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 20, 2012
DRIL-QUIP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-13439 | 74-2162088 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 6401 N. Eldridge Parkway Houston, Texas |
77041 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (713) 939-7711
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 (see General Instruction A.2):
| ¨ | 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)) |
Item 1.01 Entry into a Material Definitive Agreement.
On August 23, 2012, Dril-Quip, Inc. (“Dril-Quip”) announced that Dril-Quip do Brasil LTDA, its wholly owned subsidiary, has been awarded a four-year contract by Petroleo Brasiliero S.A. (“Petrobras”) for the supply of subsea wellhead systems and associated tools to be used in the drilling of deepwater wells offshore Brazil. Based on current exchange rates and after Brazilian taxes, the contract is valued at $650 million if all of the equipment under the contract is ordered. Amounts will be included in Dril-Quip’s backlog as purchase orders are received under the contract. Dril-Quip expects to begin delivering products under the contract in the second half of 2013.
The contract is dated August 20, 2012 and is subject to customary terms and conditions for agreements of this type, including termination, extension, product inspection, local content requirements and price adjustment provisions.
The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated into this Item 1.01 by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press Release issued August 23, 2012. | |
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.
| DRIL-QUIP, INC. | ||
| By: | /s/ Jerry M. Brooks | |
| Jerry M. Brooks | ||
| Vice President—Finance and Chief Financial Officer | ||
Date: August 23, 2012
EXHIBIT INDEX
| No. |
Description | |
| 99.1 | Press Release, dated August 23, 2012. | |
Exhibit 99.1
Contact: Jerry M. Brooks, Chief Financial Officer, (713) 939-7711
DRIL-QUIP AWARDED $650 MILLION CONTRACT BY PETROBRAS
HOUSTON August 23, 2012 — Dril-Quip, Inc. (NYSE: DRQ) today announced that Dril-Quip do Brasil LTDA, its wholly owned subsidiary, has been awarded a four-year contract by Petrobras, Brazil’s national oil company, for the supply of subsea wellhead systems and associated tools to be used in the drilling of deepwater wells offshore Brazil. Based on current exchange rates and after Brazilian taxes, the contract is valued at $650 million if all of the equipment under the contract is ordered. Amounts will be included in Dril-Quip’s backlog as purchase orders are received under the contract. Dril-Quip expects to begin delivering products under the contract in the second half of 2013.
The contract is subject to customary terms and conditions for agreements of this type, including termination, extension, product inspection, local content requirements and price adjustment provisions.
Dril-Quip is a leading manufacturer of highly engineered offshore drilling and production equipment, which is well suited for use in deepwater, harsh environment and severe service applications.
This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based upon certain assumptions and analyses made by the Company in light of its experience and perception of historical trends, current conditions, expected future developments and other factors. These statements are subject to risks beyond the Company’s control, including, but not limited to, the volatility of oil and natural gas prices and cyclicality of the oil and gas industry, the Company’s international operations, decisions made by the Company’s customers and suppliers, operating risks, and other factors detailed in the Company’s public filings with the Securities and Exchange Commission. Certain material factors that could cause the Company’s actual results to differ from those contemplated in this press release include, but are not limited to, the amount of products actually ordered pursuant to the contract with Petrobras, decisions by Petrobras to terminate the contract and the Company’s ability to successfully manufacture and deliver, and Petrobras’ acceptance of, the products ordered. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and actual outcomes may vary materially from those indicated.