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Innovex International, Inc. Announces Pricing of Underwritten Offering of 5,750,000 Shares of Common Stock by Selling Stockholders

MWN-AI** Summary

Innovex International, Inc. (NYSE: INVX) has announced the pricing of an underwritten offering of 5,750,000 shares of common stock by affiliates of Amberjack Capital Partners, L.P. The shares are set at a public price of $25.75 each. Notably, Innovex itself will not sell any shares and will not derive any proceeds from this transaction. The offering is anticipated to close on February 27, 2026, pending usual closing conditions.

As part of this arrangement, the selling stockholders will allow underwriters a 30-day option to acquire an additional 862,500 shares. Innovex plans to repurchase 575,000 shares from the underwriters at the same price as the offering, as per its existing share repurchase program. However, the completion of this repurchase is contingent upon the successful closing of the offering, even though the offering's completion is not reliant on the share repurchase.

The offering will be managed by J.P. Morgan, Citigroup, Jefferies, and Piper Sandler, serving as joint book-running managers. The company emphasizes that potential investors review the prospectus for comprehensive details regarding the offering, available via the SEC's website or directly from the underwriters.

Founded in 2024 through the merger of Dril-Quip, Inc. and Innovex Downhole Solutions, Inc., Innovex International is headquartered in Houston and engages in the design, manufacture, and rental of essential engineered products for the oil and gas industry worldwide.

Investors are cautioned that forward-looking statements within this announcement are subject to various risks and uncertainties that could materially affect actual results. Innovex disclaims any obligation to update these forward-looking statements in light of future events.

MWN-AI** Analysis

Innovex International, Inc. (NYSE: INVX) has recently announced the pricing of an underwritten offering involving 5,750,000 shares of its common stock at a public offering price of $25.75 per share, primarily placed by affiliates of Amberjack Capital Partners. This strategic move comes as part of a broader market approach, where Innovex aims to balance its equity structure by simultaneously executing a share repurchase of 575,000 shares.

From a market perspective, the recent offering could signal both an opportunity and a cautionary note for investors. On one hand, the willingness of stockholders to sell shares suggests confidence in the company’s valuation, potentially reflecting robust operational performance and growth outlook. The issuance of shares at a price that allows established shareholders to realize gains could appeal to institutional investors looking for liquidity in their positions.

Conversely, the increased share supply could lead to dilution, depending on the extent of the share repurchase and market receptiveness. The share repurchase indicates management’s commitment to bolster shareholder value by reducing the total number of publicly traded shares, potentially supporting upward price movement in the long term.

Investors should also consider the overall health of the oil and gas sector, which is core to Innovex’s business. The ongoing volatility and geopolitical factors affecting oil prices may impact future performance. While Innovex's strategic initiatives are commendable, the broader market conditions remain crucial.

In light of these factors, current and potential investors should closely monitor market responses post-offering, evaluate the effectiveness of the share repurchase plan, and remain aware of sector trends that could signify future risks or opportunities. Long-term growth prospects appear promising, but caution is advisable amidst the current market landscape.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: Business Wire

Innovex International, Inc. (NYSE: INVX) (“Innovex” or the “Company”) today announced the pricing of an underwritten offering (the “Offering”) of 5,750,000 shares of its common stock by certain affiliates of Amberjack Capital Partners, L.P. (the “Selling Stockholders”), at a price to the public of $25.75 per share. In addition, the Selling Stockholders have granted the underwriters a 30-day option to purchase up to 862,500 additional shares of the Company’s common stock. Innovex will not sell any shares of its common stock in the Offering and will not receive any proceeds from the sale of the shares of its common stock being offered by the Selling Stockholders. The Offering is expected to close on February 27, 2026, subject to customary closing conditions.

Subject to the closing of the Offering, the Company intends to purchase from the underwriters 575,000 shares of its common stock at the price per share to be received by the Selling Stockholders in the Offering (the “Share Repurchase”). The Offering is not conditioned upon the closing of the Share Repurchase, but the Share Repurchase is conditioned upon the closing of the Offering. The Share Repurchase will be conducted pursuant to Innovex’s existing share repurchase program.

