Current Report Filing (8-k)
November 20 2017 - 4:05PM
Edgar (US Regulatory)
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): November 16, 2017
Flotek Industries, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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001-13270
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90-0023731
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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10603 W. Sam Houston Pkwy N., Suite 300
Houston, Texas
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77064
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(Address of principal executive offices)
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(Zip Code)
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Registrants 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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth
company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 4.01
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Changes in Registrants Certifying Accountant.
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Effective November 16, 2017,
Hein & Associates LLP (Hein), the independent registered public accounting firm for Flotek Industries, Inc. (the Company), combined with Moss Adams LLP (Moss Adams). As a result of this transaction, on
November 16, 2017, Hein resigned as the independent registered public accounting firm for the Company. Concurrent with such resignation, the Companys audit committee approved the engagement of Moss Adams as the new independent registered
public accounting firm for the Company.
The audit reports of Hein on the Companys financial statements for the years ended
December 31, 2016 and 2015 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles.
During the two most recent fiscal years ended December 31, 2016 and through the subsequent interim period preceding Heins
resignation, there were no disagreements between the Company and Hein on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of
Hein would have caused them to make reference thereto in their reports on the Companys financial statements for such years.
During
the two most recent fiscal years ended December 31, 2016 and through the subsequent interim period preceding Heins resignation, there were no reportable events within the meaning set forth in Item 304(a)(1)(v) of Regulation
S-K.
During the two most recent fiscal years ended December 31, 2016 and through the subsequent
interim period preceding Moss Adams engagement, the Company did not consult with Moss Adams on either (1) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that
may be rendered on the Companys financial statements, and Moss Adams did not provide either a written report or oral advise to the Company that Moss Adams concluded was an important factor considered by the Company in reaching a decision as to
the accounting, auditing or financial reporting issue; or (2) any matter that was either the subject of a disagreement, as defined in Item 304(a)(1)(iv) of Regulation
S-K,
or a reportable event, as
defined in Item 304(a)(1)(v) of Regulation
S-K.
The Company has provided Hein a copy of the
disclosures in this Form
8-K
and has requested that Hein furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the Companys statements herein.
A copy of the letter dated November 20, 2017 is filed as Exhibit 16.1 to this Form
8-K.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
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.
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FLOTEK INDUSTRIES, INC.
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Date: November 20, 2017
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/s/ H. Richard Walton
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H. Richard Walton
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Executive Vice President and Chief Financial Officer
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