Financial Performance - Total tool rental and product sales revenue for Q2 2023 was $37.9 million, up from $30.4 million in Q2 2022, representing a 24.5% increase[149] - Net income for the six months ended June 30, 2023, was $6.6 million, compared to $7.3 million for the same period in 2022, reflecting a decrease of 9.6%[149] - Total revenue, net for the six months ended June 30, 2023, was $78.7 million, an increase of $22.4 million, or 40%, compared to $56.3 million for the same period in 2022[181] - Net income for the three months ended June 30, 2023, was $937,000, a decrease of $4.9 million, or 83%, compared to $5.9 million for the same period in 2022[181] - Adjusted EBITDA for the six months ended June 30, 2023 was $28.1 million, up from $15.1 million in 2022[215] Revenue Breakdown - Tool rental revenue increased by $6.0 million, or 26%, to $29.0 million for the three months ended June 30, 2023, compared to $23.0 million for the same period in 2022[183] - Product sale revenue rose by $1.6 million, or 21%, to $8.9 million for the three months ended June 30, 2023, compared to $7.3 million for the same period in 2022[184] Costs and Expenses - Total costs and expenses for the six months ended June 30, 2023, were $62.5 million, an increase of $15.4 million, or 33%, compared to $47.1 million for the same period in 2022[181] - Selling, general, and administrative expenses increased by $8.2 million, or 87%, to $17.7 million for the three months ended June 30, 2023, compared to $9.5 million for the same period in 2022[188] - Cost of tool rental revenue increased by $1.0 million, or 15%, to $7.7 million for the three months ended June 30, 2023, compared to $6.7 million for the same period in 2022[186] - Cost of tool rental revenue for the six months ended June 30, 2023, increased by $2.8 million, or 22%, to $15.8 million compared to $13.0 million for the same period in 2022[199] Cash Flow and Financial Position - Free Cash Flow for the six months ended June 30, 2023 was $(10.6) million, compared to $(7.0) million in 2022[213] - Net cash provided by operating activities was $14.1 million for the six months ended June 30, 2023, compared to $2.2 million in 2022[222] - Net cash used in investing activities was $13.4 million for the six months ended June 30, 2023, with purchases of property, plant, and equipment totaling $24.6 million[223] - Net cash provided by financing activities was $4.3 million for the six months ended June 30, 2023, resulting from proceeds from the Business Combination and PIPE Financing[225] - As of June 30, 2023, the company had cash and cash equivalents of $7.2 million and an accumulated deficit of $14.4 million[149] Market Conditions - The average U.S. onshore rig count was 719 for Q2 2023, compared to 716 for Q2 2022, indicating a slight increase in drilling activity[160] - WTI oil prices were approximately $71 per barrel as of June 30, 2023, down from a high of $106 per barrel in June 2022[156] - Henry Hub natural gas spot prices decreased from an average of $7.70 per MMBtu in June 2022 to $2.18 per MMBtu in June 2023[158] - The company expects continued inflation and concerns regarding a possible recession to weigh on the outlook for oil demand, potentially impacting demand for its goods and services[231] Strategic Plans - The company expects total costs of tool rental and product sales revenue to increase in absolute dollars due to anticipated growth in revenue and employee headcount[173] - The company plans to increase investments in sales and marketing to drive additional revenue and expand its global customer base[178] - The company anticipates that gross margins will improve slightly as it leverages its existing cost structure to support increased business activity[174] Risks and Challenges - The company has incurred significant operating losses since inception, indicating ongoing challenges in achieving profitability[149] - The company has not entered into any hedging arrangements to minimize foreign currency exchange rate fluctuations, which may impact future cash flows[229] - Inflationary pressures on the cost structure are expected to continue, although raw material and component costs are moderating due to a strengthening U.S. dollar[231] - The company continues to monitor the credit quality of its customers and maintains an allowance for doubtful accounts for estimated losses[227] - The company has established a cybersecurity incident response plan and team to address potential cybersecurity risks, although there is no assurance that these efforts will fully mitigate such risks[232] Accounting and Compliance - There have been no material changes to critical accounting policies and estimates compared to previous disclosures[235] - The company has elected to take advantage of the extended transition period under the JOBS Act, delaying the adoption of certain accounting standards[237] - The company does not believe that foreign currency risk had a material effect on its business or financial condition during the reported periods[230] Customer Concentration - 33% of total revenue for the three months ended June 30, 2023, was earned from two customers, compared to 30% for the same period in 2022[228] - Amounts due from these two customers included in accounts receivable at June 30, 2023, were approximately $10.1 million[228]

Table of Contents As filed with the Securities and Exchange Commission on July 20, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT Under The Securities Act of 1933 DRILLING TOOLS INTERNATIONAL CORPORATION (Exact name of Registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Delaware 1389 87-2488708 (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identif ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41103 ROC ENERGY ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 87-2488708 (State or o ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41103 ROC ENERGY ACQUISITION CORP. (Exact name of registrant as specified in its charter) | Delaware | 87-2488708 ...