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): August 20, 2018 (August 17, 2018)
KEY ENERGY SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-08038 | 04-2648081 | ||
(State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1301 McKinney Street, Suite 1800
Houston, Texas 77010
(Address of principal executive offices and Zip Code)
713-651-4300
(Registrants telephone number, including area code)
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:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 19, 2018, Key Energy Services, Inc. (the Company) announced that the Board of Directors (the Board) appointed Robert Saltiel as President, Chief Executive Officer and director of the Company, each effective as of August 20, 2018. Robert Drummond resigned as a director of the Company concurrent with Mr. Saltiels appointment as director.
Biographical Background
Mr. Saltiel, age 55, most recently served as President, Chief Executive Officer and director of Atwood Oceanics, a publicly-traded offshore drilling contractor headquartered in Houston, Texas, from 2009 until Atwood Oceanics sale to Ensco plc in October of 2017. Prior to that, Mr. Saltiel served in various senior management roles, including Chief Operating Officer, at Transocean Ltd. Mr. Saltiel holds a BSE in Chemical Engineering from Princeton University and an MBA from Northwestern University.
Mr. Saltiel will not be deemed independent and is not currently expected to serve on any of the Boards committees. Mr. Saltiel has no family relationships with any director, executive officer or person nominated or chosen by the Company to become a director or executive officer of the Company, and he is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Employment Agreement with Mr. Saltiel
On August 17, 2018, the Company entered into an employment agreement with Mr. Saltiel (the Employment Agreement) establishing his compensation as President and Chief Executive Officer. Under the Employment Agreement, Mr. Saltiels initial compensation will consist of an annual base salary of $750,000, an annual incentive award target of 100% of base salary (which for 2018 will be paid based on target performance and prorated for the portion of the year during which he is employed by the Company), an annual long-term incentive award of $1.25 million in the form of time-vesting restricted stock units (RSUs) that vest over 3 years and a special sign-on award of $2 million in the form of time-vesting RSUs that vest over 3 years. The 2018 long-term incentive award and sign-on award were granted on August 20, 2018 on the form of time-vested restricted stock unit award agreement (the RSU Award Agreement) included in the Employment Agreement. Beginning in 2019, Mr. Saltiels annual base salary will increase to $800,000. Mr. Saltiels annual long-term incentive award target will be no less than $3.5 million for 2019 and no less than $3.75 million thereafter, and such annual long-term incentive awards will be in the form of RSUs (with at least 50% of the RSUs subject to time-based vesting and the remaining RSUs subject to performance-based vesting).
Mr. Saltiel will be entitled to cash severance equal to two times the sum of his base salary plus target annual incentive award upon a termination by the Company without Cause (as defined in the Employment Agreement), or enhanced cash severance equal to three times the sum of his base salary plus target annual incentive award upon a termination by the Company without Cause or a termination by Mr. Saltiel for Good Reason (as defined in the Employment Agreement), in each case within 2 years following a Change in Control (as defined in the Employment Agreement). Mr. Saltiels time-vesting equity awards, including his sign-on RSUs, will vest upon a termination by the Company without Cause, and his special sign-on RSUs will vest upon a termination by Mr. Saltiel for Good Reason within 2 years following a Change in Control.
The foregoing description does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Employment Agreement and the RSU Award Agreement, copies of which are filed hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and are incorporated herein by reference.
Item 7.01 | Regulation FD Disclosure. |
On August 19, 2018, the Company issued a press release announcing Mr. Saltiels appointment as President, Chief Executive Officer and director of the Company. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished pursuant to this Item 7.01 and Exhibit 99.1 shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
The following exhibits are filed as part of this Current Report on Form 8-K:
SIGNATURE
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.
KEY ENERGY SERVICES, INC. | ||||||
Date: August 20, 2018 | By: | /s/ Katherine I. Hargis | ||||
Katherine I. Hargis | ||||||
Senior Vice President, General Counsel & Corporate Secretary |
Exhibit 10.1
EMPLOYMENT AGREEMENT
This Employment Agreement (the Agreement), dated as of August 17, 2018, is by and between Key Energy Services, Inc., a Delaware corporation (together with its subsidiaries and affiliates, the Company), with its principal offices at 1301 McKinney Street, Suite 1800, Houston, Texas 77010, and Robert Saltiel (Executive).
Recitals
WHEREAS, the Company and Executive desire to set forth the terms upon which Executive will enter into employment with the Company;
NOW, THEREFORE, in consideration of the premises and the mutual covenants set forth below, the parties hereby agree as follows:
Agreement
1. Employment. The Company hereby agrees to employ Executive, and Executive hereby accepts such employment, on the terms and conditions hereinafter set forth.
2. Term. The term of Executives employment hereunder by the Company will commence on August 20, 2018 or such earlier date mutually selected by the parties (the Effective Date) and will continue for three years thereafter (the Initial Period). Following the Initial Period, the term will automatically renew for one-year periods unless either party notifies the other party of nonrenewal at least 90 days prior to the end of the Initial Period or such one-year period (the Initial Period and any subsequent renewal periods, the Employment Period).
3. Position and Duties. During the Employment Period, Executive will serve as President and Chief Executive Officer of the Company and will report to the Companys board of directors (the Board). Executive will have those powers and duties normally associated with the position of President and Chief Executive Officer of a publicly traded company and such other powers and duties as may be prescribed by or at direction of the Board, provided that such other powers and duties are consistent with Executives position as President and Chief Executive Officer of the Company. Additionally, Executive will be appointed to the Board as of the Effective Date, and the Company will use its best efforts to cause Executive to be nominated for re-election to the Board at each annual meeting during the Employment Period. Executive will devote substantially all of Executives working time, attention and energies during normal business hours (other than absences due to illness or vacation) to the performance of his duties for the Company. Without the consent of the Board, during the Employment Period, Executive will not serve on the board of directors, trustees or any similar governing body of any for-profit entity. Notwithstanding the above, Executive will be permitted, to the extent such activities do not interfere with the performance by Executive of his duties and responsibilities hereunder or violate Section 10(a), (b), (c) or (d) of this Agreement, to (a) manage Executives (and his immediate familys) personal, financial and legal affairs, and (b) serve, with the prior approval of the Board, on civic or charitable boards or committees (it being expressly understood and agreed that Executives continuing to serve on the boards and/or committees on which Executive is serving, or with which Executive is otherwise associated, as of the Effective Date (each of which has been disclosed to the Company on a list provided to the Company by Executive coincident with the execution of this Agreement), will be deemed not to interfere with the performance by Executive of his duties and responsibilities under this Agreement).
4. Place of Performance. The place of employment of Executive will be at the Companys offices in Houston, Texas.
5. Compensation and Related Matters.
(a) Base Salary. During the Employment Period, the Company will pay Executive a base salary (Base Salary) at the annual rate of not less than (i) during fiscal year 2018, $750,000 and (ii) after fiscal year 2018, no less than $800,000. Executives Base Salary will be paid in approximately equal installments in accordance with the Companys customary payroll practices. If Executives Base Salary is increased by the Company, such increased Base Salary will then constitute the Base Salary for all purposes of this Agreement.
(b) Annual Incentive Bonus. During the Employment Period, Executive will be entitled to receive an annual target incentive bonus of not less than 100% of Base Salary, payable in cash. The annual incentive bonus for fiscal year 2018 will be determined as a prorated portion (based upon the number of days from the Effective Date through the end of the fiscal year) of $750,000.
(c) Annual Long-Term Incentive Awards. During the Employment Period, Executive will be eligible to receive annual grants under the Companys long-term incentive compensation plans (the LTI Plans). With respect to the fiscal year 2018 annual grant, on or as soon as reasonably practicable following the Effective Date, the Company will grant Executive a number of time-vesting restricted stock units equal to (i) $1,250,000 divided by (ii) the closing price of a share of Company common stock on the New York Stock Exchange on the last trading date prior to the grant date, rounded down to the nearest whole number. The fiscal year 2018 annual grant will vest in equal annual installments on the first three anniversaries of the grant date, subject to continued employment with the Company through each vesting date, and will be granted on the form of award agreement attached hereto as Annex A. Thereafter, annual grants (A) will have a grant date target value of no less than $3,500,000 for fiscal year 2019 and $3,750,000 for fiscal year 2020, respectively, and thereafter annual grants will have a grant date target value of no less than $3,750,000, (B) will be in the form comprised of no less than fifty percent (50%) time-vesting and the remainder performance-vesting restricted stock units, as determined by the Board in its sole discretion, (C) will be subject to the terms of the applicable LTI Plan and award agreement, to the extent consistent with this Agreement, and (D) will be made on or before April 30 of each calendar year starting with the fiscal 2019 awards.
(d) Special Sign-On Equity Award. On or as soon as reasonably practicable following the Effective Date, the Company will grant Executive a number of time-vesting restricted stock units (the Initial RSU Award) equal to (i) $2,000,000 divided by (ii) the closing price of a share of Company common stock on the New York Stock Exchange on the last trading date prior to the grant date, rounded down to the nearest whole number. The Initial RSU Award will vest in equal annual installments on the first three anniversaries of the grant date, subject to continued employment with the Company through each vesting date, and will be granted on the form of award agreement attached hereto as Annex A.
