Flowco completes acquisition of Lifting Solutions
Management estimated Lifting Solutions’ 2027 Adjusted EBITDA at approximately US$23 million and the purchase multiple at approximately 5.0x.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
Flowco Holdings Inc. completed its acquisition of all issued and outstanding equity interests of Lifting Solutions Energy Services Inc. on October 2, 2026. Its wholly owned subsidiary, Lifting Solutions Holdings Canada Corp., agreed to a C$159.0 million cash purchase price, subject to customary adjustments. Flowco also described the cash consideration as approximately US$113 million, using a CAD/USD exchange rate of 0.71. Lifting Solutions manufactures artificial-lift technologies, including continuous rod and progressing cavity pumps.
Cash consideration was funded with borrowings under Flowco’s five-year senior secured revolving credit facility. Sellers are eligible for a one-time contingent earnout of up to C$10.0 million based on EBITDA generated from January 1, 2027 through December 31, 2027. No payment is due at or below C$32.0 million; above that threshold, the payment is determined ratably up to the C$36.8 million cap and reaches C$10.0 million at or above the cap. Payment is due no later than March 31, 2028, subject to conditions. Management described the acquisition as expected to be accretive to earnings and free cash flow per share.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Hollow bars mark forward-looking points. How the balance works
Positive
- Moderate point. Forward-looking: it has not happened yet and may not happen.Approx. US$113 million deal: expected earnings and free cash flow per-share accretion. 14% of market cap
Negative
- None.
Insights
Analyzing...
8-K Event Classification
Key Figures
Key Terms
contingent earnout financial
cash-free, debt-free basis financial
Adjusted EBITDA financial
Unlevered Free Cash Flow financial
representations and warranties insurance policy financial
FAQ
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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
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01. Entry into a Material Definitive Agreement.
On October 2, 2026, Lifting Solutions Holdings Canada Corp., a corporation existing under the laws of Alberta (“Buyer”) and a wholly owned subsidiary of Flowco Holdings Inc. (the “Company”), entered into a Share Purchase Agreement (the “Purchase Agreement”) by and among Buyer, Lifting Solutions Energy Services Inc., a corporation existing under the laws of Alberta (the “Acquired Company”), the shareholders and warrantholders of the Acquired Company (collectively, the “Sellers”), and ARC Equity Management (Fund 7) Ltd., a corporation existing under the federal laws of Canada, solely in its capacity as representative of the Sellers (the “Equityholder Representative”), pursuant to which Buyer agreed to purchase all of the issued and outstanding equity interests of the Acquired Company from the Sellers for an aggregate purchase price of C$159.0 million in cash, subject to customary adjustments as set forth in the Purchase Agreement (the “Acquisition”). The Acquired Company is a vertically integrated manufacturer of artificial lift technologies, including continuous rod and progressing cavity pumps, headquartered in Edmonton, Alberta, Canada. The execution of the Purchase Agreement and the closing of the Acquisition (the “Closing”) occurred simultaneously on October 2, 2026.
In addition, the Sellers are eligible to receive a one-time contingent earnout payment of up to C$10.0 million based on the EBITDA (as defined in the Purchase Agreement) generated by the Acquired Company and its subsidiaries during the twelve-month period commencing on January 1, 2027 and ending on December 31, 2027 (the “EBITDA Measurement Period”). To the extent the EBITDA for the EBITDA Measurement Period exceeds C$32.0 million (the “Earnout Threshold”) but is less than C$36.8 million (the “Earnout Cap”), the Sellers will be entitled to receive a contingent earnout payment determined ratably based on the amount by which such EBITDA exceeds the Earnout Threshold, up to a maximum of C$10.0 million. No earnout payment will be made if such EBITDA is equal to or less than the Earnout Threshold. If EBITDA is equal to or greater than the Earnout Cap, the earnout payment shall be C$10.0 million. Any earnout payment is payable no later than March 31, 2028, subject to certain conditions.
The transaction was structured on a cash-free, debt-free basis. The cash consideration was funded with borrowings under the Company’s five-year senior secured revolving credit facility.
The Purchase Agreement contains customary representations, warranties and covenants by each of the parties to the Purchase Agreement.
