Flotek, a leader in technology-driven, specialty green chemistry solutions, has entered into an agreement with ProFrac to expand the previously-announced long term supply agreement with one of ProFrac's affiliates.
The Company anticipates that, after closing, the new expansion will increase revenue backlog by at least $1 billion, and up to $2.1 billion, over the next ten years. As part of the transaction, at closing Flotek would (a) issue to ProFrac notes convertible into Flotek's common stock with a maturity of one year, with the amount of notes based on the size of expansion, and (b) grant ProFrac the right to appoint two members to Flotek's board of directors, for a total of four out of seven directors. Conversion price of the convertible notes is $1.088125 per share under certain conditions prior to maturity, or $0.8705 per share at maturity. The convertible notes contain other terms and conditions similar to the convertible notes announced on February 2, 2022.
Closing of the transaction is expected to occur in Q2 of 2022 and is subject to a vote of the shareholders of Flotek's common stock, as well as other customary conditions.
The Company will be providing additional information and an investor presentation, and plans to host a conference call to discuss this new agreement. The contract documents will be filed with the Securities and Exchange Commission via a Current Report on Form 8-K.
Piper Sandler is serving as a financial advisor to Flotek.