Dril-Quip, Inc.
Ticker:DRQ 13550 Hempstead Highway
Exchange:New York Stock Exchange Houston, TX 77040
Industry:Manufacturing (SIC Code 3533) (713) 939-7711
# of Employees:926

Offering Information
Type of Shares:Common Shares Filing Date:8/12/97
U.S. Shares:5,000,000 Offer Date:10/22/97
Non-U.S. Shares:0 Filing Range:$20.00 - $22.00
Primary Shares:2,500,000 Offer Price:$24.00
Secondary Shares:2,500,000 Gross Spread:$1.68
Offering Amount: $105,000,000 Selling:$1.03
Expenses: - Reallowance:$0.10
Shares Out After: -

Primary Underwriting Group
ManagerTierPhone
Morgan Stanley Dean Witter Discover & Co.Lead Manager (212) 761-5900
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Baker & Botts
Bank's Law Firm: Andrews & Kurth
Auditor: Ernst & Young
Registrar/Transfer Agent: American Securities Transfer, Inc

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
3 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 3/31/97 3/31/96 3/31/97
Revenue:$115.86$34.22$25.16Assets:$113.91
Net Income:$9.12$2.26$1.73Curr Assets:$81.99
EPS:$9.12$2.26$1.73Liabilities:$61.97
Prior EPS:$6.59$0.75$0.47Curr Liabilities:$31.03
Cash Flow/Oper:$5.18$0.89$0.00Equity:$51.94
Cash Flow/Fin:$1.26-$1.84-$1.40Cash:$1.54
Cash Flow/Inv:-$7.01-$1.84Working Cap:$50.96

Business Description
The company is one of the world's leading manufacturers of highly engineered offshore drilling and production equipment which is well suited for use in deepwater, harsh environment and severe service applications. The Company designs and manufactures subsea equipment, surface equipment and offshore rig equipment for use by major integrated, large independent and foreign national oil and gas companies in offshore areas throughout the world. 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, wellhead connectors and diverters. The Company also provides installation and reconditioning services and rents running tools for use in connection with the installation and retrieval of its products. In 1996, the Company derived 82.1% of its revenues from the sale of its products and 17.9% of its revenues from services.

Competition
The Company faces significant competition from other manufacturers of drilling and production equipment. Several of its primary competitors are diversified multinational companies with substantially larger operating staffs and greater capital resources than those of the Company and which, in some instances, have been engaged in the manufacturing business for a much longer time than the Company.

Business Plan
The company's goal is to expand its existing market position in the offshore oil and gas equipment and services sector while at the same time increasing its earnings and cash flow per share to enhance overall stockholder. Key elements of the company's strategy for achieving this goal are to: (I) Continue to Develop New Products, (ii) Increase Manufacturing Capacity, (iii) Continue to Reduce Costs and Increase Operational Efficiencies, (iv) Continue Expansion into Selected International Markets and (v) Capitalize on Strong Balance Sheet.

Use of Proceeds
The proceeds from the proposed offering will be used to increase manufacturing capacity, improve and expand facilities, and manufacture additional running tools for rental.

Executive Officers and Directors
Officer NameTitleAge
Jerry M. BrooksChief Accounting Officer45
Larry E. ReimertCo-Chairman of the Board and Director50
J. Mike WalkerCo-Chairman of the Board and Director54
Gary D. SmithCo-Chairman of the Board and Director54

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