Grundläggande statistik
| CIK | 1617898 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to KLX Inc.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| February 11, 2019 |
KLXE / KLX Energy Services Holdings, Inc. / VANGUARD GROUP INC Passive Investment SC 13G/A 1 klxenergyservicesholdingsinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: KLX Energy Services Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 48253L106 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to desi |
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| October 19, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36610 KLX Inc. (Exact name of registrant as specified in its charter) 13 |
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| October 9, 2018 |
As filed with the Securities and Exchange Commission on October 9, 2018 Registration No. |
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| October 9, 2018 |
As filed with the Securities and Exchange Commission on October 9, 2018 Registration No. |
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| October 9, 2018 |
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): October 9, 2018 (October 9, 2018) KLX Inc. (Exact name of registrant as specified in its charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commiss |
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| October 9, 2018 |
Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF KLX INC. A Delaware Corporation (Adopted as of October 9, 2018) ARTICLE I. OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle 19808. The name of the corporation’s registered agent at such address shall |
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| October 9, 2018 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KLX INC. ARTICLE ONE EX-3.1 2 a18-364063ex3d1.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KLX INC. ARTICLE ONE The name of the corporation is KLX Inc. ARTICLE TWO The address of the corporation’s registered office in the State of Delaware is 251 Little Falls Drive, in the City of Wilmington, New Castle County, Delaware 19808. The name of its registered agent at such address is Corporati |
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| September 19, 2018 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events 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): September 19, 2018 (September 14, 2018) KLX Inc. (Exact name of Registrant as specified in its charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (C |
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| September 19, 2018 |
KLX INC. COMPLETES SPIN-OFF OF KLX ENERGY SERVICES HOLDINGS, INC. Exhibit 99.2 News Release CONTACT: Michael Perlman Director, Investor Relations KLX Inc. (561) 791-5435 KLX INC. COMPLETES SPIN-OFF OF KLX ENERGY SERVICES HOLDINGS, INC. WELLINGTON, FL — September 17, 2018 - KLX Inc. (“KLX” or the “Company”) (NASDAQ: KLXI) announced today that it has completed the previously announced spin-off of KLX Energy Services Holdings, Inc. (“KLX Energy Services”) (NASDAQ: |
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| September 19, 2018 |
KLX Inc. Unaudited Pro Forma Consolidated Financial Information EX-99.3 3 a18-300561ex99d3.htm EX-99.3 Exhibit 99.3 KLX Inc. Unaudited Pro Forma Consolidated Financial Information On September 14, 2018, KLX Inc. (“KLX”) completed the previously announced distribution of 100% of the outstanding common stock of KLX Energy Services Holdings, Inc. (“KLXE”) to KLX’s shareholders (the “Distribution”). The following unaudited pro forma consolidated statements of earn |
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| August 28, 2018 |
EXHIBIT 99.1 KLX INC. REPORTS STRONG SECOND QUARTER FINANCIAL RESULTS; CONFIRMS SEPTEMBER 14TH SPIN-OFF DATE FOR KLX ENERGY SERVICES (“KLXE”); SEPARATELY ANNOUNCES KLXE SPIN-OFF TRADING INFORMATION WELLINGTON, FL, August 28, 2018 — KLX Inc. (“KLX” or the “Company”) (NASDAQ: KLXI), a leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of servi |
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| August 28, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a18-2202318k.htm 8-K 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 28, 2018 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Co |
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| August 28, 2018 |
KLXI / KLX Inc. 10-Q (Quarterly Report) 10-Q 1 klxi-20180731x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Quarterly Period Ended July 31, 2018 Commission File No. 001-36610 KLX INC. (Exact name of registrant as specified in its charter) DELAWARE 47-1639172 (State of Incorpora |
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| August 24, 2018 |
Exhibit 99.1 News Release CONTACT: Michael Perlman Director, Investor Relations KLX Inc. (561) 791-5435 KLX STOCKHOLDERS APPROVE MERGER WITH THE BOEING COMPANY; KLX INC. BOARD OF DIRECTORS APPROVES SPIN-OFF OF KLX ENERGY SERVICES HOLDINGS, INC. TO OCCUR ON SEPTEMBER 14, 2018 WELLINGTON, FL — August 24, 2018 - KLX Inc. (“KLX” or the “Company”) (NASDAQ: KLXI) announced today that KLX stockholders vo |
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| August 24, 2018 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders 8-K 1 a18-2115018k.htm 8-K 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 24, 2018 (August 24, 2018) KLX Inc. (Exact name of Registrant as specified in its charter) Delaware 001-36610 47-1639172 (State or other jurisdiction |
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| August 15, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| August 15, 2018 |
8-K 1 a18-1875918k.htm 8-K 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 15, 2018 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Co |
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| July 25, 2018 |
DEFM14A 1 a2236237zdefm14a.htm DEFM14A Use these links to rapidly review the document TABLE OF CONTENTS CONTENTS CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ý Filed by a Party other than the |
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| July 25, 2018 |
CORRESP 1 filename1.htm [Freshfields Bruckhaus Deringer US LLP] VIA EDGAR AND HAND DELIVERY Donald E. Field U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 July 25, 2018 Re: KLX Inc. Proxy Statement on Schedule 14A File No. 001-36610 Dear Mr. Field: On behalf of our client, KLX Inc. (the Company), we hereby file with the Securities an |
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| July 17, 2018 |
EX-2.2 3 a18-145415ex2d2.htm EX-2.2 Exhibit 2.2 JULY 13, 2018 KLX INC. KLX ENERGY SERVICES LLC and KLX ENERGY SERVICES HOLDINGS, INC. EMPLOYEE MATTERS AGREEMENT TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Terms 1 ARTICLE II ASSIGNMENT OF EMPLOYEES 4 2.1 Active Employees 4 2.2 Former Employees 5 2.3 Employment Law Obligations 5 2.4 Employee Records 6 ARTICLE III EQUITY AWAR |