Pursuant to the Purchase Agreement, Buyer has agreed to indemnify the Sellers and their affiliates for losses arising from (i) any breach of Buyer’s representations or warranties and (ii) any breach of Buyer’s post-closing covenants and agreements. The Sellers have agreed to indemnify Buyer and its affiliates for certain losses arising from breaches of the Sellers’ representations, warranties and covenants set forth in the Purchase Agreement, subject to certain limitations. This indemnification obligation is (i) joint and several with respect to representations and warranties relating to the Acquired Company and its subsidiaries and certain pre-closing covenants, and (ii) several (and not joint) with respect to each Seller's individual representations, warranties and covenants. Buyer has obtained a representations and warranties insurance policy (the “RWI Policy”) in connection with the Acquisition. Other than in the case of fraud, claims for breaches of the representations and warranties relating to the Acquired Company and its subsidiaries, certain pre-closing covenants and the Sellers’ non-fundamental representations and warranties are subject to a C$0.4 million deductible in the Purchase Agreement, and the Sellers’ liability for such claims is limited to the indemnity escrow, after which the RWI Policy will serve as Buyer’s sole remedy for such claims. Claims related to the Sellers’ fundamental representations and covenants must be satisfied first from the indemnity escrow and then under the RWI Policy before recourse may be sought directly against the applicable Seller, whose liability is several (and not joint), limited to such Seller’s pro rata portion of the applicable losses and capped at the portion of the purchase price actually received by such Seller. The cost of the RWI Policy is borne equally by Buyer and the Sellers, and coverage under the RWI Policy is subject to customary deductibles and certain exclusions.
The foregoing description of the Purchase Agreement and the transactions contemplated thereby is not complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which is filed herewith as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The Purchase Agreement contains representations and warranties by each of the parties to the Purchase Agreement, which were made only for purposes of the Purchase Agreement and as of specified dates. The representations, warranties and covenants in the Purchase Agreement were made solely for the benefit of the parties to the Purchase Agreement; may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for purposes of allocating contractual risk between the parties to the Purchase Agreement instead of establishing these matters as facts; and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Investors should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the parties to the Purchase Agreement or any of their respective subsidiaries or affiliates. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the Purchase Agreement, which subsequent information may or may not be fully reflected in the Company’s public disclosures, as applicable.
Item 7.01. Regulation FD Disclosure.
On October 2, 2026, the Company issued a press release announcing the closing of the Acquisition. The full text of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
On October 2, 2026, the Company posted an investor presentation to its website related to the announcement of the Acquisition. A copy of the investor presentation is furnished as Exhibit 99.2 hereto and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to Item 7.01 and the press release attached hereto as Exhibit 99.1 and the investor presentation attached hereto as Exhibit 99.2 relating to this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Forward-Looking Statements
This communication contains “forward-looking statements” and information based on the current beliefs of the Company. Forward-looking statements in this communication are identifiable by the use of the following words, the negative of such words, and other similar words: “anticipates,” “assumes,” “believes,” “could,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “may,” “might,” “plans,” “predicts,” “projects,” “seeks,” “should,” “targets,” “will” and “would.” Important factors that could cause actual results to differ from those indicated in the forward-looking statements in this communication include, but are not limited to: (i) the ability to realize the anticipated benefits of the Acquisition, including the outcome of post-closing purchase price adjustments, any contingent earnout payment and any regulatory review, including under the Investment Canada Act; (ii) the anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the combined company’s operations, including the possibility that any of the anticipated benefits of the Acquisition will not be realized or will not be realized within the expected time period; (iii) the ability of the Company to integrate its business with the Acquired Company’s business successfully and to achieve anticipated synergies and value creation; (iv) the risk that disruptions from the Acquisition will harm the Company’s business, including current plans and operations and that management’s time and attention will be diverted on transaction-related issues; (v) potential adverse reactions or changes to business relationships, including with employees, suppliers, customers, competitors or credit rating agencies, resulting from the announcement or completion of the Acquisition; (vi) potential business uncertainty, including the outcome of commercial negotiations and changes to existing business relationships following the Acquisition that could affect the Company’s financial performance and operating results; (vii) legislative, regulatory and economic developments, changes in local, national, or international laws, regulations, and policies affecting the Company; (viii) the possibility that the costs of the Acquisition, including integration costs, may be greater than anticipated, including as a result of unexpected factors or events; (ix) the Company’s ability to employ a sufficient number of skilled and qualified workers to combat the operating hazards inherent in the Company’s industry; (x) changes in the oil and gas industry, including sustained decreases in the supply, demand or price of oil, natural gas, and natural gas liquids; (xi) the competitive nature of the production optimization, artificial lift and oil and gas services industry in which the Company conducts its business; (xii) the impact of adverse weather conditions in oil or gas producing regions; (xiii) the level of, and obligations associated with, the Company’s indebtedness; (xiv) acts of terrorism or outbreak of war, hostilities, civil unrest, attacks against the Company, and other political or security disturbances; (xv) the impacts of pandemics or other public health crises, including the effects of government responses on people and economies; and (xvi) other risk factors and additional information.