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(e) Benefits. During the Employment Period, Executive will be entitled to participate in such 401(k) and employee welfare and benefit plans and programs of the Company as are made available to the Companys senior level executives or to its employees generally, as such plans or programs may be in effect from time to time, including, without limitation, health, medical, dental, long-term disability and life insurance plans. During the Employment Period, Executive will be entitled to the use of any club memberships that the Company may hold from time to time.
(f) Expense Reimbursement. The Company will promptly reimburse Executive for all reasonable business expenses upon the presentation of reasonably itemized statements of such expenses in accordance with the Companys policies and procedures now in force or as such policies and procedures may be modified with respect to all senior executive officers of the Company.
(g) Vacation. Executive will be entitled to twenty business days of vacation annually, which number will be prorated for any fiscal year during the Employment Period for which Executive is employed for less than the entire fiscal year.
6. Reasons for Termination of Employment. Executives employment hereunder may be terminated during the Employment Period under the following circumstances:
(a) Death. Executives employment hereunder will terminate upon his death.
(b) Disability. If, as a result of Executives incapacity due to physical or mental illness, Executive will have been substantially unable to perform his duties hereunder for a continuous period of 180 days, the Company may terminate Executives employment hereunder for Disability. During any period that Executive fails to perform his duties hereunder as a result of incapacity due to physical or mental illness, Executive will continue to receive his full Base Salary set forth in Section 5(a) until his employment terminates.
(c) Cause. The Company may terminate Executives employment for Cause. For purposes of this Agreement, the Company will have Cause to terminate Executives employment upon Executives:
(i) gross negligence in the performance of his duties;
(ii) willful, material failure to perform his duties (other than such failure resulting from the Participants incapacity due to physical or mental illness) that Executive fails to remedy to the reasonable satisfaction of the Company within thirty days after written notice is delivered by the Company to Executive that sets forth the basis of Executives failure to perform his duties;
(iii) willful engagement in conduct which is, or can reasonably be expected to be, materially injurious to the Company (monetarily or otherwise), including, but not limited to, a willful breach of the provisions of Section 10; or
(iv) conviction of, or plea of guilty or no contest to, a misdemeanor involving moral turpitude or any felony.
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For purposes of this Section 6(c), no act, or failure to act, by Executive will be considered gross negligence or willful if taken or omitted in the good faith belief that the act or omission was in, or not opposed to, the best interests of the Company.
(d) Good Reason. Executive may terminate his employment for Good Reason upon the occurrence of any of the following events without Executives consent within two years following a Change in Control:
(i) a material diminution in Base Salary (except in conjunction with an across-the-board base salary reduction that affects similarly situated employees of the Company), authority, duties or responsibilities from those in effect immediately prior to the date a Change in Control occurs;
(ii) a move of more than fifty miles in the geographic location at which Executive must perform services from the location at which Executive was required to perform services immediately prior to the date a Change in Control occurs; or
(iii) any other action or inaction by the Company that constitutes a material breach of this Agreement within two years following a Change in Control.
In order for a resignation to be considered a termination for Good Reason under this Agreement, (A) Executive must provide notice to the Company of the existence of one of the above events within ninety (90) days of the initial existence of such condition, (B) the Company must be provided thirty (30) days from the date of Executives notice to remedy that condition, if curable (the Cure Period), (C) the condition must not have been remedied by the Company during the Cure Period and (D) the termination must occur within one hundred and twenty (120) days of the initial existence of the condition giving rise to Good Reason.
(e) Without Cause. The Company may terminate Executives employment hereunder without Cause by providing Executive with a Notice of Termination (as defined in Section 7). In the event this Agreement does not automatically renew at the expiration of the Initial Period or a renewal period as a result of the Company providing notice of non-renewal as set forth in Section 2 of this Agreement, the non-renewal shall be treated as a termination of Executives employment by the Company without Cause and notice of same. This means that, notwithstanding this Agreement, with regard to the term of Executives employment, Executives employment with the Company will be at will.
(f) Without Good Reason. Executive may terminate Executives employment hereunder without Good Reason by providing the Company with a Notice of Termination.
7. Termination of Employment Procedure.
(a) Notice of Termination. Any termination of Executives employment by the Company or by Executive during the Employment Period (other than termination pursuant to Section 6(a)) will be communicated by written Notice of Termination to the other party hereto in accordance with Section 13. For purposes of this Agreement, a Notice of Termination means a notice indicating the specific termination provision in this Agreement relied upon and will set forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of Executives employment under the provision so indicated if the termination is based on Sections 6(b), (c) or (d). The failure by Executive
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or the Company to set forth in the Notice of Termination any fact or circumstance which contributes to a showing of Good Reason or Cause will not waive any right of Executive or the Company, respectively, under this Agreement or preclude Executive or the Company, respectively, from asserting such fact or circumstance in enforcing Executives or the Companys rights hereunder.
(b) Date of Termination. Date of Termination means (i) if Executives employment is terminated by his death, the date of his death; (ii) if Executives employment is terminated pursuant to Section 6(b) (Disability), the date set forth in the Notice of Termination; and (iii) if Executives employment is terminated for any other reason, the date on which a Notice of Termination is given or any later date (within no more than 45 days after the giving of such notice) set forth in such Notice of Termination; provided, however, that if such termination is due to a Notice of Termination by Executive, the Company will have the right to accelerate such notice and make the Date of Termination the date of the Notice of Termination or such other date prior to Executives intended Date of Termination as the Company deems appropriate, which acceleration will in no event be deemed a termination by the Company without Cause or constitute Good Reason. If Executives employment is terminated by the Company for any reason other than death, Disability or Cause, during such notice period the Company may reassign Executives duties to another person or other persons which reassignment will in no event be deemed to constitute Good Reason.
(c) Removal from any Boards and Position. Upon the termination of Executives employment with the Company for any reason, he will be deemed to resign (i) from the Board and from the board of directors of any subsidiary of the Company and/or any other board to which he has been appointed or nominated by or on behalf of the Company, and (ii) from any position with the Company or any subsidiary of the Company, including, but not limited to, as an officer and director of the Company and any of its subsidiaries. Executive agrees to execute any resignation that the Company determines to be necessary or appropriate to give effect to this Section 7(c).
8. Compensation upon Termination of Employment. This Section provides the payments and benefits to be paid or provided to Executive as a result of his termination of employment. Except as provided in this Section 8, Executive will not be entitled to any payments or benefits from the Company as a result of the termination of his employment, regardless of the reason for such termination.
(a) Termination for Any Reason. Following the termination of Executives employment, regardless of the reason for such termination and including, without limitation, a termination of his employment by the Company for Cause or by Executive without Good Reason or upon expiration of the Employment Period, the Company will:
(i) pay Executive (or his estate in the event of his death) as soon as practicable following the Date of Termination (A) any earned but unpaid Base Salary and (B) any accrued and unused vacation pay through the Date of Termination;
(ii) reimburse Executive as soon as practicable following the Date of Termination for any amounts due to Executive pursuant to Section 5(f) (unless such termination occurred as a result of misappropriation of funds); and
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(iii) provide Executive with any compensation and/or benefits as may be due or payable to Executive in accordance with the terms and provisions of any employee benefit plans or programs of the Company.
Upon any termination of Executives employment hereunder, except as otherwise provided herein, Executive (or his beneficiary, legal representative or estate, as the case may be, in the event of his death) will be entitled to such rights in respect of any equity awards theretofore made to Executive, and to only such rights, as are provided by the plan or the award agreement pursuant to which such equity awards have been granted to Executive or other written agreement or arrangement between Executive and the Company.
(b) Qualifying CIC Termination; Qualifying Non-CIC Termination. If Executives employment is terminated (y) by the Company without Cause or by Executive for Good Reason, in either case within two years following a Change in Control (a Qualifying CIC Termination) or (z) by the Company without Cause other than within two years following a Change in Control (a Qualifying Non-CIC Termination), Executive will be entitled to the payments and benefits provided in Section 8(a) hereof and, in addition, the Company will, subject to Section 8(e), provide to Executive (i) a lump sum amount equal to the Severance Amount, (ii) the Pro Rata Bonus paid at the time bonuses are paid to similarly situated employees of the Company, (iii) the Medical Benefits, (iv) the Equity Vesting Benefits and (v) the Outplacement Benefit.
(i) The Severance Amount will be equal to:
(A) if such termination is a Qualifying CIC Termination, three times the sum of Executives (x) current Base Salary, and (y) target annual incentive bonus; or
(B) if such termination is a Qualifying Non-CIC Termination, two times the sum of Executives (x) current Base Salary, and (y) target annual incentive bonus.
(ii) The Pro Rata Bonus will be equal to (A) if such termination is a Qualifying CIC Termination, the greater of Executives target annual incentive bonus or the annual incentive bonus earned in the year of termination based on actual performance or (B) if such termination is a Qualifying Non-CIC Termination, Executives annual incentive bonus earned in the year of termination based on actual performance, in either case multiplied by the number of days in the year of termination up to and including the Date of Termination and divided by 365.