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| July 17, 2018 |
KLX INC. ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD FOR PROPOSED MERGER Exhibit 99.1 News Release CONTACT: Michael Perlman Director, Investor Relations KLX Inc. (561) 791-5435 KLX INC. ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD FOR PROPOSED MERGER WELLINGTON, FL — July 17, 2018 — KLX Inc. (“KLX” or the “Company”) (Nasdaq: KLXI) announced today that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act |
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| July 17, 2018 |
Exhibit 2.4 JULY 13, 2018 KLX INC. and KLX ENERGY SERVICES HOLDINGS, INC. TRANSITION SERVICES AGREEMENT TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Terms 1 ARTICLE II TRANSITION SERVICES; FEES 3 2.1 Services; Time Period 3 2.2 Fees and Invoicing 3 2.3 Cooperation 3 2.4 Access to Systems 4 2.5 Subcontractors 4 2.6 Migration Planning 5 2.7 Compliance Matters 6 2.8 Limitation |
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| July 17, 2018 |
Exhibit 2.1 JULY 13, 2018 KLX INC. KLX ENERGY SERVICES LLC and KLX ENERGY SERVICES HOLDINGS, INC. DISTRIBUTION AGREEMENT CONTENTS ARTICLE PAGE ARTICLE I DEFINITIONS 2 ARTICLE II THE DISTRIBUTION 12 2.01 The Distribution 12 2.02 Fractional Shares 13 2.03 Distribution Date 14 2.04 Conditions to the Distribution 14 ARTICLE III COVENANTS 15 3.01 ESG Funding Adjustment 15 3.02 Credit and Performance Su |
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| July 17, 2018 |
Exhibit 2.3 IP MATTERS AGREEMENT THIS IP MATTERS AGREEMENT (this Agreement), dated as of July 13, 2018, is entered into by and between KLX Inc., a corporation formed under the laws of the State of Delaware (KLX), and KLX Energy Services Holdings, Inc., a corporation formed under the laws of the State of Delaware (ESG SpinCo). KLX and ESG SpinCo are referred to herein individually as a Party and co |
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| July 17, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): July 17, 2018 (July 16, 2018) KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File |
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| July 17, 2018 |
Exhibit 2.2 JULY 13, 2018 KLX INC. KLX ENERGY SERVICES LLC and KLX ENERGY SERVICES HOLDINGS, INC. EMPLOYEE MATTERS AGREEMENT TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Terms 1 ARTICLE II ASSIGNMENT OF EMPLOYEES 4 2.1 Active Employees 4 2.2 Former Employees 5 2.3 Employment Law Obligations 5 2.4 Employee Records 6 ARTICLE III EQUITY AWARDS 7 3.1 General Principals 7 3.2 Es |
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| July 17, 2018 |
JULY 13, 2018 KLX INC. KLX ENERGY SERVICES HOLDINGS, INC. TRANSITION SERVICES AGREEMENT Exhibit 2.4 JULY 13, 2018 KLX INC. and KLX ENERGY SERVICES HOLDINGS, INC. TRANSITION SERVICES AGREEMENT TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Terms 1 ARTICLE II TRANSITION SERVICES; FEES 3 2.1 Services; Time Period 3 2.2 Fees and Invoicing 3 2.3 Cooperation 3 2.4 Access to Systems 4 2.5 Subcontractors 4 2.6 Migration Planning 5 2.7 Compliance Matters 6 2.8 Limitation |
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| July 17, 2018 |
Exhibit 2.1 JULY 13, 2018 KLX INC. KLX ENERGY SERVICES LLC and KLX ENERGY SERVICES HOLDINGS, INC. DISTRIBUTION AGREEMENT CONTENTS ARTICLE PAGE ARTICLE I DEFINITIONS 2 ARTICLE II THE DISTRIBUTION 12 2.01 The Distribution 12 2.02 Fractional Shares 13 2.03 Distribution Date 14 2.04 Conditions to the Distribution 14 ARTICLE III COVENANTS 15 3.01 ESG Funding Adjustment 15 3.02 Credit and Performance Su |
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| July 17, 2018 |
KLX INC. ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD FOR PROPOSED MERGER Exhibit 99.1 News Release CONTACT: Michael Perlman Director, Investor Relations KLX Inc. (561) 791-5435 KLX INC. ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD FOR PROPOSED MERGER WELLINGTON, FL — July 17, 2018 — KLX Inc. (“KLX” or the “Company”) (Nasdaq: KLXI) announced today that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act |
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| July 17, 2018 |
DEFA14A 1 a18-1454158k.htm 8-K 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): July 17, 2018 (July 16, 2018) KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of |
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| July 17, 2018 |
Exhibit 2.3 IP MATTERS AGREEMENT THIS IP MATTERS AGREEMENT (this Agreement), dated as of July 13, 2018, is entered into by and between KLX Inc., a corporation formed under the laws of the State of Delaware (KLX), and KLX Energy Services Holdings, Inc., a corporation formed under the laws of the State of Delaware (ESG SpinCo). KLX and ESG SpinCo are referred to herein individually as a Party and co |
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| June 29, 2018 |
11-K 1 a18-16218111k.htm 11-K Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the fiscal year ended December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to C |
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| June 26, 2018 |
Use these links to rapidly review the document TABLE OF CONTENTS CONTENTS CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 26, 2018 |
[Freshfields Bruckhaus Deringer US LLP] June 26, 2018 VIA EDGAR AND HAND DELIVERY Donald E. |
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| June 11, 2018 |
Exhibit 10.1 EXECUTION VERSION AMENDMENT THIS AMENDMENT, dated as of June 8, 2018 (this “Amendment”), is among KLX INC., a Delaware corporation (the “Company”), JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”) and the lenders party hereto, and amends that certain Amended and Restated Credit Agreement, dated as of May 19, 2015, among the Company, the Administrative Ag |
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| June 11, 2018 |
KLX INC. ANNOUNCES RESULTS OF CONSENT SOLICITATION TO AMEND ITS 5.875% SENIOR NOTES DUE 2022 EX-99.1 4 a18-151361ex99d1.htm EX-99.1 Exhibit 99.1 News Release CONTACT: Michael Perlman Director, Investor Relations KLX Inc. (561) 791-5435 KLX INC. ANNOUNCES RESULTS OF CONSENT SOLICITATION TO AMEND ITS 5.875% SENIOR NOTES DUE 2022 WELLINGTON, FL — June 8, 2018 — KLX Inc. (“KLX” or the “Company”) (NASDAQ: KLXI) announced today that it has received the requisite consents to amend (the “Amendmen |
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| June 11, 2018 |