J.P. Morgan, Citigroup, Jefferies, and Piper Sandler are acting as joint book-running managers for the Offering. The Offering is being made only by means of a prospectus supplement and the accompanying base prospectus, which was filed as part of a shelf registration statement on Form S-3 (File No. 333-282178), which was filed with the Securities and Exchange Commission (the “SEC”) on September 17, 2024, and became effective on October 1, 2024. Before you invest, you should read the prospectus in that registration statement and other documents the Company has filed with the SEC for more complete information about the Company and the Offering. Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the Offering, as well as copies of the final prospectus supplement once available, may be obtained for free on the SEC’s website at www.sec.gov or by contacting: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com ; Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 (Tel: 800-831-9146); Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York 10022, or by telephone at 877-821-7388, or by e-mail at prospectus_department@jefferies.com or Piper Sandler & Co., Attention: Prospectus Department, 350 North 5th Street, Suite 1000, Minneapolis, Minnesota 55401, by telephone at (800) 747-3924, or via email at prospectus@psc.com .

This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities described above, nor shall there be any sale of these securities in any state or jurisdiction in which an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Innovex International, Inc.

Innovex International, Inc (NYSE: INVX) is a Houston-based company established in 2024 following the merger of Dril-Quip, Inc. and Innovex Downhole Solutions, Inc. With locations throughout North America, Latin America, Europe, the Middle East and Asia, Innovex designs, manufactures, sells and rents mission critical engineered products to the global oil and natural gas industry.

Forward-Looking Statements

Certain statements contained in this press release and oral statements made regarding the matters addressed in this release constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Innovex’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.

Forward-looking statements can be identified by the use of forward-looking terminology including “may,” “believe,” “expect,” “intend,” “anticipate,” “plan,” “should,” “estimate,” “continue,” “potential,” “will,” “hope” or other similar words and include the Company’s expectation of future performance contained herein. These statements discuss future expectations, contain projections of results of operations or of financial condition, or state other “forward-looking” information, including without limitation statements regarding the proposed Offering and the Share Repurchase described above. You are cautioned not to place undue reliance on any forward-looking statements, which can be affected by assumptions used or by risks or uncertainties. Consequently, no forward-looking statements can be guaranteed. When considering these forward-looking statements, you should keep in mind the risk factors noted in the Company’s Annual Report on Form 10-K, any Quarterly Reports on Form 10-Q and the other documents that the Company files with the Securities and Exchange Commission. The risk factors and other factors noted therein could cause actual results to differ materially from those contained in any forward-looking statement. Innovex disclaims any duty to update and does not intend to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release, except as may be required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260225319664/en/

Investor Relations Contact
Eric Wells
Chief of Staff
investors@innovex-inc.com
(346) 398-0000

FAQ**

What strategic benefits does Innovex International Inc. (NYSE: INVX) expect from the Share Repurchase in conjunction with the underwritten Offering of common stock?

Innovex International Inc. (NYSE: INVX) anticipates that the share repurchase, alongside the underwritten offering of common stock, will enhance shareholder value by boosting earnings per share, improving capital structure, and signaling confidence in the company's growth prospects.

How do the Selling Stockholders' actions in the Offering impact Innovex International Inc. (NYSE: INVX) from a financial and operational perspective?

The Selling Stockholders' actions in the Offering could impact Innovex International Inc. (NYSE: INVX) by influencing stock price volatility, altering ownership structure, and potentially affecting capital availability and market perception of the company's financial health.

Can you elaborate on the intended use of the funds raised in the Offering and its implications for the future growth of Innovex International Inc. (NYSE: INVX)?

The funds raised in the Offering are intended to support Innovex International Inc.'s strategic initiatives, including expansion into new markets and enhancement of product offerings, which are expected to drive future growth and increase shareholder value.

What risks and uncertainties should investors consider regarding the forward-looking statements made by Innovex International Inc. (NYSE: INVX) in this press release?

Investors should consider risks such as market volatility, competition, regulatory changes, potential execution failures, reliance on key customers, and macroeconomic factors that could impact Innovex International Inc.'s future performance as reflected in their forward-looking statements.

**MWN-AI FAQ is based on asking OpenAI questions about Innovex International Inc. (NYSE: INVX).

Innovex International Inc.

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