FTK 10-K Annual Report Dec. 31, 2017 | Alphaminr
FLOTEK INDUSTRIES INC/CN/

FTK 10-K Fiscal year ended Dec. 31, 2017

FLOTEK INDUSTRIES INC/CN/
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Organization and Nature Of OperationsNote 2 Summary Of Significant Accounting PoliciesNote 3 Discontinued OperationsNote 4 Impairment Of Inventory and Long-livedNote 5 AcquisitionsNote 6 Supplemental Cash Flow InformationNote 7 RevenueNote 8 InventoriesNote 9 Property and EquipmentNote 10 GoodwillNote 11 Other Intangible AssetsNote 12 Long-term Debt and Credit FacilityNote 13 Fair Value MeasurementsNote 14 Earnings (loss) Per ShareNote 15 Income TaxesNote 16 Common StockNote 17 Commitments and ContingenciesNote 18 Business Segment, Geographic and Major Customer InformationNote 19 Quarterly Financial Data (unaudited)Item 9. Changes in and Disagreements with AccountantsItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement Schedules

Exhibits

3.1 Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Companys Form 10-Q for the quarter ended September30, 2007). 3.2 Certificate of Amendment to the Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit3.1 to the Companys Form10-Q for the quarter ended September30,2009). 3.3 Amended and Restated Bylaws, dated December 9, 2014 (incorporated by reference to Exhibit 3.1 to the Companys Form 8-K filed on December 10, 2014). 3.4 Second Amended and Restated Bylaws, dated October 11, 2017 (incorporated by reference to Exhibit 3.1 to the Companys Form 8-K filed on October 17, 2017). 4.2 Registration Rights Agreement, dated as of July 26, 2016, by and among the Company, Donald Bramblett, and Mark Kieper (incorporated by reference to Exhibit 4.6 to the Companys Registration Statement on Form S-3 (File No. 333-212864) filed on August 3, 2016). 10.1 2007 Long-Term Incentive Plan (incorporated by reference to Exhibit10.6 to the Companys Form10-K for the year ended December31,2007). 10.3 Non-Qualified Stock Option Agreement, dated April 8, 2011, between the Company and Steve Reeves (incorporated by reference to Exhibit 10.5 to the Companys Form 10-Q for the quarter ended June 30, 2011). 10.4 Non-Qualified Stock Option Agreement, dated April 8, 2011, between the Company and John W. Chisholm (incorporated by reference to Exhibit 10.7 to the Companys Form 10-Q for the quarter ended June 30, 2011). 10.5 Revolving Credit and Security Agreement dated as of September 23, 2011 (incorporated by reference to Exhibit10.1 to the Companys Form8-K filed on September26, 2011). 10.6 Guaranty dated September 23, 2011 (incorporated by reference to Exhibit10.2 to the Companys Form8-K filed on September26, 2011). 10.7 Security Agreement dated September 23, 2011 (incorporated by reference to Exhibit10.3 to the Companys Form8-K filed on September26, 2011). 10.8 Intellectual Property Security Agreement dated September 23, 2011 (incorporated by reference to Exhibit10.4 to the Companys Form8-K filed on September26, 2011). 10.9 Lien Subordination and Intercreditor Agreement dated as of September 23, 2011 (incorporated by reference to Exhibit10.5 to the Companys Form8-K filed on September26, 2011). 10.10 Second Amendment to Revolving Credit and Security Agreement dated as of November 12, 2012 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on November 14, 2012). 10.11 Third Amendment to Revolving Credit and Security Agreement dated as of December 14, 2012 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on December 17, 2012). 10.12 Fourth Amendment to Revolving Credit and Security Agreement dated as of December 27, 2012 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on December 28, 2012). 10.13 Amended and Restated Revolving Credit, Term Loan and Security Agreement dated May 10, 2013 (incorporated by reference to Exhibit 10.2 to the Companys Form 8-K filed on May 13, 2013). 10.14 First Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement dated December 31, 2013 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on January 7, 2014). 10.16 Fifth Amended and Restated Service Agreement, dated as of April 15, 2014, between the Company, Protechnics II, Inc. and Chisholm Management, Inc. (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on April 21, 2014). 