Exhibit 4.1 THIRD SUPPLEMENTAL INDENTURE This THIRD SUPPLEMENTAL INDENTURE, is entered into as of June 8, 2018 (this “Supplemental Indenture”), among KLX Inc., a Delaware corporation (the “Company”), the guarantors party thereto (the “Guarantors”) and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”). WHEREAS, the Company has heretofore executed and |
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| June 11, 2018 |
8-K 1 a18-1513618k.htm 8-K 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): June 11, 2018 (June 8, 2018) KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incor |
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| June 7, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 a18-1494918k.htm 8-K 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): June 7, 2018 (June 1, 2018) KLX Inc. (Exact name of Registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 001-36610 (C |
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| June 7, 2018 |
EX-2.1 2 a18-149491ex2d1.htm EX-2.1 Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, is dated as of June 1, 2018 (this “Amendment”), by and between The Boeing Company, a Delaware corporation (“Parent”), Kelly Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and KLX Inc., a Delaware corp |
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| June 7, 2018 |
DEFA14A 1 a18-1494918k.htm 8-K 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): June 7, 2018 (June 1, 2018) KLX Inc. (Exact name of Registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 001-3661 |
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| June 7, 2018 |
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER EX-2.1 2 a18-149491ex2d1.htm EX-2.1 Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, is dated as of June 1, 2018 (this “Amendment”), by and between The Boeing Company, a Delaware corporation (“Parent”), Kelly Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and KLX Inc., a Delaware corp |
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| June 1, 2018 |
Use these links to rapidly review the document TABLE OF CONTENTS CONTENTS CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 1, 2018 |
NEW YORK 601 Lexington Avenue 31st Floor New York, NY 10022 T + 1 212 284 4926 F + 1 646 521 5726 W www. |
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| May 31, 2018 |
SD 1 a18-144271sd.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report KLX INC. (Exact name of registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of incorporation) Identification No.) 1300 Corporate Center Way, Wellington, Florida 33414-2105 (Address |
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| May 22, 2018 |
KLXI / KLX Inc. 10-K/A (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi |
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| May 21, 2018 |
KLX INC. REPORTS STRONG FIRST QUARTER FINANCIAL RESULTS EXHIBIT 99.1 KLX INC. REPORTS STRONG FIRST QUARTER FINANCIAL RESULTS WELLINGTON, FL, May 21, 2018 — KLX Inc. (the “Company”) (NASDAQ: KLXI), a leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products to the oil and gas exploration and production industry, today reported its first fiscal quarter ended April 30, 2018 financi |
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| May 21, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a18-1399818k.htm 8-K 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): May 21, 2018 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commi |
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| May 2, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| May 1, 2018 |
DEFA14A 1 a18-124455defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (a |
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| May 1, 2018 |
8-K 1 a2235540z8-k.htm 8-K QuickLinks - Click here to rapidly navigate through this document 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): May 1, 2018 (April 30, 2018) KLX Inc. (Exact name of Registrant as specified in charter) D |
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| May 1, 2018 |
Transaction Bonus Agreement, dated as of April 30, 2018, by and between KLX Inc. and Amin J. Khoury EX-10.1 4 a2235540zex-101.htm EX-10.1 Exhibit 10.1 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Amin J. Khoury (the “Executive”). WHEREAS, the Executive is employed as the Company’s Chairman of the |
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| May 1, 2018 |
Amended and Restated Bylaws of KLX Inc., dated April 30, 2018 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF KLX INC. Table of Contents Section Page ARTICLE I OFFICES Section 1.01. Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 2.01. Annual Meetings 1 Section 2.02. Special Meetings 1 Section 2.03. Notice of Meetings 1 Section 2.04. Waiver of Notice 1 Section 2.05. Postponements and Adjournments 1 Section 2.06. Quorum 2 Section 2.07. Voting 2 Section 2.08. |
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| May 1, 2018 |
EX-99.1 9 a2235540zex-991.htm EX-99.1 Exhibit 99.1 KLX AGREES TO SELL ITS ASG BUSINESS TO BOEING IN AN ALL CASH TRANSACTION AND TO SPIN-OFF ITS ESG BUSINESS TO KLX SHAREHOLDERS WELLINGTON, FL, May 1, 2018 — KLX Inc. (“KLX” or the “Company”) (NASDAQ: KLXI), a leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products to the o |
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| May 1, 2018 |
Use these links to rapidly review the document CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Exhibit 2. |
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| May 1, 2018 |
Exhibit 10.2 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Thomas P. McCaffrey (the “Executive”). WHEREAS, the Executive is employed as the Company’s President and Chief Operating Officer pursuant to |
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| May 1, 2018 |
Transaction Bonus Agreement, dated as of April 30, 2018, by and between KLX Inc. and Roger M. Franks Exhibit 10.4 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Roger M. Franks (the “Executive”). WHEREAS, the Executive is employed as the Company’s General Counsel, Vice President — Law and Human Resou |
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| May 1, 2018 |
EX-10.5 8 a2235540zex-105.htm EX-10.5 Exhibit 10.5 Employment Agreement Amendment WHEREAS, KLX, Inc., a Delaware corporation (the “Company”), and Amin J. Khoury (“Executive”) (collectively, the “Parties”) have previously entered into that certain Amended and Restated Employment Agreement, dated as of May 25, 2017 (the “Agreement”); WHEREAS, the parties desire to amend the Agreement pursuant to the |
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| May 1, 2018 |