(iii) The Medical Benefits require the Company to provide Executive medical insurance coverage on the same basis (including the applicable cost of coverage) as that provided to other senior executives of the Company (which may be provided pursuant to the Consolidated Omnibus Budget Reconciliation Act) for two years following the Date of Termination. If this agreement to provide benefits continuation raises any compliance issues or impositions of penalties under the Patient Protection and Affordable Care Act or other applicable law, then the parties agree to modify this Agreement so that it complies with the terms of such laws without impairing the economic benefit to Executive.
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(iv) The Equity Vesting Benefits mean (A) with respect to the Initial RSU Award, full accelerated vesting on the Date of Termination and (B) with respect to all other awards outstanding under the LTI Plans, treatment in accordance with the terms of this Agreement and the applicable plan and award agreement, provided that such awards will vest upon a Qualifying CIC Termination (with performance-based awards earned based on assumed achievement of the greater of target performance or actual performance). In the event of a Qualifying Non-CIC Termination, Equity Vesting Benefits mean, with respect to time-vesting awards, full vesting of any such unvested units on the Date of Termination.
(v) The Outplacement Benefit means the Company will pay for outplacement assistance of up to $15,000 in the aggregate over the two-year period following the Date of Termination.
(vi) Change in Control means:
(A) the consummation of a merger, consolidation, statutory share exchange or similar form of corporate transaction or event (a Business Combination) involving the Company, unless immediately following such Business Combination: (y) the holders of the Companys voting securities immediately prior to the Business Combination hold at least 60% of the total voting power of (1) the entity resulting from such Business Combination (the Surviving Entity) or (2) if applicable, the parent company that directly or indirectly has beneficial ownership of at least 95% of the voting power, and (z) at least a majority of the members of the board of directors of the parent (or, if there is no parent, the Surviving Entity) following the consummation of the Business Combination were Incumbent Directors (as defined below) at the time of the Boards approval of the execution of the initial agreement providing for such Business Combination;
(B) the consummation of a sale of all or substantially all of the Companys assets (other than to Platinum Equity Advisors, LLC or any of its affiliates (collectively, Platinum)); or
(C) the stockholders of the Company approve a plan of complete dissolution or liquidation of the Company.
Notwithstanding anything to the contrary in this Agreement, no sale or other transfer of Company securities by Platinum in one or a series of related transactions, and no change in the composition of the Board as a result of any such transaction or series of related transactions, shall be deemed a Change in Control. Incumbent Director means an individual who is a member of the Board as of the date of this Agreement or who becomes a member of the Board subsequent to the date of this Agreement and whose election or nomination for election is approved by a vote of at least two-thirds of the Incumbent Directors then on the Board (either by a specific vote or by approval of the Company proxy statement in which such person is named as a nominee for director, without written objection to such nomination); provided, however, that no individual initially elected or nominated as a director of the Company as a result of an actual or publicly threatened election contest with respect to directors or as a result of any other actual or publicly threatened solicitation of proxies by or on behalf of any person other than the Board will be deemed to be an Incumbent Director.
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(c) Disability. In the event Executives employment is terminated for Disability pursuant to Section 6(b), Executive will be entitled to the payments and benefits provided in Section 8(a) hereof.
(d) Death. If Executives employment is terminated by his death, Executives beneficiary, legal representative or estate, as the case may be, will be entitled to the payments and benefits provided in Section 8(a) hereof.
(e) Condition to Payment. As a condition to the payments and other benefits set forth in this Section 8 (other than payments and benefits provided in Section 8(a) hereof), Executive must execute a separation and general release agreement (the Release) in substantially the form typically used by the Company in connection with severance pay modified to reflect the terms of this Agreement. Subject to Section 16 hereof, any lump sum payments provided pursuant to this Section 8 will be paid to Executive within thirty days after such Release becomes effective; provided, however, that if Executives Date of Termination occurs on or after November 1 of a given calendar year, such payment will, subject to Section 16 hereof, be paid in January of the immediately following calendar year.
9. Section 280G. In the event that any payments or benefits otherwise payable to Executive (a) constitute parachute payments within the meaning of Section 280G of the Code, and (b) but for this Section 9, would be subject to the excise tax imposed by Section 4999 of the Code, then such payments and benefits will be either (i) delivered in full, or (ii) delivered as to such lesser extent that would result in no portion of such payments and benefits being subject to excise tax under Section 4999 of the Code, whichever of the foregoing amounts, taking into account the applicable federal, state and local income and employment taxes and the excise tax imposed by Section 4999 of the Code (and any equivalent state or local excise taxes), results in the receipt by Executive on an after-tax basis, of the greatest amount of benefits, notwithstanding that all or some portion of such payments and benefits may be taxable under Section 4999 of the Code. Any reduction in payments and/or benefits required by this provision will occur in the following order: (x) reduction of cash payments; (y) reduction of vesting acceleration of equity awards; and (z) reduction of other benefits paid or provided to Executive. In the event that acceleration of vesting of equity awards is to be reduced, such acceleration of vesting will be cancelled in the reverse order of the date of grant for equity awards. If two or more equity awards are granted on the same date, each award will be reduced on a pro-rata basis.
10. Confidential Information, Ownership of Documents; Non-Competition; Non-Solicitation.
(a) Confidential Information.
(i) In the course of Executives employment with the Company and the performance of Executives duties on behalf of the Company, Executive will be provided with, and will have access to Confidential Information (as defined below). In consideration, and as a condition, of Executives receipt of and access to Confidential Information, and as a condition of the Companys entry into this Agreement, Executive, both during the
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Employment Period and thereafter, shall not disclose any Confidential Information to any person or entity and shall not use any Confidential Information except for the benefit of the Company or with the express written consent of the Board. Executive shall follow all Company policies and protocols regarding the security of all documents and other material containing Confidential Information (regardless of the medium on which such Confidential Information is stored). This Section 10(a) shall apply to all Confidential Information, whether known or later to become known to Executive during the period that Executive is employed or affiliated with the Company.
(ii) As used herein, Confidential Information means all non-public or proprietary information of, or related to, the Company, including, without limitation, all designs, ideas, concepts, improvements, product developments, discoveries and inventions, whether patentable or not, that (A) are acquired by or disclosed to Executive during the period that Executive is or has been employed or affiliated with the Company (whether acquired or disclosed during business hours or otherwise and whether acquired or disclosed on the Companys premises or otherwise) or (B) relate to the businesses or properties, products or services of the Company (including all such information relating to technical information, including engineering and scientific research, development, methodology, devices and processes; formulas and chemical compositions; blueprints, designs and drawings; financial information, budgets, projections and results; business and marketing plans, strategies, and programs; employee and contractor lists and records; business methods, and operating and production procedures; pricing, sales data, prospect and customer lists and information; supplier and vendor lists and information; terms of commercial contracts, as well as all such information relating to corporate opportunities, operations, future plans, methods of doing business, business plans, strategies for developing business and market share, research, financial and sales data, pricing terms, evaluations, opinions, interpretations, acquisition prospects, the identity of customers or acquisition targets or their requirements, the identity of key contacts within customers organizations or within the organization of acquisition prospects, or marketing and merchandising techniques, prospective names and marks). Moreover, all documents, presentations, drawings, memoranda, notes, records, files, correspondence, manuals, models, specifications, computer programs, e-mail, voice mail, electronic databases, maps, data, models and all other writings or materials of any type including or embodying any Confidential Information shall be the sole and exclusive property of the Company and is subject to the same restrictions on disclosure applicable to all Confidential Information as set forth above. Confidential Information does not include any information that is or becomes generally available to the public other than as a result of a disclosure or wrongful act of Executive or any of Executives agents or which was known to Executive prior to his employment with the Company.
(b) Permitted Disclosure. Notwithstanding the foregoing, or any other provision of this Agreement:
(i) Executive shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is: (A) made (y) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, and (z) solely for the purpose of reporting or investigating a suspected violation of law; (B) made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (C) protected under the whistleblower provisions of applicable law;
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(ii) In the event Executive files a lawsuit for retaliation by the Company for Executives reporting of a suspected violation of law, Executive may (A) disclose a trade secret to Executives attorney and (B) use the trade secret information in the court proceeding related to such lawsuit, in each case, if Executive (y) files any document containing such trade secret under seal; and (z) does not otherwise disclose such trade secret, except pursuant to court order; and
(iii) nothing shall prevent Executive from lawfully, and without obtaining prior authorization from the Company, (A) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by the U.S. Securities and Exchange Commission (the SEC) or any other governmental or regulatory agency, entity, or official(s) (collectively, Governmental Authorities) regarding a possible violation of any law; (B) responding to any inquiry or legal process directed to an employee individually from any Governmental Authority; (C) testifying, participating or otherwise assisting in an action or proceeding by any Governmental Authorities relating to a possible violation of law, including providing documents or other confidential information to Governmental Authorities; or (D) receiving an award for information provided to the SEC or any other Governmental Authority. Neither this Agreement nor any other agreement between Executive and the Company shall be construed or applied to require Executive to obtain prior authorization from the Company before engaging in any of the foregoing conduct referenced in this Section 10(b), or to notify the Company of having engaged in any such conduct.
