expenditures;

planned or estimated cost savings;

working capital requirements;

the need for and the availability of expected sources of liquidity;

the introduction into the market of the Company's future products;

the Company's ability to deliver its backlog in a timely fashion;

the market for the Company's existing and future products;

the Company's ability to develop new applications for its technologies;

the exploration, development and production activities of the Company's customers;

compliance with present and future environmental regulations and costs associated with environmentally related penalties, capital expenditures, remedial actions and proceedings;

effects of pending legal proceedings;

changes in customers' future product and service requirements that may not be cost effective or within the Company's capabilities;

future operations, financial results, business plans and cash needs; and

the overall timing and level of transition of the global energy sector from fossil-based systems of energy production and consumption to more renewable energy sources.



These statements are based on assumptions and analysis in light of the Company's
experience and perception of historical trends, current conditions, expected
future developments and other factors the Company believes were appropriate in
the circumstances when the statements were made. Forward-looking statements by
their nature involve substantial risks and uncertainties that could
significantly impact expected results, and actual future results could differ
materially from those described in such statements. While it is not possible to
identify all factors, the Company continues to face many risks and
uncertainties. Among the factors that could cause actual future results to
differ materially are the risks and uncertainties discussed under "Item 1A. Risk
Factors" in Part I of the Company's Annual Report on Form 10-K for the year
ended December 31, 2022.

Investors should note that Dril-Quip announces financial information in SEC filings, press releases and public conference calls. Dril-Quip may use the Investors section of its website (www.dril-quip.com) to communicate with investors. It is possible that the financial and other information posted there could be deemed to be material information. The information on Dril-Quip's website is not part of this Form 10-Q.


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The following is management's discussion and analysis of certain significant
factors that have affected aspects of the Company's financial position, results
of operations, comprehensive income (loss) and cash flows during the periods
included in the accompanying unaudited condensed consolidated financial
statements. This discussion should be read in conjunction with the Company's
unaudited condensed consolidated financial statements and notes thereto
presented elsewhere herein as well as the discussion under "Risk Factors,"
included herein and "Risk Factors," "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and the financial statements
included in the Company's Annual Report on Form 10-K for the year ended December
31, 2022.

Overview

Dril-Quip, Inc., a Delaware corporation (the "Company" or "Dril-Quip"), designs,
manufactures, sells and services highly engineered drilling and production
equipment that is well suited primarily for use in deepwater, harsh environment
and severe service applications. The Company's principal products consist of
subsea and surface wellheads, subsea and surface production trees, mudline
hanger systems, specialty connectors and associated pipe, drilling and
production riser systems, liner hangers, wellhead connectors, diverters and
safety valves. Dril-Quip's products are used by major integrated, large
independent and foreign national oil and gas companies and drilling contractors
throughout the world. Dril-Quip also provides technical advisory assistance on
an as-requested basis during installation of its products, as well as rework and
reconditioning services for customer-owned Dril-Quip products. In addition,
Dril-Quip's customers may rent or purchase running tools from the Company for
use in the installation and retrieval of the Company's products.

The Company's organizational structure is based on product and service lines.
The Company operates in three business segments- Subsea Products, Subsea
Services, and Well Construction. Our Subsea Products business manufactures
highly engineered, field-proven products with a wide array of deepwater drilling
equipment and technology that meets the requirements for harsh subsea
environments. Our Subsea Services business provides high-level aftermarket
support and technical services with field technicians that support the full
installation and lifecycle management of regulatory and industry standards, as
well as offering industry training programs. Our Well Construction business
provides products and services utilized in the construction of the wellbore such
as completions, casing hardware and liner hanger systems. These products and
services are used on both land and offshore markets.

Business Environment



On August 16, 2022, President Biden signed into law the Inflation Reduction Act
of 2022 (the "Inflation Reduction Act"). The Inflation Reduction Act contains a
number of revisions to the Internal Revenue Code, including a 15% book-income
corporate alternative minimum tax on any corporation that, along with the other
members of its controlled group, if any, has average adjusted financial
statement income over $1.0 billion for any 3-tax-year period ending with January
1, 2022 or later and a 1% excise tax on the fair market value of stock that is
repurchased by publicly traded U.S. corporations or their specified affiliates.
The alternative minimum tax and the excise tax are effective in taxable years
beginning after December 31, 2022. Currently, we are not subject to the
corporate alternative minimum tax. The Company will evaluate any impact related
to the excise tax on stock repurchases by the Company in future periods.

