Flotek Industries, Inc., a leader in technology-driven, specialty green chemistry solutions, announced it has entered into a long-term agreement with ProFrac Services, LLC (“ProFrac”), the largest private North American provider of hydraulic fracturing services, to provide its full portfolio of sustainable chemistry solutions to a dedicated portion of ProFrac’s hydraulic fracturing fleets.
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The partnership creates a compelling, vertically integrated solution to enable E&Ps to more sustainably develop natural resources, while reducing the total cost of ownership. The agreement leverages ProFrac’s leading market position and new technologies that significantly reduce greenhouse gas (“GHG”) emissions and increase efficiency with Flotek’s green chemistries that reduce the environmental impact of energy by increasing customers’ operational and ESG performance beyond existing sustainability practices.
Under the terms of the contract, Flotek will provide full downhole chemistry solutions for a required minimum number of fleets for three years. This creates an immediate expected contracted backlog of revenue greater than $230 million, based on estimated chemical volumes and pricing, and is anticipated to represent annual recurring revenue in contrast to traditionally transactional purchases.
Key Contractual Highlights:
- Scope: Full downhole chemistry for the greater of 33% of ProFrac’s crews or 10 crews as a minimum
- Duration: Three years
- Protections: Flotek will receive 25% of the difference between the committed volumes and the shortfall should the defined scope not be achieved
In exchange for entry into the multi-year revenue commitment, ProFrac will receive $10 million initial principal amount of notes that are convertible into Flotek common stock (as described below). In addition, ProFrac will be permitted to designate up to two new directors to Flotek’s board of directors.
Simultaneously, Flotek entered into a Private Investment in Public Equity (PIPE) transaction with a consortium of investors to secure growth capital for the Company. Pursuant to the PIPE transaction, Flotek will issue $21.2 million aggregate initial principal amount of convertible notes for net cash proceeds of approximately $19 million. The investors are ProFrac Holdings, LLC, Burlington Ventures Ltd., entities associated with North Sound Management, certain funds associated with one of Flotek’s directors including the D3 Family Fund and the D3 Bulldog Fund, and Firestorm Capital LLC.