(c) Non-Competition; Non-Solicitation.
(i) As an inducement for the Company to hire Executive and enter into this Agreement, and in order to protect the Confidential Information, and the Companys goodwill, Executive voluntarily agrees to the covenants set forth in this Section 10(c). Executive agrees and acknowledges that the limitations and restrictions set forth herein, including the geographical and temporal restrictions on certain activities, are reasonable in all respects and not oppressive and are a material and substantial part of the Companys willingness to enter into this Agreement, and are intended and necessary to protect the Companys Confidential Information, goodwill, and substantial and legitimate business interests.
(ii) Executive agrees that during the Prohibited Period, Executive shall not, without prior written approval of the Company, directly or indirectly, for Executive, or on behalf of or in conjunction with any other person or entity of whatever nature:
(A) engage in or carry on within the Market Area in competition with the Company or any of its subsidiaries in any aspect of the Business, which prohibition shall prevent Executive from directly or indirectly: (y) owning, managing, operating, becoming an officer or director of any person or entity primarily engaged in, or planning to primarily engage in, the Business in the Market Area in competition, or anticipated competition, with the Company, or (z) in the Market Area, joining, becoming employee or consultant of, or otherwise being affiliated with any person or entity primarily engaged in, or planning to primarily engage in, the Business in the Market Area in competition, or anticipated competition, with the Company (in each case, with respect to this clause (z), in any capacity in which
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Executives duties are the same or similar to those performed for the Company) for purposes of this provision, primarily engage means that at least twenty percent (20%) of the gross revenue of a person or entitys business is from business directly competitive with the Business;
(B) appropriate any Business Opportunity of, or relating to, the Company located in the Market Area;
(C) within the Market Area, solicit, canvass, approach, encourage, entice or induce any customer or supplier of the Company with whom or which Executive had contact in the last twenty-four months of his employment with the Company or about whom or which Executive obtained Confidential Information to cease or lessen such customers or suppliers business with the Company in the Business; or
(D) solicit, canvass, approach, encourage, entice or induce any employee or contractor of the Company to terminate his, her or its employment or engagement therewith, excluding general advertisements and solicitations not targeted at the employees or contractors of the Company.
(E) Notwithstanding the above-referenced limitations in Sections 10(c)(ii)(A), (B) and (C), such limitations shall not apply following the termination of Executives employment with the Company in those portions of the Market Area located within the State of Oklahoma. Instead, Executive agrees that, during the portion of the Prohibited Period that occurs after Executive is no longer employed by the Company, the restrictions on Executives activities within those portions of the Market Area located within the State of Oklahoma (in addition to those restrictions set forth in Sections 10(a) and 10(c)(ii)(D) herein) shall be as follows: Executive will not directly or indirectly solicit the sale of goods, services, or a combination of goods and services from the established customers of the Company.
(iii) For purposes of this Section 10(c), the following terms shall have the following meanings:
(A) Business means the business and operations that are the same or similar to those performed by the Company and for which Executive obtained Confidential Information or had direct or indirect responsibilities during the Employment Period, which business and operations include (if Executive obtained Confidential Information or had direct or indirect responsibilities with respect to such business and operations on behalf of the Company during the Employment Period): rig-based and coiled tubing-based well maintenance and workover services, well completion and recompletion services, fluid management services, and fishing and rental services.
(B) Business Opportunity shall mean any commercial, investment or other business opportunity relating to the Business.
(C) Market Area means: onshore land areas in the Continental United States in (y) each county in which Executive was based or performed
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material services on behalf of the Company; and (z) each of the following basins and oil and gas shale plays: Bakken, Barnett, Denver-Julesberg, Eagle Ford, Fayetteville, Granite Wash, Haynesville, Marcellus, Mississippi Lime, Niobrara, Permian, Powder River, SCOOP, STACK, Tuscaloosa, Williston, and Woodford; provided, however, a basin or play shall not be included within the Market Area if: (1) Executive had no direct or indirect responsibilities with respect to such basin or play during the last twenty-four months of Executives employment or engagement with the Company, or (2) Executive obtained no Confidential Information with respect the Companys Business in such basin or play.
(D) Prohibited Period shall mean the Employment Period and continuing for a period of twelve months following the end of the Employment Period.
(d) Return of Confidential Information. Upon the termination of Executives employment with the Company, and at any other time upon request of the Company, Executive shall promptly surrender and deliver to the Company all documents (including electronically stored information) and all copies thereof and all other materials of any nature containing or pertaining to all Confidential Information (including any Company-issued computer, mobile devise or other equipment) in Executives possession, custody or control and Executive shall not retain any such document or other materials or property.
(e) Validity. The terms and provisions of this Section 10 are intended to be separate and divisible provisions and if, for any reason, any one or more of them is held to be invalid or unenforceable, neither the validity nor the enforceability of any other provision of this Agreement will thereby be affected. The parties acknowledge that the potential restrictions on Executives future employment imposed by this Section 10 are reasonable in both duration and geographic scope and in all other respects. If for any reason any arbitrator or court of competent jurisdiction will find any provisions of this Section 10 unreasonable in duration or geographic scope or otherwise, Executive and the Company agree that the restrictions and prohibitions contained herein will be effective to the fullest extent allowed under applicable law in such jurisdiction and this Agreement shall thereby be reformed.
(f) Specific Performance. Because of the difficulty of measuring economic losses to the Company as a result of a breach of the foregoing covenants, and because of the immediate and irreparable damage that would be caused to the Company for which it would have no other adequate remedy, Executive agrees that the Company shall be entitled to enforce the foregoing covenants, in the event of a breach, by injunctions and restraining orders and that such enforcement shall not be the Companys exclusive remedy for a breach but instead shall be in addition to all other rights and remedies available to the Company, at law and equity.
(g) Notice to New Employers. Before Executive either applies for or accepts employment with any other person or entity while any of Sections 10(a), (c) or (d) is in effect, Executive will provide the prospective employer with written notice of the provisions of this Section 10 and will deliver a copy of the notice to the Company.
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(h) Continuing Operation. Except as specifically provided in this Section 10, the termination of Executives employment or of this Agreement will have no effect on the continuing operation of this Section 10.
(i) Third-Party Beneficiaries. Each of the subsidiaries and affiliates of Key Energy Services, Inc. that is not a signatory hereto shall be a third-party beneficiary of Executives representations, covenants and obligations set forth in this Section 10 and shall be entitled to enforce such representations, covenants and obligations as if a party hereto.
11. Indemnification and Directors and Officers Liability Insurance.
(a) The Company agrees that if Executive is made a party to or threatened to be made a party to any action, suit or proceeding, whether civil, criminal, administrative or investigative (a Proceeding), by reason of the fact that Executive is or was a trustee, director or officer of the Company or is or was serving at the request of the Company or any subsidiary or either thereof as a trustee, director, officer, member, employee or agent of another corporation or a partnership, joint venture, trust or other enterprise, including, without limitation, service with respect to employee benefit plans, whether or not the basis of such Proceeding is alleged action in an official capacity as a trustee, director, officer, member, employee or agent while serving as a trustee, director, officer, member, employee or agent, Executive will be defended, indemnified and held harmless by the Company to the fullest extent authorized by applicable law (including the advancement of applicable, reasonable legal fees and expenses), as the same exists or may hereafter be amended, against all claims, liabilities and expenses incurred or suffered by Executive in connection therewith, and such indemnification will continue as to Executive even if Executive has ceased to be an officer, director, trustee or agent, or is no longer employed by the Company and will inure to the benefit of his heirs, executors and administrators.
(b) Executive will be entitled to coverage under the Companys directors and officers liability insurance policy on the same terms as for the Companys other officers.
12. Successors; Binding Agreement.
(a) Companys Successors. No rights or obligations of the Company under this Agreement may be assigned or transferred except that the Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place.
(b) Executives Successors. No rights or obligations of Executive under this Agreement may be assigned or transferred by Executive other than his rights to payments or benefits hereunder, which may be transferred only by will or the laws of descent and distribution. If Executive dies following his Date of Termination while any amounts would still be payable to him hereunder if he had continued to live, all such amounts unless otherwise provided herein will be paid in accordance with the terms of this Agreement to such person or persons so appointed in writing by Executive, or otherwise to his legal representatives or estate.
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13. Notice. For the purposes of this Agreement, notices, demands and all other communications provided for in this Agreement will be in writing and will be deemed to have been duly given when delivered either personally or by United States certified or registered mail, return receipt requested, postage prepaid, addressed as follows:
If to Executive:
Address on file with the Company
If to the Company:
Key Energy Services, Inc.
1301 McKinney Street, Suite 1800
Houston, Texas 77010
Attention: General Counsel
14. Miscellaneous.
(a) Amendments. No provisions of this Agreement may be amended, modified, or waived unless such amendment or modification is agreed to in writing signed by Executive and by a duly authorized officer of the Company, and such waiver is set forth in writing and signed by the party to be charged. The invalidity or unenforceability of any provision or provisions of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, which will remain in full force and effect.