During the first quarter of 2022, Dril-Quip entered into a collaboration
agreement with Aker Solutions ASA (Aker Solutions) to offer subsea injection
systems for carbon capture, utilization and storage (CCUS) projects. Under the
agreement, Dril-Quip will provide Aker Solutions with CO2 injection Xmas trees
and wellheads that will be fully integrated into a larger subsea injection
system to provide customers with market-leading technology purposely designed
for the injection and storage of CO2. The arrangement will leverage on Aker
Solution's position as an integrated supplier of CCUS systems along with its
control systems and electrification components. We believe this collaboration
agreement focuses on the strengths of both organizations, will deliver an
optimum solution for carbon capture and storage, and is in line with each
party's strategic goals of collaboration and partnerships to unlock value for
customers.

In February 2022, Russia invaded Ukraine, resulting in wide-ranging sanctions
imposed on Russia by certain members of the European Union, the United Kingdom
and the United States, among others, higher oil prices and increased uncertainty
in global markets. As Russia's invasion of Ukraine continues, there can be no
certainty regarding whether such governments or other governments will impose
additional sanctions, export-controls or other economic or military measures
against Russia. Although we have minimal operational exposure in Russia and we
do not intend to commit further capital towards projects in Russia, the full
impact of the invasion of Ukraine, including economic sanctions and export
controls or additional war or military conflict, as well as potential responses
to them by Russia, is currently unknown and could adversely affect oil and gas
companies, many of which are our customers, as well as the global supply chain.
For more information on the risks associated with the invasion of Ukraine, see
"Our business may also be affected by new sanctions and export controls
targeting Russia and other responses to Russia's invasion of Ukraine discussed
in our Annual Report Form 10-K "Item 1A. Risk Factors" for the fiscal year ended
December 31, 2022.

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We continue to monitor the impact of the COVID-19 pandemic, government actions
and measures taken to prevent its spread, and the potential to affect our
operations, particularly in China. We are also monitoring the current global
economic environment, specifically including inflationary pressures and the
macroeconomic impact of the conflict in Ukraine, and any resulting impacts on
our financial position and results of operations. See our Annual Report Form
10-K "Item 1A. Risk Factors" for the fiscal year ended December 31, 2022.

Oil and gas prices and the level of drilling and production activity have been
characterized by significant volatility in recent years. Worldwide military,
political, economic and other events have contributed to oil and natural gas
price volatility and are likely to continue to do so in the future. The Company
expects continued pressure in both crude oil and natural gas prices, as well as
in the level of drilling and production related activities. Even during periods
of high prices for oil and natural gas, companies exploring for oil and gas may
cancel or curtail programs, seek to renegotiate contract terms, including the
price of products and services, or reduce their levels of capital expenditures
for exploration and production for a variety of reasons. Any future
deterioration of commodity prices could lead to material impairment charges to
tangible or intangible assets or otherwise result in a material adverse effect
on the Company's results of operations.

The Company operates its business and markets its products and services in most
of the significant oil and gas producing areas in the world and is, therefore,
subject to the risks customarily attendant to international operations and
investments in foreign countries. These risks include nationalization,
expropriation, war, acts of terrorism and civil disturbance, restrictive action
by local governments, limitation on repatriation of earnings, change in foreign
tax laws and change in currency exchange rates, any of which could have an
adverse effect on either the Company's ability to manufacture its products in
its facilities abroad or the demand in certain regions for the Company's
products or both. To date, the Company has not experienced any significant
problems in foreign countries arising from local government actions or political
instability, but there is no assurance that such problems will not arise in the
future. Interruption of the Company's international operations could have a
material adverse effect on its overall operations.

Oil and Gas Prices



The market for drilling and production equipment and services and the Company's
business are substantially dependent on the condition of the oil and gas
industry and, in particular, the willingness of oil and gas companies to make
capital expenditures on exploration, drilling and production operations. Oil and
gas prices and the level of drilling and production activity have historically
been characterized by significant volatility.