EX-10.3 6 a2235540zex-103.htm EX-10.3 Exhibit 10.3 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Michael F. Senft (the “Executive”). WHEREAS, the Executive is employed as the Company’s Vice President |
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| May 1, 2018 |
Sale of Aerospace Solutions Group Spin-Off of Energy Services Group May 1, 2018 EX-99.2 10 a2235540zex-992.htm EX-99.2 Exhibit 99.2 Sale of Aerospace Solutions Group Spin-Off of Energy Services Group May 1, 2018 Transaction Structure Sale of 100% of the stock of KLX to The Boeing Company in an all cash merger — Boeing to acquire Aerospace Solutions Group (“ASG”) Business which will be integrated into Boeing Global Services Business Energy Services Group (“ESG”) business to be |
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| May 1, 2018 |
EX-2.1 2 a2235540zex-21.htm EX-2.1 Use these links to rapidly review the document CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Exhibit 2.1 April 30, 2018 THE BOEING COMPANY KELLY MERGER SUB, INC. and KLX INC. AGREEMENT AND PLAN OF MERGER CONTENTS CLAUSE PAGE Article I Definitions 2 Article II The Merger 12 2.01 The Merger 12 2.02 The Closing 13 2.03 Effective Time 13 2.04 Certificate of Incorporat |
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| May 1, 2018 |
Investor Presentation, dated May 1, 2018 EX-99.2 10 a2235540zex-992.htm EX-99.2 Exhibit 99.2 Sale of Aerospace Solutions Group Spin-Off of Energy Services Group May 1, 2018 Transaction Structure Sale of 100% of the stock of KLX to The Boeing Company in an all cash merger — Boeing to acquire Aerospace Solutions Group (“ASG”) Business which will be integrated into Boeing Global Services Business Energy Services Group (“ESG”) business to be |
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| May 1, 2018 |
Transaction Bonus Agreement, dated as of April 30, 2018, by and between KLX Inc. and Roger M. Franks Exhibit 10.4 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Roger M. Franks (the “Executive”). WHEREAS, the Executive is employed as the Company’s General Counsel, Vice President — Law and Human Resou |
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| May 1, 2018 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 1, 2018 |
EX-10.5 8 a2235540zex-105.htm EX-10.5 Exhibit 10.5 Employment Agreement Amendment WHEREAS, KLX, Inc., a Delaware corporation (the “Company”), and Amin J. Khoury (“Executive”) (collectively, the “Parties”) have previously entered into that certain Amended and Restated Employment Agreement, dated as of May 25, 2017 (the “Agreement”); WHEREAS, the parties desire to amend the Agreement pursuant to the |
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| May 1, 2018 |
Press Release, dated May 1, 2018 Exhibit 99.1 KLX AGREES TO SELL ITS ASG BUSINESS TO BOEING IN AN ALL CASH TRANSACTION AND TO SPIN-OFF ITS ESG BUSINESS TO KLX SHAREHOLDERS WELLINGTON, FL, May 1, 2018 — KLX Inc. (“KLX” or the “Company”) (NASDAQ: KLXI), a leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products to the oil and gas exploration and production |
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| May 1, 2018 |
Amended and Restated Bylaws of KLX Inc., dated April 30, 2018 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF KLX INC. Table of Contents Section Page ARTICLE I OFFICES Section 1.01. Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 2.01. Annual Meetings 1 Section 2.02. Special Meetings 1 Section 2.03. Notice of Meetings 1 Section 2.04. Waiver of Notice 1 Section 2.05. Postponements and Adjournments 1 Section 2.06. Quorum 2 Section 2.07. Voting 2 Section 2.08. |
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| May 1, 2018 |
Transaction Bonus Agreement, dated as of April 30, 2018, by and between KLX Inc. and Amin J. Khoury EX-10.1 4 a2235540zex-101.htm EX-10.1 Exhibit 10.1 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Amin J. Khoury (the “Executive”). WHEREAS, the Executive is employed as the Company’s Chairman of the |
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| May 1, 2018 |
Exhibit 10.2 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Thomas P. McCaffrey (the “Executive”). WHEREAS, the Executive is employed as the Company’s President and Chief Operating Officer pursuant to |
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| May 1, 2018 |
Exhibit 10.3 EXECUTION COPY TRANSACTION BONUS AND NONCOMPETITION AGREEMENT This Transaction Bonus and Noncompetition Agreement (this “Agreement”), dated as of the 30th day of April, 2018, is by and between KLX Inc., a Delaware corporation (the “Company”), and Michael F. Senft (the “Executive”). WHEREAS, the Executive is employed as the Company’s Vice President, Chief Financial Officer and Treasure |
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| May 1, 2018 |
DEFA14A 1 a18-124454defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (a |
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| May 1, 2018 |
DEFA14A 1 a18-124453defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (a |
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| March 19, 2018 |
List of subsidiaries of KLX Inc.** Exhibit 21.1 List of Subsidiaries of KLX Inc. Set forth below is a list of subsidiaries of KLX Inc. The following entities are wholly owned subsidiaries of KLX Inc. and are owned directly by either KLX Inc. or by wholly owned subsidiaries of KLX Inc. Subsidiary Jurisdiction of Formation AAA Aircraft Supply, LLC Delaware Advanced Engineered Products LLC Delaware Herndon Aerospace & Defense, LLC Del |
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| March 19, 2018 |
Employment Agreement between KLX Inc. and John Cuomo, dated as of December 22, 2015.* ** Exhibit 10.12 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this “Agreement”) is entered into effective as of December 22, 2015, by and between KLX Inc., a Delaware corporation (the “Company”), and John A. Cuomo (the “Executive”). RECITALS WHEREAS, the Company and the Executive previously entered into an Employment Agreement effective as of February 26, |
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| March 19, 2018 |
KLXI / KLX Inc. 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: January 31, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001‑ |
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| March 19, 2018 |
KLX Inc. Non‑Employee Directors Stock and Deferred Compensation Plan. ** Exhibit 10.16 KLX INC. NON-EMPLOYEE DIRECTORS STOCK AND DEFERRED COMPENSATION PLAN TABLE OF CONTENTS Page SECTION 1. PURPOSES AND AUTHORIZED SHARES 3 SECTION 2. DEFINITIONS 3 SECTION 3. PARTICIPATION 5 SECTION 4. SHARE OR DEFERRAL ELECTIONS 5 4.1 Time and Types of Elections 5 4.2 Permitted Amounts; Elections 5 SECTION 5. DEFERRAL ACCOUNTS 5 5.1 Cash Account 5 5.2 Stock Unit Account 6 5.3 Dividend |