(b) Governing Law. The validity, interpretation, construction and performance of this Agreement will be governed in accordance with the laws of the State of Texas applicable to agreements made and to be performed entirely within such state, without giving effect to any choice or conflicts of laws principles which would cause the application of the domestic substantive laws of any other jurisdiction.
(c) Waiver of Jury Trial. To the extent permitted by law, Executive and the Company waive any and all rights to a jury trial with respect to any controversy or claim between Executive and the Company arising out of or relating to or concerning this Agreement.
15. Entire Agreement. This Agreement sets forth the entire agreement of the parties hereto in respect of the subject matter contained herein and supersedes all prior agreements, term sheets, promises, covenants, arrangements, communications, representations or warranties, whether oral or written, by any officer, employee or representative of any party hereto in respect of such subject matter. Any other prior agreement of the parties hereto in respect of the subject matter contained herein is hereby terminated and cancelled, other than any equity agreements or any compensatory plan or program in which Executive is a participant on the Effective Date.
16. Section 409A Compliance.
(a) This Agreement is intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the Code) (together with the applicable regulations thereunder, Section 409A). To the extent that any provision in this
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Agreement is ambiguous as to its compliance with Section 409A or to the extent any provision in this Agreement must be modified to comply with Section 409A (including, without limitation, Treasury Regulation 1.409A-3(c)), such provision will be read, or will be modified (with the mutual consent of the parties, which consent will not be unreasonably withheld), as the case may be, in such a manner so that all payments due under this Agreement will comply with Section 409A. For purposes of Section 409A, each payment made under this Agreement will be treated as a separate payment. In no event may Executive, directly or indirectly, designate the calendar year of payment.
(b) All reimbursements provided under this Agreement will be made or provided in accordance with the requirements of Section 409A, including, where applicable, the requirement that (i) any reimbursement is for expenses incurred during Executives lifetime (or during a shorter period of time specified in this Agreement), (ii) the amount of expenses eligible for reimbursement during a calendar year may not affect the expenses eligible for reimbursement in any other calendar year, (iii) the reimbursement of an eligible expense will be made on or before the last day of the calendar year following the year in which the expense is incurred, and (iv) the right to reimbursement is not subject to liquidation or exchange for another benefit.
(c) Executive further acknowledges that any tax liability incurred by Executive under Section 409A of the Code is solely the responsibility of Executive.
(d) Notwithstanding any provision of this Agreement to the contrary, to the extent necessary to comply with the restriction in Section 409A(a)(2)(B) of the Code concerning payments to specified employees (as defined in Section 409A), any payment (or portion thereof) on account of Executives separation from service that would otherwise be due hereunder within six months after such separation, but which is subject to mandatory delay to comply with 409A, will nonetheless be delayed until the first business day of the seventh month following Executives date of termination and the first such payment will include the cumulative amount of any payments that would have been paid prior to such date if not for such restriction. Notwithstanding anything contained herein to the contrary, Executive will not be considered to have terminated employment with the Company for purposes of Section 8 hereof unless he would be considered to have incurred a separation from service from the Company within the meaning of Section 409A.
17. Representations. Executive represents and warrants to the Company that he is under no contractual or other binding legal restriction which would prohibit his from entering into and performing under this Agreement or that would limit the performance his duties under this Agreement.
18. Withholding Taxes. The Company may withhold from any amounts or benefits payable under this Agreement income taxes and payroll taxes that are required to be withheld pursuant to any applicable law or regulation.
19. Counterparts. This Agreement may be executed in any number of counterparts, each of which will be deemed an original, and all of which together will constitute one and the same instrument. This Agreement will become binding when one or more counterparts hereof, individually or taken together, will bear the signatures of all of the parties reflected hereon as the signatories. Photographic, faxed or PDF copies of such signed counterparts may be used in lieu of the originals for any purpose.
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[signature page follows]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written.
Key Energy Services, Inc. | EXECUTIVE | |||||||
By: | /s/ Bryan Kelln |
/s/ Robert Saltiel | ||||||
Bryan Kelln Director |
Robert Saltiel |
Annex A
Exhibit 10.2
KEY ENERGY SERVICES, INC.
2016 EQUITY AND CASH INCENTIVE PLAN
TIME-VESTED RESTRICTED STOCK UNIT AWARD AGREEMENT
THIS TIME-VESTED RESTRICTED STOCK UNIT AWARD AGREEMENT, including the Appendix attached hereto (this Agreement), dated as of August [●], 2018 (the Date of Grant), is made by and between Key Energy Services, Inc., a Delaware corporation (the Company), and Robert Saltiel (the Participant).
R E C I T A L S:
WHEREAS, the Company and the Participant have entered into that certain Employment Agreement, dated August [●], 2018 (the Employment Agreement);
WHEREAS, Awards of Time-Vested Restricted Stock Units (Time-Vested Restricted Stock Units) may be granted pursuant to the Key Energy Services, Inc. 2016 Equity and Cash Incentive Plan (the Plan);
WHEREAS, the Administrator has determined that it is in the best interests of the Company and its stockholders to grant the Time-Vested Restricted Stock Units (the Restricted Stock Unit Award) provided for herein pursuant to the terms of the Plan and subject to the further terms and conditions set forth herein; and
WHEREAS, the Participant desires to accept the Restricted Stock Unit Award made pursuant to this Agreement and agrees to abide by the restrictions that accompany this Agreement, including those set forth in Appendix A hereto.
NOW, THEREFORE, in consideration of the services rendered by the Participant and the mutual covenants hereinafter set forth, the parties hereto agree as follows:
1. | Grant of Restricted Stock Units. The Company hereby grants to the Participant the Restricted Stock Unit Award consisting of [●] Restricted Stock Units. |
2. | Incorporation by Reference. The provisions of the Plan are incorporated herein by reference. Except as otherwise expressly set forth herein, this Agreement shall be construed in accordance with the provisions of the Plan and any capitalized terms not otherwise defined in this Agreement shall have the definitions set forth in the Plan. The Administrator shall have the authority to interpret and construe the Plan and this Agreement and to make any and all determinations thereunder, and its decision shall be binding and conclusive upon the Participant and his or her legal representative in respect of any questions arising under the Plan or this Agreement. |
3. | Vesting of Restricted Stock Units. The Restricted Stock Units are restricted in that they are forfeitable and may not be sold, transferred or otherwise alienated or hypothecated (the Restrictions) until the Restricted Stock Units become vested and shares of Common Stock are delivered pursuant to Section 4 following removal or expiration of |
the Restrictions. Subject to (i) the Participants Continuous Service through the applicable Vesting Date (as defined below) and (ii) compliance with the terms and conditions of this Agreement (including without limitation, the restrictive covenants set forth in Appendix A), the Restrictions will expire and the Restricted Stock Units will become nonforfeitable and vested as to one-third (1/3) of the Restricted Stock Units on each anniversary of the Date of Grant (each, a Vesting Date). Notwithstanding the above, to the extent Participant is a party to an Employment Agreement with the Company which provides for accelerated vesting in additional or different circumstances, Participants Restricted Stock Units will vest in accordance with the provisions thereof. |
4. | Settlement. |
(a) | Amount. The Company will deliver one share of Common Stock for each vested Restricted Stock Unit, less any withholding (as permitted pursuant to the Plan and Section 7 hereof). The value of any fractional Restricted Stock Unit shall be rounded down at the time shares of Common Stock are issued. No fractional shares of Common Stock, nor the cash value of any fractional shares of Common Stock, will be issuable or payable pursuant to this Agreement. The value of shares of Common Stock shall not bear any interest owing to the passage of time. Neither this Section 4 nor any action taken in accordance with this Section 4 shall be construed to create a trust or a funded or secured obligation of any kind. |
(b) | Timing. Delivery in respect of the vested Restricted Stock Units will be made as soon as administratively practicable following the Vesting Date, but in no event more than sixty 60 days following the Vesting Date. Such delivery shall be subject to the Participants continued compliance with the restrictive covenants set forth in Appendix A. |
5. | Termination of Continuous Service. Subject to Section 6(b), or as otherwise provided in the Employment Agreement, or as may otherwise be determined by the Board in its discretion, all unvested Restricted Stock Units shall be forfeited upon termination of the Participants Continuous Service for any reason. |
6. | Change of Control. |
(a) | Notwithstanding Section 3, to the extent vesting would not otherwise occur in connection with same, the Board may, in its sole discretion, accelerate the vesting of the Restricted Stock Units in connection with a Change of Control (as defined in the Employment Agreement). |
(b) | Notwithstanding anything to the contrary in this Agreement, if the Participants Continuous Service is terminated (i) by the Company other than due to a termination for Cause (as defined in the Employment Agreement) or (ii) by the Participant due to a termination for Good Reason (as defined in the Employment Agreement), in each case within two (2) years following a Change of Control, all unvested Restricted Stock Units shall vest and be settled in accordance with Section 4. |
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7. | Tax Withholding. The Company shall have the right to withhold from any delivery of Common Stock due under the Plan and this Agreement in accordance with and pursuant to Section 10.6 of the Plan. |