According to the Energy Information Administration (EIA) of the U.S. Department
of Energy, Brent Crude oil prices per barrel for the periods covered by this
report were:

                                     Three months ended
                                          March 31,
Brent Crude Oil Price per Barrel     2023           2022
              Low                  $   71.03      $  78.25
              High                     87.54        133.18
            Average                    81.07        100.87
            Closing                    79.19        107.29




According to the April 2023 release of the Short-Term Energy Outlook published
by the EIA, Brent Crude oil prices are projected to average approximately $85
per barrel in 2023 and $81 per barrel in 2024, compared with an average of $101
per barrel in 2022. In its April 2023 Oil Market Report, the International
Energy Agency projected global oil demand will climb by two million barrels per
day in 2023 to a record 101.9 million barrels per day.

Although crude oil prices had rebounded sharply in 2022, we have seen a downward
trend in the first quarter of 2023. If the Company experiences significant
contract terminations, suspensions or scope adjustments to its contracts, then
its financial condition, results of operations and cash flows may be adversely
impacted.

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Offshore Rig Count

Detailed below is the average contracted Mobile Offshore Drilling Units
("MODU"). These are rigs currently drilling as well as rigs committed, but not
yet drilling, for the three months ended March 31, 2023 and 2022. The rig count
data includes floating rigs (semi-submersibles and drillships) and jack-up rigs.
The Company has included only these types of rigs as they are the primary assets
used to deploy the Company's products.

                                             Three months ended March 31,
                                           2023                         2022
                                  Floating        Jack-up      Floating       Jack-up
                                    Rigs            Rigs         Rigs          Rigs
Mobile Offshore Drilling Units          146            391           135    

357

Source: IHS-Petrodata RigBase - March 31, 2023 and 2022



According to IHS-Petrodata RigBase, as of March 31, 2023, there were 534
contracted rigs (145 floating rigs and 389 jack-up rigs), an increase of 8.8%
from the rig count of 491 rigs (132 floating rigs and 359 jack-up rigs) as of
March 31, 2022.

Regulation

The demand for the Company's products and services is also affected by laws and
regulations relating to the oil and gas industry in general, including those
specifically directed to offshore operations. The adoption of new laws and
regulations, or changes to existing laws or regulations that curtail exploration
and development drilling for oil and gas for economic or other policy reasons,
could adversely affect the Company's operations by limiting demand for its
products.

In March 2018, the President of the United States issued a proclamation imposing
a 25 percent global tariff on imports of certain steel products, effective March
23, 2018. The President subsequently proposed an additional 25 percent tariff on
approximately $50 billion worth of imports from China, and the government of
China responded with a proposal of an additional 25 percent tariff on U.S. goods
with a value of $50 billion. In the following months, the United States and
China placed additional, competing tariffs on imported goods until the two
countries entered a phase one trade deal, which included an agreement to reduce
certain tariffs. Negotiations for a phase two trade deal with China had begun
prior to the outbreak of the global COVID-19 pandemic and if continued could
lead to additional changes to the tariff rates in the phase one trade deal.
President Biden has indicated that these tariffs will likely remain in place
while the administration assesses the United States' current posture, including
a review of the phase one trade deal with China.

The imposition of any additional tariffs or initiation of trade restrictions by
or against the United States could cause our cost of raw materials to increase
or affect the markets for our products. However, given the uncertainty regarding
the scope and duration of these trade actions by the United States and other
countries, their ultimate impact on our business and operations remains
uncertain.

The United Kingdom (U.K.) officially withdrew from the E.U. on January 31, 2020
("Brexit"). Brexit and the terms of a subsequent trade and cooperation agreement
(TCA) brought to an end the U.K.'s automatic access to the E.U. single market,
resulting in the U.K. no longer benefitting from the free movement of goods and
services between the E.U. and the U.K. The rights of people to freely move
between the E.U. and the U.K. have also been restricted. For more information on
the risks associated with Brexit and the TCA, see "Our international operations
require us to comply with a number of U.S. and foreign regulations governing the
international trade of goods, services and technology, which expose us to
compliance risks" under "Item 1A. Risk Factors" in Part I of the Company's
Annual Report on Form 10-K for the year ended December 31, 2022.

The Company believes that its backlog should help mitigate the impact of any
negative market conditions; however, slow recovery in commodity prices or an
extended downturn in the global economy or future restrictions on, or declines
in, oil and gas exploration and production could have a negative impact on the
Company and its backlog. The Company's product backlog at March 31, 2023 was
approximately $235.1 million, compared to approximately $240.9 million at
December 31, 2022, and $220.9 million at March 31, 2022.