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| February 9, 2018 |
KLXI / KLX Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KLX INC (Name of Issuer) Common Stock (Title of Class of Securities) 482539103 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is file |
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| February 9, 2018 |
KLXI / KLX Inc. / VANGUARD GROUP INC Passive Investment SC 13G/A 1 klxinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: KLX Inc Title of Class of Securities: Common Stock CUSIP Number: 482539103 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to designate the rule pursuant to which this Schedule |
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| February 5, 2018 |
KLXI / KLX Inc. / FRANKLIN MUTUAL ADVISERS LLC Passive Investment klxi17a3.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 482539103 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* KLX INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 482539103 (CUSIP Number) December 31, 2017 (Date of Event Which Requires F |
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| December 7, 2017 |
KLXI / KLX Inc. 10-Q (Quarterly Report) 10-Q 1 klxi-20171031x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Quarterly Period Ended October 31, 2017 Commission File No. 001-36610 KLX INC. (Exact name of registrant as specified in its charter) DELAWARE 47-1639172 (State of Incorp |
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| December 6, 2017 |
EXHIBIT 99.1 News Release CONTACT: Michael Perlman Director, Investor Relations KLX Inc. (561) 791-5435 KLX INC. REPORTS THIRD QUARTER 2017 FINANCIAL RESULTS: REVENUES UP 17.4%; OPERATING EARNINGS UP 56.7%; RAISES 2017 EPS GUIDANCE AND PROVIDES 2018 INITIAL OUTLOOK WELLINGTON, FL, December 6, 2017 KLX Inc. (the Company) (NASDAQ: KLXI), a leading distributor and value added service provider of |
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| December 6, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a17-2792918k.htm 8-K 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): December 6, 2017 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (C |
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| September 8, 2017 |
CORRESP 1 filename1.htm KLX Inc. September 8, 2017 VIA EDGAR AND FEDEX Melissa Raminpour Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Form 10-K for the Fiscal Year Ended January 31, 2017 Form 10-Q for the Quarterly Period Ended April 30, 2017 Form 8-K filed May 24, 2017 Response dated August 24, 2017 File No |
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| August 24, 2017 |
klxCurrent FolioCommentLetter2 KLX Inc. August 24, 2017 VIA EDGAR AND FEDEX Melissa Raminpour Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Form 10-K for the Fiscal Year Ended January 31, 2017 Filed April 14, 2017 Form 10-Q for the Quarterly Period Ended April 30, 2017 Filed May 25, 2017 Form 8-K filed May 24 |
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| August 24, 2017 |
EXHIBIT 10.2 May 25, 2017 Mr. Amin J. Khoury c/o KLX Inc. 1300 Corporate Center Way, Wellington, FL 33414 Consulting Agreement Dear Mr. Khoury: This letter agreement (the “Agreement”) confirms the agreement between KLX Inc. (the “Company”) and you to engage in a consulting arrangement and sets forth the agreement between the Company and you regarding the terms of such consulting arrangement. 1. Te |
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| August 24, 2017 |
KLXI / KLX Inc. 10-Q (Quarterly Report) 10-Q 1 klxi-20170731x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Quarterly Period Ended July 31, 2017 Commission File No. 001-36610 KLX INC. (Exact name of registrant as specified in its charter) DELAWARE 47-1639172 (State of Incorpora |
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| August 24, 2017 |
EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this “Agreement”) dated as of May 25, 2017 (the “Effective Date”), is by and between KLX Inc., a Delaware corporation (the “Company”), and Amin J. Khoury (“Executive”). WHEREAS, Executive and the Company entered into an Amended and Restated Employment Agreement dated as of May 25, 2016 (the “Prio |
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| August 24, 2017 |
EXHIBIT 10.3 KLX INC. EXECUTIVE RETIREE MEDICAL AND DENTAL PLAN May 25, 2017 ARTICLE I FORWARD AND PURPOSE This Executive Retiree Medical and Dental Plan (the “Plan”) is hereby adopted effective May 25, 2017, by KLX Inc. (the "Company") to provide medical and dental coverage for a select group of retired senior executives of the Company and their Dependents, as part of the existing KLX Medical Ben |
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| August 23, 2017 |
Exhibit 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS STRONG SECOND QUARTER 2017 FINANCIAL RESULTS: REVENUES UP 13.6%; OPERATING EARNINGS UP 61.4%; REAFFIRMS 2017 GUIDANCE WELLINGTON, FL, August 23, 2017 ? KLX Inc. (the ?Company?) (NASDAQ: KLXI), a leading distributor and value added service provider of aerospace fasteners and consumables, |
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| August 23, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a17-2076918k.htm 8-K 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 23, 2017 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Co |
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| July 10, 2017 |
Eric Wesch POA EXHIBIT 24 Klx Inc. Power of Attorney for Executing Forms 3, 4 and 5 Know all men by these presents, that the undersigned, director or officer, or both, of Klx Inc., hereby constitutes and appoints each of Claire Dumas, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer |
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| June 29, 2017 |
Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the fiscal year ended December 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission File number: A. Full |
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| May 31, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report KLX INC. (Exact name of registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of incorporation) Identification No.) 1300 Corporate Center Way, Wellington, Florida 33414-2105 (Address of principal executive o |
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| May 26, 2017 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 25, 2017 |
klxCurrent folio10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 24, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a17-1402118k.htm 8-K 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): May 24, 2017 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commi |
