HOUSTON, March 20, 2019 /PRNewswire/ -- Flotek Industries,
Inc. ("Flotek" or the "Company") (NYSE: FTK) today announced that
as part of its ongoing commitment to strong corporate governance,
the Board has decided to separate the role of Chairman and Chief
Executive Officer effective as of the 2019 Annual Meeting.
John W. Chisholm will remain as the
President and CEO of Flotek. In connection with separating the
roles of Chairman of the Board and CEO, the Board has determined to
elect David Nierenberg as Chairman
of the Board effective as of the 2019 Annual Meeting. Mr.
Nierenberg will continue to serve as Chairman of the Strategic
Capital Committee, which is currently reviewing a wide range of
options to determine how Flotek will deploy the remaining net
proceeds from the sale of Florida Chemical Company, LLC ("FCC").
L.V. "Bud" McGuire will continue in the role of Lead Independent
Director.
Additionally, Flotek has increased the size of its Board of
Directors from seven to eight directors and has appointed
Paul Hobby to the Board, effective
immediately. Mr. Hobby shall stand for re-election at the 2019
Annual Meeting together with the Company's other nominees. The
Board has also appointed Mr. Hobby to the Board's Corporate
Governance and Nominating Committee and the Company's Strategic
Capital Committee.
These initiatives follow constructive dialogue and collaboration
with BLR Partners LP ("BLR"), a Flotek shareholder, regarding the
Company's strategic plans and Board composition.
"We appreciate the input we have received from BLR and all of
our shareholders. I look forward to working with David, Paul and
the rest of the Board to execute our plan and increase value for
shareholders," said Mr. Chisholm. "We have executed a number of
value-creating initiatives including the sale of the FCC business
and continued cost-cutting programs to improve long-term margins.
We are now refocusing the growth strategy of our Energy Chemistry
Technologies segment to position it for enhanced long-term
performance."
Mr. Nierenberg commented, "I believe that Flotek has significant
turnaround potential and I am excited to take on the role of
Chairman at this important juncture. I look forward to working
closely with John and the Board and welcome the contributions and
expertise of our new director, Paul
Hobby. This Board will continue to take the necessary
actions to enhance performance and create value for our
shareholders."
Flotek and BLR have entered into an agreement under which BLR
has agreed to certain customary standstill, voting and other
provisions with Flotek. The complete agreement will be filed in a
Form 8-K with the U.S. Securities and Exchange Commission.
About Paul W. Hobby
Mr. Hobby is a founder and a Managing Partner of Genesis Park
LP., a regional private equity firm that has expertise in
communications, energy technologies and other technology
sectors.
Mr. Hobby has served on the board of a number of public
companies including: NRG, Eagle Global Logistics, Stewart Title,
Coastal Banc, Amegy Bank of Texas
and Aronex Pharmaceuticals. He is former Chairman of the
Houston Branch of the Federal
Reserve Bank of Dallas, the
Greater Houston Partnership, the Texas Ethics Commission, the
Texas General Services Commission and
the Texas Business Hall of Fame. He has also held a number of other
community leadership positions over time.
Mr. Hobby is a graduate of the University
of Virginia, where he has been honored for service to the
University, and the University of Texas
School of Law, where he has served as an adjunct faculty member and
been honored as an Outstanding Young Alumnus. He has been a guest
lecturer at the Rice University Jones
School, the University of Houston,
Texas State University and the
Stanford University Graduate School of
Business.
About David Nierenberg
David Nierenberg is Founder and
President of Nierenberg Investment Management Company (NIMCO) of
Camas, Washington, which manages
The D3 Family Funds, which seeks long term capital gain,
principally through investment in a concentrated portfolio of
undervalued micro-cap public equities. He has served on
dozens of not for profit, public, and private for profit boards
since 1985.
Mr. Nierenberg is a former partner for consulting firm Bain
& Company and has significant experience in corporate
governance. He serves on the Washington
State Investment Board, which oversees $130 billion of public employee retirement and
other funds. Additionally, he chairs The Ira Millstein Center for
Global Markets and Corporate Ownership at Columbia Law School, a
world leader in corporate governance. Previously, he was Vice Chair
of the Millstein Center for Corporate Governance at Yale. David chairs the Research Advisory
Committee for Glass-Lewis, the second largest global proxy
advisor.
He currently serves as a director of Rosetta Stone (RST) and Riverview Bancorp
(RVSB).
David earned a B.A. with Distinction in History from
Yale College in 1975 and a J.D.
from Yale Law School in 1978. He is a retired member of the
Massachusetts Bar.
About Flotek Industries, Inc.
Flotek develops and delivers prescriptive, reservoir-centric
chemistry technologies to oil and gas clients designed to address
every challenge in the lifecycle of the reservoir and maximize
recovery in both new and mature fields. Flotek's inspired chemists
draw from the power of bio-derived solvents to deliver solutions
that enhance energy production. Flotek serves major and independent
energy producers and oilfield service companies, both domestic and
international. Flotek Industries, Inc. is a publicly traded company
headquartered in Houston, Texas,
and its common shares are traded on the New York Stock Exchange
under the ticker symbol "FTK." For additional information, please
visit Flotek's web site at www.flotekind.com.
Forward-Looking Statements
Certain statements set forth in this Press Release may
constitute forward-looking statements (within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934) regarding Flotek
Industries, Inc.'s business, financial condition, results of
operations and prospects. Words such as expects, anticipates,
intends, plans, believes, seeks, estimates and similar expressions
or variations of such words are intended to identify
forward-looking statements, but are not the exclusive means of
identifying forward-looking statements in this Press Release.
Although forward-looking statements in this Press Release
reflect the good faith judgment of management, such statements can
only be based on facts and factors currently known to management.
Consequently, forward-looking statements are inherently subject to
risks and uncertainties, and actual results and outcomes may differ
materially from the results and outcomes discussed in the
forward-looking statements. Factors that could cause or contribute
to such differences in results and outcomes include, but are not
limited to, demand for oil and natural gas drilling services in the
areas and markets in which the Company operates, competition,
obsolescence of products and services, the Company's ability to
obtain financing to support its operations, environmental and other
casualty risks, and the impact of government regulation.
Further information about the risks and uncertainties that may
impact the Company are set forth in the Company's most recent
filings on Form 10-K (including without limitation in the "Risk
Factors" Section), and in the Company's other SEC filings and
publicly available documents. Readers are urged not to place undue
reliance on these forward-looking statements, which speak only as
of the date of this Press Release. The Company undertakes no
obligation to revise or update any forward-looking statements in
order to reflect any event or circumstance that may arise after the
date of this Press Release.
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SOURCE Flotek Industries, Inc.