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The following table represents the change in backlog for the three months ended March 31, 2023, December 31, 2022 and March 31, 2022.



                                                 Three months ended
                                    March 31,       December 31,      March 31,
                                       2023             2022             2022
                                                   (In thousands)
Beginning Backlog                   $  240,865     $      211,767     $  210,119
Bookings:
Product (1)                             55,902             98,967         63,155
Service                                 21,281             21,657         22,578
Leasing                                 10,338             10,444          9,996
Cancellation/Revision adjustments       (2,432 )           (5,007 )       (2,011 )
Translation adjustments                     56               (149 )          234
Total Bookings                          85,145            125,912         93,952
Revenues:
Product                                 59,246             64,713         55,642
Service                                 21,281             21,657         17,499
Leasing                                 10,338             10,444          9,996
Total Revenue                           90,865             96,814         83,137
Ending Backlog                      $  235,145     $      240,865     $  220,934



(1) The backlog data shown above includes all bookings as of March 31, 2023,
including contract awards and signed purchase orders for which the
contracts would not be considered enforceable or qualify for the practical
expedient under ASC 606. As a result, this table will not agree to the
disclosed performance obligations of $69.3 million as of March 31, 2023 within
"Revenue Recognition", Note 3 to the Notes to Condensed
Consolidated Financial Statements.

Revenues. Dril-Quip's revenues are generated from three sources: products,
services and leasing. Product revenues are derived from the sale of drilling and
production equipment. Service revenues are earned when the Company provides
technical advisory assistance and rework and reconditioning services. Leasing
revenues are derived from rental tools used during installation and retrieval of
the Company's products. For the three months ended March 31, 2023 and 2022, the
Company derived 65.2% and 66.9%, respectively, of its revenues from the sale of
its products, 23.4% and 21.0%, respectively, of its revenue from services, and
11.4% and 12.0%, respectively, of its revenues from leasing. Service and leasing
revenues generally correlate to revenues from product sales because increased
product sales typically generate increased demand for technical advisory
assistance services and rental of running tools during installation. The Company
has substantial international operations, with approximately 62.8% and 62.8% of
its revenues derived from foreign sales for the three months ended March 31,
2023 and 2022, respectively. The majority of the Company's domestic revenue
relates to operations in the U.S. Gulf of Mexico. Domestic revenue approximated
37.2% and 37.2% of the Company's total revenues for the three months ended March
31, 2023 and 2022, respectively.

Product contracts are generally negotiated and sold separately from service
contracts. In addition, service contracts are not typically included in the
product contracts or related sales orders and are not offered to the customer as
a condition of the sale of the Company's products. The demand for products and
services is generally based on worldwide economic conditions in the oil and gas
industry and is not based on a specific relationship between the two types of
contracts. Substantially all of the Company's sales are made on a purchase order
basis. Purchase orders are subject to change and/or termination at the option of
the customer. In case of a change or termination, the customer is required to
pay the Company for work performed and other costs necessarily incurred due to
the change or termination.

Generally, the Company attempts to raise its prices as its costs increase.
However, the actual pricing of the Company's products and services is impacted
by a number of factors, including global oil prices, competitive pricing
pressure, the level of utilized capacity in the oil service sector, preservation
of market share, the introduction of new products and overall market conditions.

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The Company accounts for more complex, customer specific projects that have
relatively longer manufacturing time frames on an over-time basis. For the three
months ended March 31, 2023, there were 63 projects representing approximately
32.7% of the Company's total revenues and approximately 50.2% of its product
revenues that were accounted for using over-time accounting, compared to 46
projects for the three months ended March 31, 2022, which represented
approximately 29.4% of the Company's total revenues and approximately 43.9% of
its product revenues. These percentages may fluctuate in the future. Revenues
accounted for in this manner are generally recognized based upon a calculation
of the percentage complete, which is used to determine the revenue earned and
the appropriate portion of total estimated cost of sales to be recognized.
Accordingly, price and cost estimates are reviewed periodically as the work
progresses, and adjustments proportionate to the percentage complete are
reflected in the period when such estimates are revised. Losses, if any, are
recorded in full in the period they become known. Amounts received from
customers in excess of revenues recognized are classified as a current
liability.