10.17 Letter Agreement, dated as of April 15, 2014, between the Company and John Chisholm (incorporated by reference to Exhibit 10.2 to the Companys Form 8-K filed on April 21, 2014). 10.18 Second Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement dated December 5, 2014 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on December 10, 2014). 10.19 Employment Agreement, dated effective May 1, 2015 between the Company and Robert M. Schmitz (incorporated by reference to Exhibit 10.2 to the Companys Form 8-K filed on June 4, 2015). 10.20 Third Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement dated June 19, 2015 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on June 24, 2015). 10.21 Fourth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement dated July 21, 2015 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on July 23, 2015). 10.22 Employment Agreement, dated effective January 1, 2016 between the Company and Joshua A. Snively, Sr. (incorporated by reference to Exhibit 10.2 to the Companys Form 8-K filed on January 7, 2016). 10.23 Fifth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement dated effective March 31, 2016 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on May 3, 2016). 10.24 Form of Subscription Agreement, dated as of July 26, 2016 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on August 1, 2016). 10.25 Sixth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement dated effective September 30, 2016 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on November 2, 2016). 10.26 Retirement Agreement, dated February 14, 2017, between Robert M. Schmitz and the Company (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on February 17, 2017). 10.27 Retirement Agreement, dated February 16, 2017, between Steve Reeves and the Company (incorporated by reference to Exhibit 10.2 to the Companys Form 8-K filed on February 17, 2017). 10.28 Letter Agreement, dated February 13, 2017, among the Company, Protechnics II, Inc. and Chisholm Management, Inc. amending the Fifth Amended and Restated Service Agreement among such parties (incorporated by reference to Exhibit 10.3 to the Companys Form 8-K filed on February 17, 2017). 10.29 Seventh Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement and Sixth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated effective as of March 31, 2017 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on May 1, 2017). 10.30 Asset Purchase Agreement, dated May 2, 2017, by and among National Oilwell DHT, L.P., Dreco Energy Services ULC, and National Oilwell Varco, L.P., the buyers, Teledrift Company, Turbeco, inc., Flotek Technologies ULC, and Flotek Industries FZE, the sellers, and Flotek Industries, Inc (incorporated by reference to Exhibit 10.2 to the Companys Form 10-Q for the quarter ended June 30, 2017). 10.31 Eighth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated effective as of June 7, 2017 (incorporated by reference to Exhibit 10.1 to the Companys Form 10-Q for the quarter ended September 30, 2017). 10.32 Ninth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated effective as of July 1, 2017 (incorporated by reference to Exhibit 10.2 to the Companys Form 10-Q for the quarter ended September 30, 2017). 10.33 Tenth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated effective as of September 29, 2017 (incorporated by reference to Exhibit 10.1 to the Companys Form 8-K filed on October 3, 2017). 10.34 Employment Agreement, dated effective April 1, 2016, between the Company and Robert Bodnar (incorporated by reference to Exhibit 10.4 to the Companys Form 10-Q for the quarter ended September 30, 2017). 10.35 Confidential Severance and Release Agreement, dated effective October 12, 2017, between the Company and Robert Bodnar (incorporated by reference to Exhibit 10.5 to the Companys Form 10-Q for the quarter ended September 30, 2017). 21 * List of Subsidiaries. 23.1 * Consent of Moss Adams LLP. 23.2 * Consent of Hein& Associates LLP. 31.1 * Rule 13a-14(a) Certification of Principal Executive Officer. 31.2 * Rule 13a-14(a) Certification of Principal Financial Officer. 32.1 ** Section1350 Certification of Principal Executive Officer. 32.2 ** Section1350 Certification of Principal Financial Officer.