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| May 24, 2017 |
EX-99.1 2 a17-140211ex99d1.htm EX-99.1 Exhibit 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS FIRST QUARTER ENDED APRIL 30, 2017 FINANCIAL RESULTS; REVENUES UP 16.6%; OPERATING EARNINGS UP 109.5%; GAAP EPS UP 620.0%; ADJUSTED EPS UP 157.7%; REAFFIRMS 2017 GUIDANCE WELLINGTON, FL, May 24, 2017 — KLX Inc. (the “Company”) (NASDAQ: KLXI), a lead |
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| April 14, 2017 |
klxCurrentFolio10K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 4, 2017 |
NT 10-K 1 a17-108181nt10k.htm NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-36610 (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: January 31, 2017 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Rep |
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| March 7, 2017 |
EXHIBIT 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS FINANCIAL RESULTS FOR FOURTH QUARTER AND FULL YEAR ENDED JANUARY 31, 2017; INCREASES 2017 GUIDANCE WELLINGTON, FL, March 7, 2017 ? KLX Inc. (the ?Company?) (NASDAQ: KLXI), a leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of ser |
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| March 7, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a17-774618k.htm 8-K 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): March 7, 2017 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commi |
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| February 10, 2017 |
KLXI / KLX Inc. / VANGUARD GROUP INC Passive Investment klxinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: KLX Inc Title of Class of Securities: Common Stock CUSIP Number: 482539103 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the rule |
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| February 3, 2017 |
KLXI / KLX Inc. / FRANKLIN MUTUAL ADVISERS LLC Passive Investment SC 13G/A 1 klxi16a2.htm CUSIP NO. 482539103 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* KLX INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 482539103 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check th |
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| January 12, 2017 |
KLXI / KLX Inc. / FARALLON CAPITAL MANAGEMENT LLC Passive Investment SC 13G/A 1 klx.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) * KLX Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 482539103 (Cusip Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t |
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| December 9, 2016 |
klxCurrent folio10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| December 8, 2016 |
KLX INC. REPORTS THIRD QUARTER FINANCIAL RESULTS: STRONG SALES AND EARNINGS EXCEED EXPECTATIONS EX-99.1 2 a16-220041ex99d1.htm EX-99.1 EXHIBIT 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS THIRD QUARTER FINANCIAL RESULTS: STRONG SALES AND EARNINGS EXCEED EXPECTATIONS WELLINGTON, FL, December 8, 2016 — KLX Inc. (the “Company”) (NASDAQ: KLXI), the world’s leading distributor and value added service provider of aerospace fasteners and co |
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| December 8, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a16-2200418k.htm 8-K 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): December 8, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (C |
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| October 13, 2016 |
CORRESP 1 filename1.htm KLX Inc. October 13, 2016 VIA EDGAR AND FEDEX Melissa Raminpour Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Form 10-K/A for Fiscal Year Ended January 31, 2016 (Amendment No. 2) Filed September 9, 2016 File No. 001-36610 Dear Ms. Raminpour: This letter responds to the letter from the |
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| September 13, 2016 |
CORRESP 1 filename1.htm KLX Inc. September 13, 2016 VIA EDGAR AND FEDEX Andrew Mew Senior Assistant Chief Accountant U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Form 10-K for Fiscal Year Ended January 31, 2016 Filed March 24, 2016 File No. 001-36610 Dear Mr. Mew: This letter responds to the letter from the staff (the “S |
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| September 9, 2016 |
10-Q 1 klxi-20160731x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Quarterly Period Ended July 31, 2016 Commission File No. 001-36610 KLX INC. (Exact name of registrant as specified in its charter) DELAWARE 47-1639172 (State of Incorpora |
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| September 9, 2016 |
10-Q/A 1 klxi-20160430x10qa.htm 10-Q/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 2 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Quarterly Period Ended April 30, 2016 Commission File No. 001-36610 KLX INC. (Exact name of registrant as specified in its charter) DELAWARE 47-163 |
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| September 9, 2016 |
klxCurrent Folio10KA Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 26, 2016 |
Submission of Matters to a Vote of Security Holders 8-K 1 a16-1750418k.htm 8-K 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 25, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Co |
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| August 26, 2016 |
Submission of Matters to a Vote of Security Holders 8-K 1 a16-1750418k.htm 8-K 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 25, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Co |
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| August 24, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 24, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I.R. |
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| August 24, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 24, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I.R. |
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| August 24, 2016 |
KLX INC. REPORTS SECOND QUARTER FINANCIAL RESULTS: NET EARNINGS AND EPS UP ~30% EXHIBIT 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS SECOND QUARTER FINANCIAL RESULTS: NET EARNINGS AND EPS UP ~30% WELLINGTON, FL, August 24, 2016 ? KLX Inc. (the ?Company?) (NASDAQ: KLXI), the world?s leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products to th |
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| August 24, 2016 |
KLX INC. REPORTS SECOND QUARTER FINANCIAL RESULTS: NET EARNINGS AND EPS UP ~30% EXHIBIT 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS SECOND QUARTER FINANCIAL RESULTS: NET EARNINGS AND EPS UP ~30% WELLINGTON, FL, August 24, 2016 ? KLX Inc. (the ?Company?) (NASDAQ: KLXI), the world?s leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products to th |
