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
1,384,653
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,384,653
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,384,653
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.9%
|
||
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
2,772,333
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
2,772,333
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,772,333
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.9%
|
||
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
128,424
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
128,424
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
128,424
|
||
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
4,285,410
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
4,285,410
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,285,410
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ] |
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.0%
|
||
14
|
TYPE OF REPORTING PERSON
CO
|
1
|
NAME OF REPORTING PERSONS
David Nierenberg
|
||
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
156,337
|
|
OWNED BY
EACH
REPORTING
|
8
|
SHARED VOTING POWER
4,285,410
|
|
PERSON
WITH
|
9
|
SOLE DISPOSITIVE POWER
156,337
|
|
10
|
SHARED DISPOSITIVE POWER
4,285,410
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,441,747
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES [ ]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.2%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
• |
Even after 10 prior quarters of substantial cost reduction, FTK further reduced cost so much during Q2 ’20 that while revenue fell sequentially by 54.3%, EBITDA only fell 4.0%.
|
• |
FTK is no longer exclusively focused on specialty chemicals for fracking, which is deeply cyclical. By acquiring JP3, a leading innovator of laser spectrographic measurement of fluids and gasses flowing through
pipelines, FTK now addresses a $2B global market opportunity with a competitive technological solution and the prospect of recurring digital revenue. And with internal development of hand and surface sanitizer products, based on FTK’s
advantages in procurement, blending, logistics and manufacturing under ISO certification and compliance with FDA policies, FTK has entered the growing multi-billion dollar domestic sanitizer market, right before temporarily approved competing
products must withdraw permanently from the market.
|
• |
Two legacy members of the board of directors have been succeeded by new directors Kevin W. Brown and Harsha V. Agadi, bringing deep knowledge of two of FTK’s served markets: the refinery industry served by JP3, and
service industries, such as restaurants and hotels, served by FTK’s sanitizer business. The board’s audit and compensation committee both have new chairs.
|
• |
In addition to hiring John Gibson to be Chairman and CEO, FTK has strengthened its management team by adding Michael E. Borton to be its CFO, TengBeng Koid to be President of Global Business, Nicholas J. Bigney to
be Senior Vice President and General Counsel, and promoting Ryan Ezell to President, Chemistry Technologies.
|
Fund
|
Trade Date
|
Shares Bought
|
Price
|
D3 Family Fund LP
|
8/20/2020
|
53,085
|
1.85
|
D3 Family Bulldog Fund LP
|
8/20/2020
|
127,809
|
1.85
|
Haredale Ltd
|
8/20/2020
|
4,106
|
1.85
|
D3 Family Fund LP
|
8/21/2020
|
60,536
|
1.95
|
D3 Family Bulldog Fund LP
|
8/21/2020
|
121,204
|
1.95
|
Haredale Ltd
|
8/21/2020
|
5,615
|
1.95
|
D3 Family Fund LP
|
8/24/2020
|
102,681
|
2.11
|
D3 Family Bulldog Fund LP
|
8/24/2020
|
205,587
|
2.11
|
Haredale Ltd
|
8/24/2020
|
9,524
|
2.11
|
D3 Family Fund LP
|
9/01/2020
|
775
|
2.30
|
D3 Family Bulldog Fund LP
|
9/01/2020
|
1,553
|
2.30
|
Haredale Ltd
|
9/01/2020
|
72
|
2.30
|
D3 Family Fund LP
|
9/02/2020
|
46,932
|
2.40
|
D3 Family Bulldog Fund LP
|
9/02/2020
|
93,966
|
2.40
|
Haredale Ltd
|
9/02/2020
|
4,352
|
2.40
|