The Company believes that these forward-looking statements are reasonable as and when made. However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical experience and present expectations or projections. These risks and uncertainties include, but are not limited to, those discussed throughout the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and those discussed throughout the Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Part II, Item 1A. “Risk Factors” sections of the Company’s Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2026 and June 30, 2026, which are available on the Investor Relations page of the Company’s website at https://ir.flowco-inc.com, and on the website of the SEC at www.sec.gov.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
2.1* |
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Share Purchase Agreement, dated October 2, 2026, by and among Lifting Solutions Holdings Canada Corp., Lifting Solutions Energy Services Inc., the shareholders and warrantholders of Lifting Solutions Energy Services Inc., and ARC Equity Management (Fund 7) Ltd. |
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Flowco Holdings Inc. Press Release dated October 2, 2026. |
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Investor Presentation dated October 2, 2026. |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* Certain of the schedules and exhibits to the agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished to the Securities and Exchange Commission upon request.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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FLOWCO HOLDINGS INC. |
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October 2, 2026 |
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/s/ Jonathan W. Byers________________________________ |
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Jonathan W. Byers |
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Chief Financial Officer |
Exhibit 99.1
Flowco Broadens Production Optimization Portfolio Through Strategic Acquisition of Lifting Solutions
HOUSTON--(BUSINESS WIRE)-- Flowco Holdings Inc. (NYSE: FLOC) (“Flowco” or the “Company”), a provider of production optimization, artificial lift, and emissions management and monetization solutions for the oil and natural gas industry, today announced the closing of its acquisition of Lifting Solutions Energy Services Inc. (“Lifting Solutions”), a vertically integrated manufacturer of artificial lift technologies serving wells across Canada, the United States, the Middle East, and other international markets. Founded in 2014 and headquartered in Edmonton, Alberta (Canada), Lifting Solutions is a leading provider of continuous rod, a differentiated alternative to conventional rod lift strings, and progressing cavity pumps (“PCP”). Lifting Solutions’ technical capabilities include the in-house development of proprietary rod coatings and PCP technologies designed to extend run times and reduce customer workover and lifting costs. Flowco acquired Lifting Solutions for approximately US$113 million in cash, based on a CAD/USD exchange rate of 0.71, subject to adjustment in accordance with the purchase agreement.
Transaction Highlights and Strategic Rationale
Joe Bob Edwards, President and Chief Executive Officer of Flowco, commented, “We are pleased to welcome the Lifting Solutions team to Flowco. They have built a differentiated business through a deep commitment to technology, technical expertise and high-quality service—values that align closely with our own. The acquisition broadens our artificial lift portfolio and expands our ability to provide the right solutions to customers throughout the life of the well. This transaction extends Flowco’s geographic reach and creates meaningful opportunities to bring a broader set of technologies to customers across both businesses.”
David Labonte, Founder and Chief Executive Officer of Lifting Solutions, stated, “We look forward to joining Flowco and bringing together two highly complementary businesses. Together, we can build on the strengths of both organizations and support the continued growth of the combined company.”