8. | No Rights as Stockholder. The Participant shall have no rights as a stockholder with respect to the shares of Common Stock underlying the Restricted Stock Units, nor shall the Participant have any rights to Dividend Equivalents with respect to the Restricted Stock Units, unless and until the Participant has become the record holder of such shares. |
9. | Restrictive Covenants. The provisions of the attached Appendix A, which are deemed to be part of this Agreement as if fully set forth herein, shall apply to the Participant. By accepting this Agreement, the Participant agrees to be bound by, and promises to abide by, such provisions. The Participant further acknowledges and agrees that the restrictive covenants contained in Appendix A are reasonable and enforceable in all respects. |
10. | Detrimental Activity. |
(a) | Upon delivery of Common Stock in respect of vested Restricted Stock Units, the Participant shall certify in a manner acceptable to the Company that the Participant has not engaged in any Detrimental Activity (as defined below). |
(b) | The Administrator may cancel, rescind, suspend, withhold or otherwise limit or restrict this Restricted Stock Unit Award, in whole or in part, at any time if the Participant engages in any Detrimental Activity. |
(c) | In the event a Participant engages in Detrimental Activity after delivery of Common Stock in respect of vested Restricted Stock Units and during any period for which any restrictive covenant prohibiting such activity is applicable to the Participant, such delivery may be rescinded within one (1) year after the Participant engages in such Detrimental Activity. In the event of any such rescission, the Participant shall pay to the Company the amount of any gain realized or payment received as a result of the delivery, in such manner and on such terms and conditions as may be required by the Company. The Company shall be entitled to set-off against the amount of any such gain any amount owed to the Participant by the Company, subject to compliance with Section 409A of the Code, if applicable. |
(d) | Detrimental Activity means (i) any violation of the terms of any written agreement (including this Agreement, an Award Agreement, the Employment Agreement or other agreement) with the Company or any of its Affiliates relating to covenants with respect to non-disclosure, confidentiality, intellectual property, work product, inventions assignment, privacy, exclusivity, non-competition, non-solicitation or non-disparagement; (ii) breach of the Companys Code of Business Conduct; (iii) activity that is discovered to be grounds for or results in the Participants termination for Cause; (iv) the conviction of, or guilty plea entered by, the Participant for any felony or a crime involving moral turpitude whether or not connected with the Company or its Affiliates; or (v) the commission of any other act involving willful malfeasance or material fiduciary breach with respect to the Company or any of its Affiliates. |
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11. | Compliance with Laws, Regulations and Company Policies. The grant and payment of the Restricted Stock Units shall be subject to compliance by the Company and the Participant with all applicable requirements of state and federal laws and regulatory agencies and with all applicable requirements of any stock exchange on which the Common Stock may be listed at the time of such issuance or transfer, if applicable. This Restricted Stock Unit Award shall also be subject to any applicable clawback or recoupment policies, share trading and stock ownership policies of the Company, and other policies that may be implemented by the Board from time to time. |
12. | Section 409A. Any amounts payable with respect to the Restricted Stock Units are intended to be exempt from Section 409A of the Code in reliance on the short-term deferral exemption set forth in the final regulations issued thereunder. If any amounts payable with respect to the Restricted Stock Units are determined to be subject to Section 409A of the Code, such payments may only be made under this Agreement upon an event and in a manner permitted by Section 409A of the Code. All payments to be made upon a termination of employment may only be made upon a separation from service under Section 409A of the Code. For purposes of Section 409A of the Code, each payment shall be treated as a separate payment. In no event may the Participant, directly or indirectly, designate the calendar year in which the payments under this Agreement will be made. Notwithstanding anything in this Agreement to the contrary, if the Participant is a specified employee as defined by Section 409A of the Code, then if and to the extent required by Section 409A of the Code, any payment with respect to the Restricted Stock Units upon a separation from service will not be made before the date that is six (6) months after the Participant separates from service or such earlier date permitted by Section 409A of the Code. |
13. | No Right to Continuous Service. Nothing herein alters the at-will nature of the Participants employment with the Company or any of its subsidiaries. Nothing in this Agreement shall be deemed by implication or otherwise to impose any limitation on any right of the Company or any of its Affiliates to terminate the Participants Continuous Service at any time. |
14. | Notices. All notices, demands and other communications provided for or permitted hereunder shall be made in writing and shall be by registered or certified first class mail, return receipt requested, facsimile transmission, courier service or personal delivery: |
If to the Company:
Key Energy Services, Inc.
1301 McKinney Street, Suite 1800
Houston, Texas 77010
Facsimile: 713-651-4559
Attention: General Counsel
If to the Participant:
At the address on file with the Company
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All such notices, demands and other communications shall be deemed to have been duly given when delivered by hand, if personally delivered; when delivered by courier, if delivered by commercial courier service; five (5) business days after being deposited in the mail, postage prepaid, if mailed; and when receipt is mechanically acknowledged, if telecopied.
15. | Bound by Plan. By accepting this Agreement, the Participant acknowledges that he has received a copy of the Plan and has had an opportunity to review the Plan and agrees to be bound by all of the terms and provisions of the Plan. |
16. | Beneficiary. The Participant may file with the Administrator a written designation of a beneficiary on such form as may be prescribed by the Administrator and may, from time to time, amend or revoke such designation. If no designated beneficiary survives the Participant, the legal representative of the Participants estate shall be deemed to be the Participants beneficiary. |
17. | Successors. The terms of this Agreement shall be binding upon and inure to the benefit of the Company, its successors and assigns, and on the Participant and the Participants executors, administrators, heirs, and successors. |
18. | Amendment of Restricted Stock Unit Award. Subject to Section 19 of this Agreement and subject to the terms of the Plan, the Administrator at any time and from time to time may amend the terms of this Restricted Stock Unit Award; provided, however, that the Participants rights under this Restricted Stock Unit Award shall not be impaired by any such amendment unless the Company requests the Participants consent and the Participant consents in writing, or except as otherwise permitted under the Plan. |
19. | Adjustment Upon Changes in Capitalization. The shares of Common Stock underlying the Restricted Stock Units may be adjusted as provided in the Plan including, without limitation, Section 11 of the Plan. The Participant, by accepting this Agreement, irrevocably and unconditionally consents and agrees to any such adjustments as may be made at any time hereafter. |
20. | Governing Law and Venue. The provisions of this Agreement shall be construed and enforced in accordance with the laws and decisions of the State of Delaware, without regard to such states conflict of law principles. Any dispute or conflict between the parties shall be brought in a state or federal court located in Wilmington, Delaware. The parties hereto submit to jurisdiction and venue in Wilmington, Delaware and all objections to such venue and jurisdiction are hereby waived. |
21. | Severability. If any provision of this Agreement or any part of any provision of this Agreement is determined to be unenforceable for any reason whatsoever, it shall be severable from the rest of the Agreement and shall not invalidate or affect the other portions or parts of this Agreement, which shall remain in full force and effect. Furthermore, each covenant contained in this Agreement shall stand independently and be enforceable without regard to any other covenants or to any other provisions of this Agreement. |
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22. | Waiver. The waiver by the Company of a breach of any provision contained in this Agreement shall not operate or be construed as a waiver of any subsequent breach or as a waiver of any other provisions of this Agreement. |
23. | Headings. The headings of the Sections hereof are provided for convenience only and are not to serve as a basis for interpretation or construction, and shall not constitute a part of this Agreement. |
24. | Counterparts. This Agreement may be executed in one or more counterparts, each of which shall constitute an original and all of which together shall constitute one instrument. Delivery of an executed counterpart of this Agreement by facsimile or portable document format (.pdf) attachment to electronic mail shall be effective as delivery of a manually executed counterpart of this Agreement. |
25. | No Liability for Good Faith Determinations. The Company and the members of the Board shall not be liable for any act, omission or determination taken or made in good faith with respect to this Agreement or the Time-Vested Restricted Stock Units granted hereunder. |
26. | Consent to Electronic Delivery; Electronic Signature. In lieu of receiving documents in paper format, the Participant agrees, to the fullest extent permitted by law, to accept electronic delivery of any documents that the Company may be required to deliver (including, but not limited to, prospectuses, prospectus supplements, grant or award notifications and agreements, account statements, annual and quarterly reports and all other forms of communications) in connection with this and any other award made or offered by the Company. Electronic delivery may be via a Company electronic mail system or by reference to a location on a Company intranet to which the Participant has access. The Participant hereby consents to any and all procedures the Company has established or may establish for an electronic signature system for delivery and acceptance of any such documents that the Company may be required to deliver, and agrees that his or her electronic signature is the same as, and shall have the same force and effect as, his or her manual signature. |
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IN WITNESS WHEREOF, the Company has executed this Agreement effective as of the Date of Grant set forth above.