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| July 18, 2016 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Quarterly Period Ended April 30, 2016 Commission File No. 001-36610 KLX INC. (Exact name of registrant as specified in its charter) DELAWARE 47-1639172 (State of Incorporation) (I.R.S. E |
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| July 18, 2016 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: January 31, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F |
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| June 28, 2016 |
11-K 1 a16-13802111k.htm 11-K Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the fiscal year ended December 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to C |
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| May 31, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report KLX INC. (Exact name of registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of incorporation) Identification No.) 1300 Corporate Center Way, Wellington, Florida 33414-2105 (Address of principal executive o |
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| May 27, 2016 |
DEF 14A 1 a2228765zdef14a.htm DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary P |
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| May 26, 2016 |
10-Q 1 klx-20160430x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For The Quarterly Period Ended April 30, 2016 Commission File No. 001-36610 KLX INC. (Exact name of registrant as specified in its charter) DELAWARE 47-1639172 (State of Incorpora |
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| May 23, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 23, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. |
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| May 23, 2016 |
KLX INC. REPORTS FIRST QUARTER ENDED APRIL 30, 2016 FINANCIAL RESULTS Exhibit 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS FIRST QUARTER ENDED APRIL 30, 2016 FINANCIAL RESULTS WELLINGTON, FL, May 23, 2016 ? KLX Inc. (the ?Company?) (NASDAQ: KLXI), the world?s leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products to the oil and gas |
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| May 17, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 8-K 1 a16-1141018k.htm 8-K 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): May 17, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commi |
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| May 17, 2016 |
KLX INC. ACQUIRES AFTERMARKET AEROSPACE DISTRIBUTION BUSINESS Exhibit 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX (561) 383-5100 KLX INC. ACQUIRES AFTERMARKET AEROSPACE DISTRIBUTION BUSINESS WELLINGTON, FL, May 17, 2016 KLX Inc. (KLX) (NASDAQ: KLXI), the worlds leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products for the oil and gas industry, today ann |
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| March 24, 2016 |
10-K 1 klx-20160131x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: January 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from |
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| March 2, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 2, 2016 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. |
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| March 2, 2016 |
EX-99.1 2 a16-56141ex99d1.htm EX-99.1 Exhibit 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. TO TAKE $11 MILLION AFTER-TAX CHARGE IN THE FOURTH QUARTER OF 2015 ASSOCIATED WITH COST REDUCTION INITIATIVES WELLINGTON, FL, March 2, 2016 — KLX Inc. (NASDAQ: KLXI), today announced that it expects to recognize fourth quarter charges associated with its cos |
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| February 16, 2016 |
KLX AMENDMENT NO. 2 TO SCHEDULE 13G (Passive Acquisition of More Than 5% of Shares) Amendment No. 2 to Schedule 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 2)* KLX INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 482539103 (CUSIP Number) December 31, 201 |
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| February 12, 2016 |
KLXI / KLX Inc. / FARALLON CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 10, 2016 |
KLX 3G/A (Passive Acquisition of More Than 5% of Shares) SC 13G/A 1 klxinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: KLX Inc Title of Class of Securities: Common Stock CUSIP Number: 482539103 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate the rule pursuant to which this Schedule |
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| February 2, 2016 |
KLX 3G/A (Passive Acquisition of More Than 5% of Shares) SC 13G/A 1 klxi15a1.htm CUSIP NO. 482539103 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* KLX INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 482539103 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check th |
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| December 1, 2015 |
EXHIBIT 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS THIRD FISCAL QUARTER ENDED OCTOBER 31, 2015 FINANCIAL RESULTS THIRD QUARTER REVENUES OF $365.0 MILLION; ADJUSTED EPS OF $0.48 WELLINGTON, FL, December 1, 2015: KLX Inc. (?the Company?) (NASDAQ: KLXI), the world?s leading distributor and value added service provider of aerospace fasteners |
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| December 1, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a15-2437718k.htm 8-K 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): December 1, 2015 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (C |
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| November 12, 2015 |
Exhibit 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS NON-CASH ASSET IMPAIRMENT CHARGE SCHEDULES THIRD QUARTER 2015 EARNINGS RELEASE FOR TUESDAY, DECEMBER 1, 2015 AT 9:00 AM EASTERN TIME WELLINGTON, FL, November 12, 2015 ? KLX Inc. (?KLX?) (NASDAQ: KLXI), the world?s leading distributor and value added service provider of aerospace fastener |
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| November 12, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a15-2295218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 12, 2015 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) ( |
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| August 17, 2015 |
DEFA14A 1 a15-181031defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only ( |
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| August 13, 2015 |
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 13, 2015 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I.R. |
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| August 13, 2015 |