Transaction and Timing
The cash consideration paid in the acquisition was approximately US$113 million in cash, based on a CAD/USD exchange rate of 0.71, subject to adjustments in accordance with the purchase agreement. The sellers are also eligible to receive contingent consideration of up to C$10 million based on Lifting Solutions’ 2027 financial performance, payable in early 2028. The transaction was structured on a
cash-free, debt-free basis, and Flowco funded the cash consideration with borrowings under its ABL facility.
Conference Call and Webcast Information
Flowco will host a conference call and live webcast on Friday, October 2, 2026 at 7:30 a.m. Eastern Time to discuss the acquisition. The conference call can be accessed live over the phone by dialing 1-877-704-4453 (U.S.) or 1-201-389-0920 (international). A telephonic replay of the conference call will be available three hours after the call and can be accessed by dialing 1-844-512-2921 (U.S.) or 1-412-317-6671 (international). The passcode for the call and replay is 13762913. A live webcast of the conference call and corresponding presentation will also be available under the Investor Relations section of Flowco’s website at ir.flowco-inc.com.
Advisors
Troutman Pepper Locke LLP, Blake, Cassels & Graydon LLP, and Vinson & Elkins LLP are serving as legal advisors to Flowco. TPH&Co, the energy business of Perella Weinberg Partners, is serving as exclusive financial advisor to Lifting Solutions on the transaction. Dentons Canada LLP is serving as exclusive legal counsel to Lifting Solutions.
About Flowco
Flowco is a leading provider of production optimization, artificial lift and emissions management and monetization solutions for the oil and natural gas industry. The company’s products and services include a full range of equipment and technology solutions that enable oil and natural gas producers to efficiently and cost-effectively maximize the profitability and economic lifespan of their assets.
Forward-Looking Statements
The information in this press release includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts contained in this press release may be forward-looking statements. These statements generally relate to future events or our future financial or operating performance, and include, but are not limited to: statements regarding the potential benefits of the acquisition to the Company; guidance or estimates related to the Company’s results of operations or financial condition; industry trends, customer demand and industry outlook, and effects on Flowco’s operations; Flowco’s strategies and plans, including matters relating to the Company’s growth, capital expenditures, dividend policies, and leverage profile. When used in this press release, words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “plan,” “seek,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” and “will,” the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Forward-looking statements are based on management’s current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although Flowco believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. These risks and uncertainties are described further in our annual report on Form 10-K for the year ended December 31, 2025, in our subsequent
quarterly reports on Form 10-Q and in our other filings filed with the Securities and Exchange Commission. Flowco undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release, except as required by applicable law. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.
Investor Contact:
Andrew Leonpacher | VP of Finance, Corporate Development, and Investor Relations
investor.relations@flowco-inc.com
(713) 997-4647
Media Contact:
Cheryl Brashear-White | VP of Marketing Communications
cheryl.white@flowco-inc.com
(405) 819-5290
Source: Flowco Holdings Inc.
October 2, 2026 Acquisition of Lifting Solutions Energy Services Inc. Exhibit 99.2
Disclaimer and Forward-Looking Statements Forward-Looking Statements This investor presentation contains statements relating to future actions and results, which are "forward-looking statements" within the meaning of the Securities Exchange Act of 1934, as amended. Statements of expectations and predictions of future performance are subject to numerous risks and uncertainties, many of which are beyond the Company’s control. Forward-looking statements include statements regarding the potential benefits of the proposed transaction, the Company’s expectations regarding the performance of the business, financial results, liquidity and capital resources of the Company and may also relate to the Company's market position and growth opportunities. Forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from current expectations, including, but not limited to, changes in economic, competitive, strategic, technological, tax, regulatory or other factors that affect the operation of the Company’s businesses. You are