Cost of Sales. The principal elements of cost of sales are labor, raw materials,
manufacturing overhead, and application engineering expenses related to
customized products. Cost of sales as a percentage of revenues is influenced by
the product mix sold in any particular period, costs from projects accounted for
under the over-time method, over/under manufacturing overhead absorption,
pricing and market conditions. The Company's costs related to its foreign
operations do not significantly differ from its domestic costs.

Selling, General and Administrative Expenses. Selling, general and
administrative expenses include the costs associated with sales and marketing,
general corporate overhead, business development expenses, compensation expense,
stock-based compensation expense, legal expenses and other related
administrative functions.

Engineering and Product Development Expenses. Engineering and product development expenses consist of new product development and testing.



Restructuring and Other Charges. During the three months ended March 31, 2023,
the Company incurred additional costs of approximately $1.7 million under the
2021 global strategic plan. These charges primarily consisted of office moves,
site cleanup, preparation costs, consulting and legal fees.

Gain on Sale of Property, Plant and Equipment. Gain on sale of property, plant and equipment consists of sales of certain property, plant and equipment.

Foreign Currency Transaction (Gain) Loss. Foreign currency transaction (gains) and losses result from a change in exchange rates between the functional currency and the currency in which a foreign currency transaction is denominated.



Income Tax Provision. The Company's effective income tax rate fluctuates from
the U.S. statutory tax rate based on, among other factors, changes in earnings
mix by geography and tax jurisdiction, impact of valuation allowances, changes
in tax legislation, and other permanent differences related to the recognition
of income and expense between U.S. GAAP and applicable tax rules.

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Results of Operations

The following table sets forth, for the periods indicated, certain condensed
consolidated statements of income (loss) data expressed as a percentage of
revenues:

                                                  Three months ended
                                                       March 31,
                                                   2023          2022
Revenues:
Products                                              65.2 %       66.9 %
Services                                              23.4         21.1
Leasing                                               11.4         12.0
Total revenues                                       100.0        100.0
Cost of sales:
Products                                              51.8         57.8
Services                                              13.2         10.6
Leasing                                                7.1          8.6
Total cost of sales                                   72.1         77.0
Selling, general and administrative                   24.9         26.9
Engineering and product development                    3.7          4.4
Restructuring and other charges                        1.9            -

Gain on sale of property, plant and equipment (7.3 ) (0.1 ) Foreign currency transaction (gain) loss

               1.2         (1.5 )
Operating income (loss)                                3.5         (6.7 )
Interest income                                        3.1          0.2
Interest expense                                      (0.1 )       (0.1 )
Income (loss) before income taxes                      6.5         (6.6 )
Income tax provision                                   4.0          4.2
Net income (loss)                                      2.5 %      (10.8 )%



The following table sets forth, for the periods indicated, a breakdown of our products, service and leasing revenues:



                               Three months ended
                                    March 31,
                               2023           2022
                                  (In millions)
Revenues:
Products:
Subsea products              $    46.1       $  46.3
Well construction                 13.2           9.3
Total products                    59.3          55.6
Services:
Subsea services                   16.5          13.2
Well construction services         4.8           4.3
Total services                    21.3          17.5
Leasing
Subsea leasing                     7.4           8.6
Well construction leasing          2.9           1.4
Total leasing                     10.3          10.0
Total revenues               $    90.9       $  83.1




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The following table sets forth, for the periods indicated, our revenues by
business segments:

                                                            Three months ended March 31,
                  2023         2022        2023         2022        2023           2022       2023       2022       2023       2022
                  Subsea Products          Subsea Services          Well Construction            Corporate               Total
                                                                   (In millions)
Revenue         $   46.1      $ 46.3     $   23.9      $ 21.8     $    20.9       $ 15.0     $    -     $    -     $ 90.9     $ 83.1
Operating
income (loss)        1.5        (2.6 )        9.4         0.4           0.6          2.6       (8.3 )     (6.0 )      3.2       (5.6 )



Three Months Ended March 31, 2023 Compared to Three Months Ended March 31, 2022



Revenues. Revenues increased by $7.7 million, or approximately 9.3%, to $90.9
million for the three months ended March 31, 2023 from $83.1 million for the
three months ended March 31, 2022.

Subsea product revenues decreased marginally by approximately $0.2 million which was mainly in line with our expectations.

Subsea service revenues increased by approximately $2.1 million primarily due to customer specific increases in technical advisory services and maintenance requests tied to drilling schedules.

