UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 27, 2012
Flotek Industries, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-13270 | 90-0023731 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 2930 W. Sam Houston Pkwy N., Suite 300 Houston, Texas |
77043 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (713) 849-9911
NOT APPLICABLE
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 1.01 | Entry into a Material Definitive Agreement. |
On December 27, 2012, Flotek Industries, Inc. (the “Company”) and its affiliates entered into the Fourth Amendment (the “Amendment”) to Revolving Credit and Security Agreement with PNC Bank, National Association dated as of September 23, 2011, as amended to date (the “Credit Agreement”). Pursuant to the Amendment, (i) the term of the Credit Agreement was extended to December 26, 2017, (ii) the Company was granted a term loan of $25 million in aggregate principal amount payable in accordance with the terms of the Amendment over the course of the new term and (iii) the Company’s revolving credit availability was increased to $50 million. The Company also agreed to pay a one-time fee in connection with the Amendment. The description of the changes to the Credit Agreement effected by the Amendment is qualified in its entirety by reference to the copy thereof filed as Exhibit 10.1 to this Form 8-K, which is incorporated by reference.
| Item 7.01 | Regulation FD Disclosure. |
On December 28, 2012, the Company issued a press release announcing the Amendment. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information presented under this Item 7.01 shall not be deemed “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Description | |
| 10.1 | Fourth Amendment to Revolving Credit and Security Agreement dated December 27, 2012. | |
| 99.1 | Press release dated December 28, 2012. | |
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: December 28, 2012 | /s/ Johnna D. Kokenge | |||
| Johnna D. Kokenge | ||||
| Vice President and Chief Accounting Officer | ||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 10.1 | Fourth Amendment to Revolving Credit and Security Agreement dated December 27, 2012. | |
| 99.1 | Press release dated December 28, 2012. | |