encouraged to refer to the documents that the Company files from time to time with the Securities and Exchange Commission (“SEC”), including the “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, the Company’s subsequent Quarterly Reports on Form 10-Q, and in the Company’s other filings with the SEC. Readers are cautioned not to place undue reliance on the Company’s forward-looking statements. Forward-looking statements speak only as of the day they are made and, except as required by applicable law, the Company undertakes no obligation to update any forward-looking statement. Non-GAAP Measures This presentation includes certain non-GAAP financial measures such as the forward-looking estimates of Adjusted EBITDA and Unlevered Free Cash Flow projected to be generated from Lifting Solutions Energy Services Inc. (“Lifting Solutions”) for the year ended December 31, 2027. The Company defines Lifting Solutions’ Adjusted EBITDA as net income adjusted for net interest expense, income tax benefit (provision), depreciation and amortization, share-based compensation, transaction-related expenses, other non-cash and non-recurring expenses, unrealized foreign exchange gains and losses, and adjustments and distributions related to equity method investments. The Company defines Lifting Solutions’ Unlevered Free Cash Flow as cash flow provided by operating activities less additions to property, plant and equipment cash flow (which includes both maintenance and growth capital expenditures, but excludes asset acquisitions of a business, and excludes other business acquisitions). Due to the forward-looking nature of these non-GAAP financial measures, management cannot reliably or reasonably predict certain of the necessary components of the most directly comparable forward-looking GAAP measures without unreasonable effort. Accordingly, we are unable to present a quantitative reconciliation of such forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures. These non-GAAP financial measures should not be considered alternatives to, or more meaningful indicators of, financial measures as prepared in accordance with GAAP. The Company’s methods of determining these non-GAAP financial measures may differ from the methods used by other companies and may not be comparable. Industry & Market Data The market data and certain other statistical information used throughout this presentation are based on independent industry publications, government publications or other published independent sources. Although we believe these third-party sources are reliable as of their respective dates, we have not independently verified the accuracy or completeness of this information. Some data is also based on our good faith estimates and our management's understanding of industry conditions. The industry in which we operate is subject to a high degree of uncertainty and risk due to a variety of factors. These and other factors could cause results to differ materially from those expressed in these publications.
Transaction Overview Strategic Rationale Enhances Flowco’s production optimization portfolio Expands Flowco’s offerings through the addition of continuous rod (Endless Rod®) for rod lift applications and progressing cavity pump (PCP) technology, which is often paired with continuous rod, broadening capabilities across the full well lifecycle Expands Flowco’s addressable market across Canada, the Middle East, and other global markets Adds exposure to rod lift and PCP markets while providing a platform to accelerate international growth; approximately 10% of Flowco’s revenue will be generated outside the U.S. following the transaction Creates cross-sell opportunities Opportunity to expand customer access by cross-selling Lifting Solutions and Flowco products across North American and international markets through existing artificial lift relationships Transaction Summary Flowco Holdings Inc. (“Flowco”) acquired Lifting Solutions Energy Services Inc. for approximately US$113 million1,2 Lifting Solutions Energy Services Inc. (“Lifting Solutions”) is an Edmonton-based provider of artificial lift products and technologies serving customers across Canada, the U.S., the Middle East and other global markets Purchase consideration funded with borrowings under Flowco’s existing ABL facility Contingent payment of up to C$10 million based on Lifting Solutions’ 2027E financial performance Attractive valuation, accretive to key metrics including earnings and free cash flow per share Transaction signed and closed in October 2026 Proven management team with international operating experience Conservative Post-Transaction Leverage Subject to adjustment in accordance with the purchase agreement and excludes transaction fees and other transaction related payments CAD amounts converted to USD using a CAD/USD exchange rate of 0.71 Management estimates; assumes initial purchase consideration, which is subject to adjustment in accordance with the purchase agreement, and excludes transaction fees and other transaction related payments; Adjusted EBITDA is a non-GAAP financial measure defined as net income adjusted for net interest expense, income tax benefit (provision), depreciation and amortization, share-based compensation, transaction-related expenses, other non-cash and non-recurring expenses, unrealized foreign exchange gains and losses, and adjustments and distributions related to equity method investments Key Highlights ~5.0x Lifting Solutions 2027E Adjusted EBITDA Purchase Multiple3