Well construction revenue increased by approximately $5.9 million primarily due to continued growth and timing of deliveries against the backlog.



As crude oil prices have continued to rise, the Company has seen an increase in
drilling activity in the offshore market. Further, our overall revenues were
favorably impacted by an increase in global demand and increased activity from
customer drilling schedules. In any given time period, the revenues recognized
between the various product lines will vary depending upon the timing of
shipments to customers, our product mix and completion status of the projects
accounted for under the over-time accounting method, market conditions and
customer demand.

Cost of Sales. Cost of sales increased by $1.5 million, or approximately 2.4%,
to $65.5 million for the three months ended March 31, 2023 from $64.0 million
for the same period in 2022. Cost of sales as a percentage of revenue decreased
to 72.1% from 77.0% for the three months ended March 31, 2023 and 2022,
respectively, primarily due to favorable product mix and as a result of savings
from our business transformation initiatives.

Selling, General and Administrative Expenses. For the three months ended March
31, 2023, selling, general and administrative expenses increased marginally by
$0.2 million, or 0.9% to $22.6 million from $22.4 million for the same period in
2022.

Engineering and Product Development Expenses. For the three months ended March
31, 2023, engineering and product development expenses decreased by
approximately $0.3 million, or 7.5%, to $3.4 million from $3.7 million for the
same period in 2022. This decrease was attributable mainly to lower spend on
research and development activities as we completed certain strategic projects.
We are in the process of reprioritizing new research and development
initiatives.

Restructuring and Other Charges. For the three months ended March 31, 2023, the
Company incurred additional costs of approximately $1.7 million under the 2021
global strategic plan. These charges were primarily related to office moves,
site cleanup, preparation costs, consulting and legal fees. During the three
months ended March 31, 2022, the Company did not incur any significant
restructuring costs.

Gain on Sale of Property, Plant and Equipment. For the three months ended March
31, 2023, the gain on sale of property, plant and equipment was $6.7 million,
primarily related to the sale of our Houston aftermarket facility and the
Houston forge facility buildings. For the three months ended March 31, 2022,
gain on sale of property, plant and equipment was not significant.

Foreign Currency Transaction (Gain) Loss. Foreign exchange loss for the three months ended March 31, 2023, was $1.1 million as compared to a gain of $1.3 million for the same period in 2022.



Operating Income (Loss). Subsea product operating income was higher for the
three months ended March 31, 2023 as compared to the same period in 2022,
primarily due to a favorable product mix coupled with overall price increases
during 2022 that were implemented in response to higher costs that were realized
in the first half of 2022 such as increased transportation costs and an increase
in the cost of raw materials.

Subsea services operating income was higher for the three months ended March 31,
2023 as compared to the same period in 2022, primarily due to gain on sale of
the Houston aftermarket facility recognized in the current period, overall
increased utilization in the current period and rate increases during 2022 that
were implemented in response to higher costs that were realized in the first
half of 2022 such as increased transportation costs and an increase in the cost
of raw materials.

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Well Construction operating income was lower for the three months ended March
31, 2023 as compared to the same period in 2022, primarily due to an unfavorable
foreign exchange movements mainly impacting Mexico and costs associated with
preparation for anticipated growth and entry into new markets.

Corporate operating loss increased for the three months ended March 31, 2023 as
compared to the same period in 2022, primarily due to restructuring costs of
$1.7 million.

Income Tax Provision. Income tax provision for the three months ended March 31,
2023 was $3.6 million on an income before taxes of $5.9 million, resulting in an
effective tax rate of 61.1%. Income tax expense was different than the U.S
federal statutory income tax rate of 21% primarily due to projected earnings mix
by geography and tax jurisdiction, foreign withholding taxes, nondeductible
compensation and the change in valuation allowances in the United States and in
various foreign countries. Income tax provision for the three months ended March
31, 2022 was $3.5 million on a loss before taxes of $5.4 million, resulting in
an effective income tax rate of approximately (64.2)%. Income tax expense was
different than the U.S federal statutory income tax rate of 21% primarily due to
pre-tax income or loss in foreign jurisdictions, nondeductible compensation and
the change in valuation allowances in the United States and in various foreign
countries.

Net Income (Loss). Net income was approximately $2.3 million for the three months ended March 31, 2023 as compared to a net loss of $8.9 million for the same period in 2022 for the reasons set forth above.