KEY ENERGY SERVICES, INC. |
By: |
| |
Name: | Bryan Kelln | |
Title: | Director |
The Participant (a) acknowledges receipt of the Plan incorporated herein, (b) confirms that the prospectus for the Plan has been made available to the Participant, (c) acknowledges that he has read this Agreement, the Plan and the Plan prospectus and understands the terms and conditions of them, (d) accepts the Restricted Stock Unit Award, (e) agrees to be bound by, and comply with, the terms of the Plan and this Agreement, including the restrictive covenants contained in Appendix A, and (f) agrees that all decisions and determinations of the Administrator with respect to the Restricted Stock Unit Award shall be final and binding on the Participant and any other person having or claiming an interest under the Restricted Stock Unit Award.
The Participant named below hereby accepts the terms of this Agreement and the Plan.
|
Robert Saltiel |
[Home Address]
EMPLOYEE ID NUMBER: [ ]
Signature Page
APPENDIX A
PROTECTION OF INFORMATION; NON-COMPETITION; NON-SOLICITATION
1. Non-Disclosure of Confidential Information. In the course of the Participants employment with the Company or any of the Companys direct or indirect subsidiaries (collectively, subsidiaries or each a subsidiary), and the performance of the Participants duties on behalf of the Company or any of its subsidiaries, the Participant will be provided with, and will have access to Confidential Information (as defined below). In consideration, and as a condition, of the Participants receipt of and access to Confidential Information, and as a condition of the Companys entry into this Agreement, the Participant, both during the course of the Participants employment with the Company or any of its subsidiaries and thereafter, shall not disclose any Confidential Information to any person or entity and shall not use any Confidential Information except for the benefit of the Company or its subsidiaries or with the express written consent of the Chief Executive Officer or the General Counsel of the Company. The Participant shall follow all Company policies and protocols regarding the security of all documents and other material containing Confidential Information (regardless of the medium on which such Confidential Information is stored). This Section 1 shall apply to all Confidential Information, whether known or later to become known to the Participant during the period that the Participant is employed or affiliated with the Company or any of its subsidiaries.
2. Permitted Disclosures. Notwithstanding the foregoing, or any other provision of this Agreement or the Plan:
a. | the Participant shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is: (i) made (A) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, and (B) solely for the purpose of reporting or investigating a suspected violation of law; (ii) made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; or (iii) protected under the whistleblower provisions of applicable law; |
b. | in the event the Participant files a lawsuit for retaliation by the Company or any of its subsidiaries for the Participants reporting of a suspected violation of law, the Participant may (i) disclose a trade secret to the Participants attorney and (ii) use the trade secret information in the court proceeding related to such lawsuit, in each case, if the Participant (A) files any document containing such trade secret under seal; and (B) does not otherwise disclose such trade secret, except pursuant to court order; and |
c. | nothing shall prevent the Participant from lawfully, and without obtaining prior authorization from the Company or any of its subsidiaries, (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by the U.S. Securities and Exchange Commission (the SEC) or any other governmental or regulatory agency, entity, or official(s) (collectively, Governmental Authorities) regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to an employee individually from any Governmental Authority; (iii) testifying, participating or |
otherwise assisting in an action or proceeding by any Governmental Authorities relating to a possible violation of law, including providing documents or other confidential information to Governmental Authorities; or (iv) receiving an award for information provided to the SEC or any other Governmental Authority. Neither the Plan nor this Agreement (nor any other agreement between the Participant and the Company or a subsidiary of the Company) shall be construed or applied to require the Participant to obtain prior authorization from the Company or any of its subsidiaries before engaging in any of the foregoing conduct referenced in this Section 2, or to notify the Company or any of its subsidiaries of having engaged in any such conduct. |
3. Definition of Confidential Information. As used herein, Confidential Information means all non-public or proprietary information of, or related to, the Company or any of its subsidiaries, including, without limitation, all designs, ideas, concepts, improvements, product developments, discoveries and inventions, whether patentable or not, that (i) are acquired by or disclosed to the Participant during the period that the Participant is or has been employed or affiliated with the Company or any of its subsidiaries (whether acquired or disclosed during business hours or otherwise and whether acquired or disclosed on the Companys premises or otherwise) or (ii) relate to the businesses or properties, products or services of the Company or any of its subsidiaries (including all such information relating to technical information, including engineering and scientific research, development, methodology, devices and processes; formulas and chemical compositions; blueprints, designs and drawings; financial information, budgets, projections and results; business and marketing plans, strategies, and programs; employee and contractor lists and records; business methods, and operating and production procedures; pricing, sales data, prospect and customer lists and information; supplier and vendor lists and information; terms of commercial contracts, as well as all such information relating to corporate opportunities, operations, future plans, methods of doing business, business plans, strategies for developing business and market share, research, financial and sales data, pricing terms, evaluations, opinions, interpretations, acquisition prospects, the identity of customers or acquisition targets or their requirements, the identity of key contacts within customers organizations or within the organization of acquisition prospects, or marketing and merchandising techniques, prospective names and marks). Moreover, all documents, presentations, drawings, memoranda, notes, records, files, correspondence, manuals, models, specifications, computer programs, e-mail, voice mail, electronic databases, maps, data, models and all other writings or materials of any type including or embodying any Confidential Information shall be the sole and exclusive property of the Company or any of its subsidiaries and is subject to the same restrictions on disclosure applicable to all Confidential Information as set forth above. Confidential Information does not include any information that is or becomes generally available to the public other than as a result of a disclosure or wrongful act of the Participant or any of the Participants agents or which was known to Executive prior to his employment with the Company.
4. Non-Competition; Non-Solicitation.
a. | In granting the Restricted Stock Unit Award to the Participant, the Company provides the Participant a further incentive to build the Companys goodwill and links the Participants interests to the Companys long-term business interests. As an inducement for the Company to grant the Restricted Stock Unit Award and enter into this Agreement, |
and in order to protect the Confidential Information, and the Companys and its subsidiaries goodwill, the Participant voluntarily agrees to the covenants set forth in this Section 4(a). The Participant agrees and acknowledges that the limitations and restrictions set forth herein, including the geographical and temporal restrictions on certain activities, are reasonable in all respects and not oppressive and are material and substantial part of the Companys willingness to enter into this Agreement, and are intended and necessary to protect the Companys and its subsidiaries Confidential Information, goodwill, and substantial and legitimate business interests. |
b. | The Participant agrees that during the Prohibited Period, the Participant shall not, without prior written approval of the Company, directly or indirectly, for the Participant, or on behalf of or in conjunction with any other person or entity of whatever nature: |
i. | engage in or carry on within the Market Area in competition with the Company or any of its subsidiaries in any aspect of the Business, which prohibition shall prevent the Participant from directly or indirectly: (A) owning, managing, operating, becoming an officer or director of any person or entity primarily engaged in, or planning to primarily engage in, the Business in the Market Area in competition, or anticipated competition, with the Company or any of its subsidiaries, or (B) in the Market Area, joining, becoming employee or consultant of, or otherwise being affiliated with any person or entity primarily engaged in, or planning to primarily engage in, the Business in the Market Area in competition, or anticipated competition, with the Company or any of its subsidiaries (in each case, with respect to this clause (B), in any capacity in which the Participants duties are the same or similar to those performed for the Company or any of its subsidiaries) for purposes of this provision, primarily engage means that at least twenty percent (20%) of the gross revenue of a person or entitys business is from business directly competitive with the Business; |
ii. | appropriate any Business Opportunity of, or relating to, the Company or any of its subsidiaries located in the Market Area; |
iii. | within the Market Area, solicit, canvass, approach, encourage, entice or induce any customer or supplier of the Company or any of its subsidiaries with whom or which the Participant had contact in the last 24 months of his or her employment with the Company or its subsidiaries or about whom or which the Participant obtained Confidential Information to cease or lessen such customers or suppliers business with the Company or any of its subsidiaries in the Business; or |
iv. | solicit, canvass, approach, encourage, entice or induce any employee or contractor of the Company or any of its subsidiaries to terminate his, her or its employment or engagement therewith, excluding general advertisements and solicitations not targeted at the employees or contractors of the Company or its subsidiaries. |
v. | Notwithstanding the above-referenced limitations in Sections 4(b)(i), 4(b)(ii) and 4(b)(iii), such limitations shall not apply following the termination of the Participants employment with the Company and (as applicable) any of its |
subsidiaries in those portions of the Market Area located within the State of Oklahoma. Instead, the Participant agrees that, during the portion of the Prohibited Period that occurs after the Participant is no longer employed by the Company or any of its subsidiaries, the restrictions on the Participants activities within those portions of the Market Area located within the State of Oklahoma (in addition to those restrictions set forth in Sections 1 and 4(b)(iv) herein) shall be as follows: the Participant will not directly or indirectly solicit the sale of goods, services, or a combination of goods and services from the established customers of the Company or of any of its subsidiaries. |
c. | For purposes of this Section 4, the following terms shall have the following meanings: |
i. | Business means the business and operations that are the same or similar to those performed by the Company or any of its subsidiaries and for which the Participant obtained Confidential Information or had direct or indirect responsibilities during the period of the Participants employment with the Company or any of its subsidiaries, which business and operations include (if Participant obtained Confidential Information or had direct or indirect responsibilities with respect to such business and operations on behalf of the Company or any of its subsidiaries during the period of his or her employment): rig-based and coiled tubing-based well maintenance and workover services, well completion and recompletion services, fluid management services, and fishing and rental services. |
ii. | Business Opportunity shall mean any commercial, investment or other business opportunity relating to the Business. |
iii. | Market Area means: onshore land areas in the Continental United States in (a) each county in which the Participant was based or performed material services on behalf of the Company or any of its subsidiaries; and (b) each of the following basins and oil and gas shale plays: Bakken, Barnett, Denver-Julesberg, Eagle Ford, Fayetteville, Granite Wash, Haynesville, Marcellus, Mississippi Lime, Niobrara, Permian, Powder River, SCOOP, STACK, Tuscaloosa, Williston, and Woodford; provided, however, a basin or play shall not be included within the Market Area if: (1) the Participant had no direct or indirect responsibilities with respect to such basin or play during the last 24 months of the Participants employment or engagement with the Company or any of its subsidiaries, or (2) the Participant obtained no Confidential Information with respect the Companys or any of its subsidiaries Business in such basin or play. |
iv. | Prohibited Period shall mean the period during which the Participant is employed by the Company or any of its subsidiaries and continuing for a period of twelve (12) months following the date that the Participant is no longer employed by the Company or any of its subsidiaries. |
5. Return of Confidential Information. Upon the termination of the Participants employment with the Company or any of its subsidiaries, and at any other time upon request of
the Company, the Participant shall promptly surrender and deliver to the Company all documents (including electronically stored information) and all copies thereof and all other materials of any nature containing or pertaining to all Confidential Information (including any Company-issued computer, mobile devise or other equipment) in the Participants possession, custody or control and the Participant shall not retain any such document or other materials or property.
