Flotek Industries Acquires Prime Energy Group for $24.5M

Ticker: FTK · Form: 8-K · Filed: Aug 6, 2024 · CIK: 928054

Flotek Industries Inc/Cn/ 8-K Filing Summary
FieldDetail
CompanyFlotek Industries Inc/Cn/ (FTK)
Form Type8-K
Filed DateAug 6, 2024
Risk Levelmedium
Pages3
Reading Time4 min
Key Dollar Amounts$0.0001, $20,000,000
Sentimentneutral

Sentiment: neutral

Topics: acquisition, energy, definitive-agreement

Related Tickers: FTK

TL;DR

FTK just bought Prime Energy for $24.5M cash to boost its energy biz.

AI Summary

Flotek Industries, Inc. (NYSE: FTK) announced on August 5, 2024, the closing of its previously announced acquisition of all outstanding equity interests in Prime Energy Group, LLC. The transaction was valued at approximately $24.5 million in cash, subject to customary adjustments. This acquisition is expected to enhance Flotek's offerings in the energy sector.

Why It Matters

This acquisition signifies Flotek's strategic move to expand its footprint and capabilities within the energy services market, potentially leading to increased revenue and market share.

Risk Assessment

Risk Level: medium — The acquisition involves a significant cash outlay and integration risks, which could impact Flotek's financial performance and operational efficiency.

Key Numbers

  • $24.5M — Acquisition Price (Cash paid for Prime Energy Group, LLC)

Key Players & Entities

  • Flotek Industries, Inc. (company) — Acquiring company
  • Prime Energy Group, LLC (company) — Acquired company
  • $24.5 million (dollar_amount) — Acquisition price
  • August 5, 2024 (date) — Closing date of acquisition

FAQ

What is the primary strategic benefit Flotek expects from acquiring Prime Energy Group?

Flotek expects the acquisition to enhance its offerings and market position within the energy sector.

When did the acquisition of Prime Energy Group officially close?

The acquisition closed on August 5, 2024.

What was the total cash consideration for the acquisition of Prime Energy Group?

The total cash consideration was approximately $24.5 million, subject to customary adjustments.

What type of entity is Prime Energy Group?

Prime Energy Group, LLC is an entity whose equity interests were acquired by Flotek Industries, Inc.

Does the acquisition price of $24.5 million include any adjustments?

Yes, the $24.5 million is subject to customary adjustments.

Filing Stats: 948 words · 4 min read · ~3 pages · Grade level 11.4 · Accepted 2024-08-06 16:04:52

Key Financial Figures

  • $0.0001 — ange on which registered Common Stock, $0.0001 par value FTK NYSE Indicate by check
  • $20,000,000 — commitment of the loan is increased to $20,000,000, (ii) the stated maturity date is exten

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On August 14, 2023, Flotek Industries, Inc. (the "Company") entered into a Revolving Loan and Security Agreement (the "Loan Agreement") with Flotek Chemistry, LLC and JP3 Measurement, LLC, wholly owned subsidiaries of the Company (collectively with the Company, the "Borrowers"), and Amerisource Funding, Inc. ("Amerisource"), as lender. The Loan Agreement was subsequently amended effective October 5, 2023 by that certain First Amendment to the Loan Agreement (the "First Amendment"). Effective August 5, 2024 , the Company entered into that certain Second Amendment to The Loan Agreement (the "Second Amendment"). Among other matters, the Second Amendment amends the Loan Agreement as follows: (i) the total commitment of the loan is increased to $20,000,000, (ii) the stated maturity date is extended for an additional 12 months, (iii) the applicable margin is decreased by 0.50%, and (iv) various modifications are made to the borrowing base and criteria for eligible receivables and eligible pledged real estate. The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the Second Amendment, which is filed herewith as Exhibit 10.1 and incorporated by reference herein.

02

Item 2.02 Results of Operations and Financial Condition On August 6, 2024, the Company issued a press release providing its financial results for the quarter ended June 30, 2024 and announcing that it will hold a conference call to discuss its operating results. The press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K and in Exhibit 99.1 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is not subject to the liabilities of that section and is not deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant The information provided under Item 1.01 of this Current Report on Form 8-K regarding each of the transactions described therein is also responsive to Item 2.03 of this Current Report on Form 8-K and is hereby incorporated by reference into this Item 2.03.

01

Item 7.01 Regulation FD Disclosure On August 6, 2024, the Company provided on its website a presentation containing information relating to its current operations and financial results. A copy of the presentation is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The information furnished pursuant to Item 7.01 of this Current Report on 8-K and in Exhibit 99.2 shall not be deemed to be "filed" for the purposes of the Exchange Act , is not subject to the liabilities of that section and is not deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

Financial Statements and Exhibits

Financial Statements and Exhibits. d) Exhibits. Exhibit Number Description 10.1 Second Amendment to That Certain Revolving Loan and Security Agreement, effective August 5 , 2024, among Flotek Industries, Inc., Flotek Chemistry, LLC and JP3 Measurement, LLC, as borrowers, and Amerisource Funding, Inc., as lender 99.1 Press Release dated August 6, 2024 99.2 Presentation of Flotek Industries, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES 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. FLOTEK INDUSTRIES, INC. Date: August 6, 2024 /s/ Bond Clement Name: Bond Clement Title: Chief Financial Officer

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