Non-GAAP Financial Measures



We have performed a detailed analysis of the non-GAAP measures that are relevant
to our business and its operations and determined that the appropriate unit of
measure to analyze our performance is Adjusted EBITDA (earnings before interest,
taxes, depreciation and amortization, as well as other significant non-cash
items and other adjustments for certain charges and credits). The Company
believes that the exclusion of these charges and credits from these financial
measures enables it to evaluate more effectively the Company's operations period
over period and to identify operating trends that could otherwise be masked by
excluded items. It is our determination that Adjusted EBITDA is a relevant
measure of how the Company reviews its operating performance.

Adjusted EBITDA



We calculate Adjusted EBITDA as one of the indicators to evaluate and compare
the results of our operations from period to period by removing the effect of
our capital structure from our operating structure. This measurement is used in
concert with net income and cash flows from operations, which measures actual
cash generated in the period. In addition, we believe that Adjusted EBITDA is a
supplemental measurement tool used by analysts and investors to help evaluate
overall operating performance. Adjusted EBITDA does not represent funds
available for our discretionary use and is not intended to represent or to be
used as a substitute for net income, as measured under U.S. generally accepted
accounting principles. The items excluded from Adjusted EBITDA, but included in
the calculation of reported net income, are significant components of the
condensed consolidated statements of income (loss) and must be considered in
performing a comprehensive assessment of overall financial performance. Our
calculation of Adjusted EBITDA may not be consistent with calculations of
Adjusted EBITDA used by other companies.

The following table reconciles our reported net income to Adjusted EBITDA for each of the respective periods:



                                                   Three months ended March 31,
                                                     2023                 2022
                                                          (In thousands)
Net income (loss)                               $        2,311       $       (8,938 )
Add:
Interest (income) expense, net                          (2,747 )               (149 )
Income tax provision                                     3,624              

3,496


Depreciation and amortization expense                    6,889              

7,559


Restructuring and other charges                          1,718              

32


Gain on sale of property, plant and equipment           (6,647 )               (114 )
Foreign currency transaction (gain) loss                 1,120               (1,254 )
Stock compensation expense                               2,577                2,527
Adjusted EBITDA (1)                             $        8,845       $        3,159

(1) Adjusted EBITDA does not measure financial performance under GAAP and, accordingly, should not be considered as an alternative to net income as an indicator of operating performance.


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Liquidity and Capital Resources

Cash Flows

Cash flows provided by (used in) type of activity were as follows:



                                                           Three months ended March 31,
                                                             2023                 2022
                                                                  (In thousands)
Operating activities                                    $      (52,920 )     $      (10,928 )
Investing activities                                            23,347               (1,858 )
Financing activities                                               (11 )             (5,859 )
                                                               (29,584 )            (18,645 )
Effect of exchange rate changes on cash activities                 123      

1,202


Decrease in cash and cash equivalents                   $      (29,461 )     $      (17,443 )




Statements of cash flows for entities with international operations that are
local currency functional exclude the effects of the changes in foreign currency
exchange rates that occur during any given period, as these are non-cash
changes. As a result, changes reflected in certain accounts on the condensed
consolidated statements of cash flows may not reflect the changes in
corresponding accounts on the condensed consolidated balance sheets.

The primary liquidity needs of the Company are (i) to fund capital expenditures
to improve and expand facilities and manufacture additional running tools and
(ii) to fund working capital. The Company's principal source of funds is cash
flows from operations.

We believe our business model, our current cash and short-term investment
reserves and the ongoing business restructuring and facility realignment will
strengthen our balance sheet and leave us well-positioned to manage our
business. Based on our analysis, we believe our existing balances of cash and
cash equivalents and our currently anticipated operating cash flows will be
sufficient to meet our cash needs arising in the ordinary course of business for
the next twelve months.

Net cash used in operating activities for the three months ended March 31, 2023
was $52.9 million as compared to $10.9 million for the three months ended March
31, 2022. The $42.0 million increase in cash used is primarily due to cash
outflows resulting from changes in operating assets and liabilities of $45.2
million and $8.0 million of non-cash movements which includes items such as
restructuring and other charges, gain on sale of property, plant and equipment,
stock-based compensation, deferred income taxes, depreciation and amortization.
This was partially offset by a decrease in net loss of $11.2 million.

