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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/16/20 Nierenberg Inv Mgmt Co, Inc. SC 13D 2:103K Flotek Industries Inc/CN Kleinberg Kaplan Wo… P C |
Document/Exhibit Description Pages Size 1: SC 13D Statement of Acquisition of Beneficial Ownership HTML 53K by a Non-Passive Investor 2: EX-99.1 Miscellaneous Exhibit HTML 10K
1
|
NAME OF REPORTING PERSONS
The D3 Family Fund, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)[X]
(b)[ ]
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Washington
|
||
NUMBER OF SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
0
|
|
OWNED BY
EACH
REPORTING
|
8
|
SHARED VOTING POWER
1,120,644
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,120,644
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,120,644
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.8%
|
||
14
|
TYPE OF REPORTING PERSON (See Instructions)
PN
|
1
|
NAME OF REPORTING PERSONS
The D3 Family Bulldog Fund, L.P.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)[X]
(b)[ ]
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Washington
|
||
NUMBER OF SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
0
|
|
OWNED BY
EACH
REPORTING
|
8
|
SHARED VOTING POWER
2,222,214
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
2,222,214
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,222,214
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.5%
|
||
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSONS
Haredale Ltd.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)[X]
(b)[ ]
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Bahamas
|
||
NUMBER OF SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
0
|
|
OWNED BY
EACH
REPORTING
|
8
|
SHARED VOTING POWER
104,755
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
104,755
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
104,755
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
||
14
|
TYPE OF REPORTING PERSON
CO
|
1
|
NAME OF REPORTING PERSONS
Nierenberg Investment Management Company, Inc.
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)[X]
(b)[ ]
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Washington
|
||
NUMBER OF SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
0
|
|
OWNED BY
EACH
REPORTING
|
8
|
SHARED VOTING POWER
3,447,613
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
3,447,613
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,447,613
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4%
|
||
14
|
TYPE OF REPORTING PERSON
CO
|
1
|
NAME OF REPORTING PERSONS
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)[X]
(b)[ ]
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS (See Instructions)
AF
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||
NUMBER OF SHARES
BENEFICIALLY
|
7
|
SOLE VOTING POWER
66,449
|
|
OWNED BY
EACH
REPORTING
|
8
|
SHARED VOTING POWER
3,447,613
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
66,449
|
|
10
|
SHARED DISPOSITIVE POWER
3,447,613
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,514,062
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.6%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
¾
|
Since John Gibson joined FTK as its CEO and board chair on January 6, 2020, we believe that the company now has a terrific leader, with an excellent
background in energy and energy-related technology, an extensive network of industry relationships, the ability to inspire FTK’s executive team and employees, and an equity-focused contract which aligns him with shareholders and which will
reward him if he drives the company back to profitability and multiplies its share price. After only two months on the job, we believe that his impact on corporate culture and company morale has been extremely positive;
|
¾
|
FTK’s management team seems to us to be the best we’ve seen during our time as a shareholder, with a new CEO, CFO, General Counsel, EVP-Sales, and
EVP-Operations joining the company since the end of 2018;
|
¾
|
The quality of board governance, engagement, and oversight has improved and continues improving; and
|
¾
|
FTK’s new CEO now has its management and staff tightly focused on doing “the right stuff:” driving over $15M more in cost reduction after FTK took
out more than $50M in the prior nine quarters; protecting balance sheet strength; visiting and listening to customers to provide them with proven productivity solutions which could drive revenue growth in a challenging environment; and
making smart asset allocation decisions which build, rather than dissipate, shareholder value.
|
Fund
|
Transaction Date
|
Shares Bought
|
Price
|
D3 Family Fund LP
|
03/11/2020
|
147,069
|
0.99
|
D3 Family Bulldog Fund LP
|
03/11/2020
|
363,618
|
0.99
|
Haredale Ltd
|
03/11/2020
|
18,918
|
0.99
|
D3 Family Fund LP
|
03/12/2020
|
76,451
|
0.90
|
D3 Family Bulldog Fund LP
|
03/12/2020
|
151,600
|
0.90
|
Haredale Ltd
|
03/12/2020
|
7,146
|
0.90
|
D3 Family Fund LP
|
03/13/2020
|
76,451
|
1.01
|
D3 Family Bulldog Fund LP
|
03/13/2020
|
151,601
|
1.01
|
Haredale Ltd
|
03/13/2020
|
7,146
|
1.01
|
Exhibit 99.1 |
Joint Filing Agreement to Schedule 13D by and among D3 Family Fund, L.P., D3 Family Bulldog Fund, L.P., Haredale Ltd., Nierenberg Investment Management Company, Inc. and David Nierenberg dated as of March 16,
2020.
|
This ‘SC 13D’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 3/16/20 | 10-K/A | ||
3/12/20 | ||||
3/6/20 | 10-K, 3, 4, 8-K | |||
3/3/20 | 4, 8-K | |||
1/6/20 | 3, 8-K | |||
List all Filings |