8-K

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 1, 2013

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 2.02 Results of Operations and Financial Condition.

On November 1, 2013, Dril-Quip, Inc. (“Dril-Quip”) reported third quarter 2013 earnings. For additional information regarding Dril-Quip’s third quarter 2013 earnings, please refer to Dril-Quip’s press release attached to this report as Exhibit 99.1 (the “Press Release”), which Press Release is incorporated by reference herein.

The information in the Press Release is being furnished, not filed, pursuant to Item 2.02. Accordingly, the information in the Press Release will not be incorporated by reference into any registration statement filed by Dril-Quip under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The exhibit listed below is being furnished pursuant to Item 2.02 of this Form 8-K:

Exhibit No.	Description
99.1	Press Release issued November 1, 2013.

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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: November 1, 2013

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued November 1, 2013.

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EX-99.1

Exhibit 99.1

Contact: Jerry M. Brooks, Chief Financial Officer, (713) 939-7711

DRIL-QUIP, INC. ANNOUNCES RESULTS FOR THIRD QUARTER 2013

HOUSTON, November 1, 2013 — Dril-Quip, Inc. (NYSE: DRQ) today announced net income of $40.0 million, or $0.98 per diluted share, for the three months ended September 30, 2013, versus net income of $29.7 million, or $0.73 per diluted share, for the third quarter of 2012. The third quarter 2013 results were unfavorably impacted by an after-tax foreign exchange loss of $5.8 million, or $0.14 per diluted share, as compared to an after-tax foreign exchange loss of $1.8 million, or $0.05 per diluted share, during the third quarter of 2012. Total revenues were $224.7 million during the quarter ended September 30, 2013 compared to $190.9 million for the same period in 2012, an increase of $33.8 million or approximately 18%. The increase in revenues resulted from increased product revenues of $28.0 million and increased service revenues of $5.8 million.

For the nine months ended September 30, 2013, net income was $122.8 million, or $3.01 per diluted share, compared with net income of $88.3 million, or $2.18 per diluted share, for the same period in 2012. The results for the first nine months of 2013 were negatively impacted by an after-tax foreign exchange loss of $2.2 million, or $0.05 per diluted share, as compared to an after-tax foreign exchange loss of $3.2 million, or $0.08 per diluted share during the first three quarters of 2012. Total revenues rose to $639.9 million during the nine months ended September 30, 2013 from $544.6 million during the same period in 2012, an increase of approximately 17%.

In addition, the Company announced that its backlog at September 30, 2013 was approximately $1.15 billion, compared to its September 30, 2012 backlog of approximately $747 million. Based upon current market conditions and excluding foreign currency gains/losses or any unusual items, the Company expects its earnings per diluted share for the quarter ending December 31, 2013 to approximate $1.04 to $1.14 per share. The Company also announced that it currently expects its full-year 2013 earnings per diluted share to be in the range of $4.10 to $4.20, excluding foreign currency gains/losses or any unusual items, up from previous guidance of $3.85 to $4.05 per diluted share.

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.

Statements contained herein relating to future operations and financial results that are forward looking statements are based upon certain assumptions and analyses made by the management of 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, uncertainties regarding future oil and gas exploration and production activities in the Gulf of Mexico, including the effects of new governmental regulations, the Company’s international operations, operating risks, and other factors detailed in the Company’s public filings with the Securities and Exchange Commission. Investors are cautioned that any such statements are not guarantees of future performance and actual outcomes may vary materially from those indicated.

Dril-Quip, Inc.

Comparative Condensed Consolidated Statements of Income

(In thousands, except per share amounts)

(Unaudited)

	Three months ended September 30,						Nine months ended September 30,
	2013			2012			2013			2012
Revenues	$	224,724		$	190,860		$	639,910		$	544,554
Cost and expenses:
Cost of sales		132,131			121,821			381,662			337,196
Selling, general and administrative		29,830			20,764			68,732			58,614
Engineering and product development :		10,778			9,552			29,139			28,640
		172,739			152,137			479,533			424,450
Operating Income		51,985			38,723			160,377			120,104
Interest income		203			148			486			329
Interest expense		(4	)		(7	)		(24	)		(21	)
Income before income taxes		52,184			38,864			160,839			120,412
Income tax provision		12,189			9,207			38,075			32,155
Net income	$	39,995		$	29,657		$	122,764		$	88,257
Diluted earnings per share	$	0.98		$	0.73		$	3.01		$	2.18
Weighted average shares–diluted		40,911			40,589			40,821			40,492
Depreciation and amortization	$	7,364		$	6,979		$	21,717		$	19,410
Capital expenditures	$	6,936		$	12,869		$	30,037		$	40,606