6. Specific Performance. Because of the difficulty of measuring economic losses to the Company and its subsidiaries as a result of a breach of the foregoing covenants, and because of the immediate and irreparable damage that would be caused to the Company and its subsidiaries for which it would have no other adequate remedy, the Participant agrees that the Company and each of its subsidiaries shall be entitled to enforce the foregoing covenants, in the event of a breach, by injunctions and restraining orders and that such enforcement shall not be the Companys or its subsidiaries exclusive remedy for a breach but instead shall be in addition to all other rights and remedies available to the Company and its subsidiaries, at law and equity.
7. Severability. The covenants in this Appendix A to the Agreement are severable and separate, and the unenforceability of any specific covenant (or any portion thereof) shall not affect the provisions of any other covenant (or portion thereof). Moreover, in the event any arbitrator or court of competent jurisdiction shall determine that the scope, time or territorial restrictions set forth are unreasonable, then it is the intention of the Participant and the Company that such restrictions be enforced to the fullest extent which the arbitrator deems reasonable and this Agreement shall thereby be reformed.
8. Third-Party Beneficiaries. Each of the Companys subsidiaries that is not a signatory hereto shall be a third-party beneficiary of the Participants representations, covenants and obligations set forth in this Appendix A and shall be entitled to enforce such representations, covenants and obligations as if a party hereto.
Exhibit 99.1
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Key Energy Services, Inc. | August 19, 2018 | ||||
1301 McKinney Street Suite 1800 Houston, TX 77010 |
Contact: Marshall Dodson |
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713-651-4403 |
FOR IMMEDIATE RELEASE
Key Energy Services Announces Appointment of Rob Saltiel as New President and Chief Executive Officer
HOUSTON, TX, August 19, 2018 (GLOBE NEWSWIRE) - Key Energy Services, Inc. (Key or the Company) (NYSE: KEG) today announced that the Companys Board of Directors (the Board) has appointed Rob Saltiel to serve as President and Chief Executive Officer and director effective as of August 20, 2018.
I am pleased to announce Robs appointment as the Companys new President and Chief Executive Officer, said Phil Norment, the Companys Chairman of the Board. He is a seasoned leader with significant experience working with the public markets, operating efficiently at scale, and delivering value to shareholders.
I know that I speak for everyone at Key in thanking Marshall Dodson for his leadership during the CEO transition, Norment continued. Marshalls leadership and tireless dedication to the Company over the past twelve years have contributed greatly to the Companys current success, improving its balance sheet and its operating and financial performance. The Board is confident that Rob is the right person to build on this momentum and guide the Company to new horizons as CEO.
I am excited to be joining Key and working with a well-respected team that is focused on providing safe and efficient energy services for our clients. Together with the Board, executive leadership and our national workforce, we will emphasize growth, financial discipline and shareholder value creation, said Rob Saltiel, the Companys incoming President and Chief Executive Officer. I am honored to be leading Key as we begin this exciting new chapter for our Company.
Mr. Saltiel most recently served as President and Chief Executive Officer of Atwood Oceanics, a publicly-traded offshore drilling contractor headquartered in Houston, Texas, from 2009 until the Atwood Oceanics sale to Ensco plc in October of 2017. Prior to that, Mr. Saltiel served in various senior management roles, including Chief Operating Officer, at Transocean. Mr. Saltiel holds a BSE in Chemical Engineering from Princeton University and an MBA from Northwestern University.
Mr. Marshall Dodson, currently the Companys Senior Vice President, Chief Financial Officer and Interim Chief Executive Officer, will continue with the Company in his role as Senior Vice President and Chief Financial Officer, ensuring a seamless leadership transition.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature or that relate to future events and conditions are, or may be deemed to be, forward-looking statements. These forward-looking statements are based on Keys current expectations, estimates and projections and its managements beliefs and assumptions concerning future events and financial trends affecting its financial condition and results of operations. In some cases, you can identify these statements by terminology such as may, will, should, predicts, expects, believes, anticipates, projects, potential or continue or the negative of such terms and other comparable terminology. These statements are only predictions and are subject to
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August 19, 2018 |
substantial risks and uncertainties and are not guarantees of performance. Future actions, events and conditions and future results of operations may differ materially from those expressed in these statements. In evaluating those statements, you should carefully consider the information above as well as the risks outlined in Item 1A. Risk Factors, in Keys Annual Report on Form 10-K for the year ended December 31, 2017 and in other reports Key files with the Securities and Exchange Commission.
Key undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release except as required by law. All of Keys written and oral forward-looking statements are expressly qualified by these cautionary statements and any other cautionary statements that may accompany such forward-looking statements.
Important factors that may affect Keys expectations, estimates or projections include, but are not limited to, the following: conditions in the oil and natural gas industry, especially oil and natural gas prices and capital expenditures by oil and natural gas companies; volatility in oil and natural gas prices; Keys ability to implement price increases or maintain pricing on its core services; risks that Key may not be able to reduce, and could even experience increases in, the costs of labor, fuel, equipment and supplies employed in its businesses; industry capacity; asset impairments or other charges; the periodic low demand for Keys services and resulting operating losses and negative cash flows; Keys highly competitive industry as well as operating risks, which are primarily self-insured, and the possibility that its insurance may not be adequate to cover all of its losses or liabilities; significant costs and potential liabilities resulting from compliance with applicable laws, including those resulting from environmental, health and safety laws and regulations, specifically those relating to hydraulic fracturing, as well as climate change legislation or initiatives; Keys historically high employee turnover rate and its ability to replace or add workers, including executive officers and skilled workers; Keys ability to incur debt or long-term lease obligations; Keys ability to implement technological developments and enhancements; severe weather impacts on Keys business, including hurricane activity; Keys ability to successfully identify, make and integrate acquisitions and its ability to finance future growth of its operations or future acquisitions; Keys ability to achieve the benefits expected from disposition transactions; the loss of one or more of Keys larger customers; Keys ability to generate sufficient cash flow to meet debt service obligations; the amount of Keys debt and the limitations imposed by the covenants in the agreements governing its debt, including its ability to comply with covenants under its current debt agreements; an increase in Keys debt service obligations due to variable rate indebtedness; Keys inability to achieve its financial, capital expenditure and operational projections, including quarterly and annual projections of revenue and/or operating income and its inaccurate assessment of future activity levels, customer demand, and pricing stability which may not materialize (whether for Key as a whole or for geographic regions and/or business segments individually); Keys ability to respond to changing or declining market conditions, including Keys ability to reduce the costs of labor, fuel, equipment and supplies employed and used in its businesses; Keys ability to maintain sufficient liquidity; the adverse impact of litigation; and other factors affecting Keys business described in Item 1A. Risk Factors in its Annual Report on Form 10-K for the year ended December 31, 2017, its first quarter 10-Q for the period ending March 31, 2018 and its second quarter 10-Q for the period ending June 30, 2018, and other reports Key files with the Securities and Exchange Commission.
About Key Energy Services
Key Energy Services is the largest onshore, rig-based well servicing contractor based on the number of rigs owned. Key provides a complete range of well intervention services and has operations in all major onshore oil and gas producing regions of the continental United States.
For more information, visit www.keyenergy.com.
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August 19, 2018 |
Contacts:
Investors:
Key Energy Services, Inc.
Marshall Dodson Chief Financial Officer
(713) 651-4403
mdodson@keyenergy.com
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