Source: Management Source: Management estimates; Adjusted EBITDA is a non-GAAP financial measure defined as net income adjusted for net interest expense, income tax benefit (provision), depreciation and amortization, share-based compensation, transaction-related expenses, other non-cash and non-recurring expenses, unrealized foreign exchange gains and losses, and adjustments and distributions related to equity method investments; Unlevered Free Cash Flow is a non-GAAP financial measure and is defined as cash flow provided by operating activities less additions to property, plant and equipment cash flow (which includes both maintenance and growth capital expenditures, but excludes asset acquisitions of a business, and excludes other business acquisitions) CAD-denominated amounts converted to USD using a CAD/USD exchange rate of 0.71 Lifting Solutions at a Glance Company Highlights By the Numbers A leading provider of continuous rod, a differentiated alternative to conventional rod strings, and progressing cavity pumps ~US$23MM 2027E Adjusted EBITDA1,2 ~26,000 PCPs Installed Since Inception ~50% 2027E Unlevered Free Cash Flow / Adjusted EBITDA1 45MM ft. of Endless Rod Installed Since Inception By Segment By Geography 2025A Revenue Robust Offering of Artificial Lift Solutions with a Deep Suite of Service Offerings and Global Reach Demonstrated track record of delivering growth and gaining market share through differentiated technology and strong service execution Proprietary coated rod and PCP technologies designed to extend run times and reduce customer workover and lifting costs Vertically integrated — in-house research & development and materials testing, with manufacturing facilities in Canada and Oman Long-standing relationships with blue-chip operators across Canada, the U.S., the Middle East, and other international markets
Lifting Solutions’ Endless Rod® is the common component in both reciprocating rod lift and progressing cavity pump installations Technological Pioneer with Broad Product Offering Reciprocating Rod Lift Progressing Cavity Pump (PCP) The terminal form of artificial lift for the majority of oil wells Positive displacement pump for heavy and medium gravity oil and coal-seam gas Why Endless Rod® wins in rod lift Why PCP wins in heavy, viscous production Reduced Wear: Jointless design reduces tubing wear and rod failures Lower Operating Costs: Reduces friction, torque, gearbox loads and energy use Fewer Workovers: Longer run times reduce workover frequency and associated costs Faster Installation: Reduces rig time during installation and workovers Extended Reach: Enables longer laterals and challenging well geometries Corrosion Protection: Proprietary coated rod provides added protection in corrosive environments High-Viscosity Handling: Maintains consistent flow with heavy, high-viscosity fluids Solids Tolerance: Handles high solids content with reduced wear and plugging High System Efficiency: Maintains efficiency at low flow rates and RPMs, reducing power costs Flexible Operating Range: High turndown accommodates changing production rates and well conditions Simplified Infrastructure: Requires less surface equipment, reducing capex and operating costs Stator, Elastomer Rotor Drive Head Tubing Progressing Cavity Pump Stuffing Box, Polished Rod Casing GasAL Separator Downhole Pump Pumping Unit Polished Rod Casing Tubing Rod String Enables economic transition to high-rate rod lift in corrosive and challenging operating environments Leading artificial lift technology in Canada, with broad adoption across Venezuela, Australia and other global markets Rod String Lifting Solutions Offerings
Source: Management, Enverus, and Spears & Associates Lifting Solutions operates from Edmonton and across 11 Canadian service bases, spanning every major play in the WCSB Canadian Market Entry With Established Management & Growth Potential By Gas Production in North America #3 Basin By Oil Production in North America #2 Basin For PCP Artificial Lift in North America #1 Basin 🗸 🗸 🗸 🗸 🗸 Montney Duvernay Deep Basin Conventional Oil Multi-Laterals Oil Sands 🗸 🗸 🗸 🗸 🗸 🗸 🗸 🗸 🗸 🗸 🗸 Gas Lift Application ESP Application Rod Lift Application 🗸 PCP Application 🗸 🗸 Lifting Solutions serves every major Western Canadian play from a centrally located manufacturing facility, providing a platform to cross-sell complementary Flowco products, including HPGL, ESP, gas lift, and plunger lift >100 Active Canadian Clients in 2025 >26,000 Wells Drilled in the Last 5 Years > 390,000 Existing wells estimated to be on RDS in NAm 69% of Global Producing Wells are outfitted with RDS