The change in operating assets and liabilities for the three months ended March
31, 2023 resulted in a $45.2 million decrease in cash as compared to the change
in operating assets and liabilities for the three months ended March 31, 2022.
The $54.4 million decrease in cash due to changes in trade receivables was
mainly due to a significant increase in billings as the rights became
unconditional on the contract assets and transferred to trade receivables.
Decrease in cash due to changes in inventory levels was $10.4 million as we
continually reassess our needs based on backlog trends. This was partially
offset by an increase in cash due to the changes in accounts payable and accrued
expenses of $15.9 million primarily due to the payment of our agent fees in the
Middle East and certain taxes in Mexico in the prior period that did not occur
in the current period. The $3.1 million increase in cash due to changes in
prepaids and other assets was primarily due to a decrease in advances to vendors
related to projects accounted for on an over-time basis. The $0.6 million
increase in cash due to the decrease in unbilled receivables was mainly due to
completion timelines of some of our projects.

The change in investing cash flows for the three months ended March 31, 2023
resulted in a $23.3 million increase in cash primarily due to the sale of our
Houston aftermarket facility for approximately $15.4 million and a net change of
$13.3 million in our short-term investments as some investments matured during
the quarter and were reinvested in investments classified as cash equivalents as
per our accounting policy. This was partially offset by $5.4 million of capital
expenditure spend by the Company during the current quarter. Capital
expenditures by the Company were $5.4 million and $2.1 million for the three
months ended March 31, 2023 and 2022, respectively. Capital expenditures for the
three months ended March 31, 2023 were $2.8 million for rental tools to support
our developed products, $2.2 million for machinery and equipment related to our
global strategic program which includes consolidation of our manufacturing
facilities and $0.4 million for other capital expenditures. Capital expenditures
for the three months ended March 31, 2022 were $1.5 million for rental tools to
support our developed products, $0.4 million for machinery and equipment related
to our global strategic program which included consolidation of our
manufacturing facilities and $0.2 million for other capital expenditures. We
constantly review capital expenditure needs to ensure these are justified
expenditures.

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Credit Facility

The Company's ABL Credit Facility, dated February 23, 2018, as amended, was
terminated effective February 22, 2022. In addition, we opened a new cash
collateral account with JPMorgan Chase Bank, N.A., in which cash was transferred
to facilitate our existing letters of credit. As of March 31, 2023, the cash
balance in that account was approximately $5.4 million. The Company is required
to maintain a balance equal to the outstanding letters of credit plus 5% at all
times which is considered as restricted cash and is included in "Cash and cash
equivalents" in our condensed consolidated balance sheets as at March 31, 2023
and December 31, 2022. Withdrawals from this cash collateral account are only
allowed at such point a given letter of credit has expired or has been
cancelled.

Repurchase of Equity Securities



On February 22, 2022, the Board of Directors authorized an incremental $100.0
million share repurchase plan. The repurchase plans have no set expiration date
and any repurchased shares are expected to be cancelled. The manner, timing and
amount of any purchase will be determined by management based on an evaluation
of market conditions, stock price, liquidity and other factors. The program does
not obligate the Company to acquire any amount of common stock and may be
modified or superseded at any time at the Company's discretion.

For the three months ended March 31, 2023, the Company purchased no shares under the share repurchase plans.



For the three months ended March 31, 2022, the Company purchased 273,629 shares
under the share repurchase plan at an average price of approximately $21.20 per
share totaling approximately $5.8 million and had retired such shares.

The Company currently has no derivative instruments and no off-balance sheet hedging or financing arrangements, contracts or operations.

Other Matters



From time to time, the Company enters into discussions or negotiations to
acquire other businesses or enter into joint ventures. The timing, size or
success of any such efforts and the associated potential capital commitments are
unpredictable and dependent on market conditions and opportunities existing at
the time. The Company may seek to fund all or part of any such efforts with
proceeds from debt or equity issuances. Debt or equity financing may not,
however, be available at that time due to a variety of circumstances, including,
among others, the Company's credit ratings, industry conditions, general
economic conditions and market conditions.

Critical Accounting Estimates



During the three months ended March 31, 2023, there were no material changes in
our judgments and assumptions associated with the development of our critical
accounting policies. Refer to our Annual Report on Form 10-K for the year ended
December 31, 2022 for a discussion of our critical accounting policies.

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