Source: Management Global Presence Provides Platform for Growth Salalah, Oman Oman-based Endless Rod manufacturing facility Size: 40,000 sq. ft. ER: 2 MM meters./yr Edmonton, AB Headquarters and manufacturing center of Endless Rod and PCP Size: 75,000 sq. ft. ER: 3.6MM meters/yr PCP: 14,400 PCPs/yr 17 Lifting Solutions Locations 11 New Countries in Development or in Tender Discussions 16 Active Countries 19 Distributors outside of Canada Current Operating Regions Anticipated or In Development / Tender Participation Manufacturing Location Service Location Proven ability to leverage deep North American expertise across global oil markets, including the Middle East, Far East and Latin America
Strategic Rationale Adds continuous rod and PCP technologies to Flowco’s existing portfolio, broadening its ability to provide the right artificial lift solution over the life of the well Enhances Production Optimization Portfolio Expands Addressable Market Provides Canadian and International Platform Provides entry into rod lift and PCP markets, expanding Flowco’s addressable market while increasing participation in later-life well applications Adds scaled Canadian operations and an established international presence, providing a platform to accelerate growth across Canada, the Middle East and other global markets Leverages complementary products (i.e., ESP to rod conversion), technical expertise and customer relationships to cross-sell Flowco and Lifting Solutions offerings across their respective footprints Creates Cross-Sell Opportunities Attractive financial profile with expected accretion to earnings and free cash flow per share Disciplined Capital Deployment Consistent with Flowco’s history of successfully integrating high-performing entrepreneurial teams Proven Management Team
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Source: Rystad Energy (January 2026) Flowco’s Positioning in the Production Stage of a Well’s Lifecycle Life of well Lifting Solutions provides exposure to rod lift and PCP markets while accelerating Flowco’s international expansion $14.7 bn 2025E Global Artificial Lift Market1 (US$bn) 2025E U.S. Artificial Lift Market1 (US$bn) $7.0 bn Artificial Lift Type Technology Description HPGL Injects high pressure gas down the wellbore to lighten liquid column and enhance recovery Only high flowrate lift system designed specifically for unconventionals ESPs Utilizes an electric motor to drive a multistage centrifugal pump to lift production from the well PCP Rotor and stator form sealed cavities that carry fluid from intake to discharge with low shear — ideal for viscous and abrasive fluids Gas Lift Injects natural gas into the wellbore to reduce fluid column density and hydrostatic pressure Allows reservoir pressure to push fluids to the surface Plunger Lift Utilizes downhole plunger to lift liquids from low-pressure or high gas production wells Rod Lift A reciprocating rod driven from surface activates a downhole pump Downhole pump pushes liquids to surface Indicates product offering Rod lift market entered with Endless Rod® product offering New Offering New Offering Lifting Solutions provides broader presence in Canada and other international markets
Source: Rystad Energy (January 2026) Flowco’s Ability to Service Customers Throughout Well Lifecycle Production Solutions Digital Solutions Flowco is a differentiated artificial lift provider offering both HPGL and ESP, as well as multiple later-life lift solutions, leveraging operating insight and well-level knowledge to support optimal lift selection throughout the life of the well Daily Production 0 30 2 4 6 8 Years of Production 10 Illustrative Well Decline Curve ESP Plunger Lift Plunger Lift Conventional Gas Lift ESP HPGL Plunger Lift Conventional Gas Lift Natural Gas Technologies Vapor Recovery Natural Gas Systems ESP Rod Lift PCP Unlocked with Lifting Solutions transaction
Source: EIA, Canada Energy Regulator, and Enverus Crude oil and condensate production as of 2025 A Decade of Growth Across Western Canadian Oil, Gas and Drilling Activity Western Canadian Oil Production by Province (MMbbl/d) Alberta Saskatchewan Global Oil Production (MMbbl/d)1 Western Canadian Gas Production by Province (Bcf/d) Alberta Saskatchewan British Columbia Cumulative Wells Drilled in Canada Since 2016 A Growing, Maturing Western Canadian Production Base Continually Grows the Rod Lift Installed Base Lifting Solutions Serves Canada is the 4th Largest Oil Producer Globally 4th >60,000 Wells Drilled in Canada since 2016
Market Leadership Robust, Long-Term Growth Profile Proven Management Team Leading Returns Profile Blue-Chip Customers Resiliency & Visibility High-Value Outcomes