EX-3.1 2 a15-176181ex3d1.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF KLX INC. Table of Contents Section Page ARTICLE I OFFICES Section 1.01. Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 2.01. Annual Meetings 1 Section 2.02. Special Meetings 1 Section 2.03. Notice of Meetings 1 Section 2.04. Waiver of Notice 2 Section 2.05. Postponements and Adjournments 2 Section 2.06. Quorum 2 |
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| June 1, 2015 |
SD 1 formsd.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report KLX INC. (Exact name of registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of incorporation) Identification No.) 1300 Corporate Center Way, Wellington, Florida 33414-2105 (Address of princ |
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| May 20, 2015 |
8-K 1 a15-1235118k.htm 8-K 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): May 19, 2015 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commi |
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| May 20, 2015 |
Exhibit 10.1 EXECUTION VERSION Dated as of May 19, 2015 KLX INC. CERTAIN LENDERS JPMORGAN CHASE BANK, N.A., as Administrative Agent and U.S. Collateral Agent J.P. MORGAN EUROPE LIMITED, as European Collateral Agent CITIGROUP GLOBAL MARKETS INC. GOLDMAN SACHS BANK, USA, WELLS FARGO BANK, N.A., ROYAL BANK OF CANADA, and SUNTRUST BANK as Syndication Agents and BARCLAYS BANK PLC, DEUTSCHE BANK SECURIT |
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| April 30, 2015 |
DEF 14A 1 a2224514zdef14a.htm DEF 14A Use these links to rapidly review the document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o C |
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| March 2, 2015 |
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): February 24, 2015 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| March 2, 2015 |
Exhibit 10.1 KLX INC. LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT THIS RESTRICTED STOCK AWARD AGREEMENT (the “Award Agreement”) is made effective as of (the “Date of Grant”) between KLX Inc., a Delaware corporation (the “Company”), and (the “Participant”). Capitalized terms not otherwise defined herein shall have the same meanings as in the KLX Inc. Long-Term Incentive Plan (the “Pla |
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| March 2, 2015 |
EX-10.3 4 a15-57481ex10d3.htm EX-10.3 Exhibit 10.3 FORM OF KLX INC. LONG-TERM INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT This Stock Option Agreement (the “Award Agreement”) is made and entered into as of (the “Date of Grant”) between KLX Inc., a Delaware corporation (the “Company”), and (the “Participant”). Capitalized terms not otherwise defined herein shall have the same meanings as in t |
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| March 2, 2015 |
Exhibit 10.2 FORM OF KLX INC. LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AWARD AGREEMENT (the “Award Agreement”) is made effective as of (the “Date of Grant”) between KLX Inc., a Delaware corporation (the “Company”), and (the “Participant”). Capitalized terms not otherwise defined herein shall have the same meanings as in the KLX Inc. Long-Term Incentive Plan (the “Plan”). |
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| February 23, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 23, 2015 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-36610 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| February 23, 2015 |
KLX INC. REPORTS FULL YEAR AND FOURTH QUARTER 2014 FINANCIAL RESULTS Exhibit 99.1 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. REPORTS FULL YEAR AND FOURTH QUARTER 2014 FINANCIAL RESULTS WELLINGTON, FL, February 23, 2015: KLX Inc. (“the Company”) (NASDAQ: KLXI), the world’s leading distributor and value added service provider of aerospace fasteners and consumables, and a provider of services and products to the oil and |
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| February 17, 2015 |
KLXI / KLX Inc. / Oz Management LP - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment SC 13G/A 1 d874618dsc13ga.htm AMENDMENT NO. 1 TO SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 1)* KLX INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 482539103 ( |
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| February 10, 2015 |
KLXI / KLX Inc. / VANGUARD GROUP INC Passive Investment SC 13G 1 klx.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: KLX Inc Title of Class of Securities: Common Stock CUSIP Number: 482539103 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate the rule pursuant to which this Schedule is fi |
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| February 3, 2015 |
KLXI / KLX Inc. / FRANKLIN MUTUAL ADVISERS LLC Passive Investment SC 13G 1 klxi14in.htm CUSIP NO. 482539103 13G Page 1 of 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* KLX Inc. (Name of Issuer) Common Stock (par value $0.01 per share) (Title of Class of Securities) 482539103 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) |
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| January 26, 2015 |
KLXI / KLX Inc. / FARALLON CAPITAL MANAGEMENT LLC - 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| December 23, 2014 |
KLXI / KLX Inc. / Oz Management LP - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. )* KLX INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 482539103 (CUSIP Number) December 16, 2014 (Date of Event Which Requires F |
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| December 19, 2014 |
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): December 15, 2014 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-3661 47-1639172 (State or other jurisdiction of incorporation) (Commission File Number) (I.R |
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| December 19, 2014 |
EX-10.1 5 a14-264061ex10d1.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION TAX SHARING AND INDEMNIFICATION AGREEMENT BETWEEN B/E AEROSPACE, INC., AND KLX INC. DATED AS OF DECEMBER 15, 2014 Table of Contents Section 1. Definition of Terms 6 (a) General 6 (b) Interpretation 16 Section 2. Allocation of Tax Liabilities 17 2.1 General Rule 17 (a) B/E Liability 17 (b) KLX Liability 17 2.2 Allocation of Unite |
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| December 19, 2014 |
KLX INC. BEGINS TRADING TODAY ON NASDAQ UNDER TICKER SYMBOL “KLXI” EX-99.2 10 a14-264061ex99d2.htm EX-99.2 Exhibit 99.2 News Release CONTACT: Michael Perlman Assistant Treasurer KLX Inc. (561) 383-5100 KLX INC. BEGINS TRADING TODAY ON NASDAQ UNDER TICKER SYMBOL “KLXI” WELLINGTON, Fla.,—(BUSINESS WIRE)—December 17, 2014 — KLX Inc. (“KLX”) (NASDAQ: KLXI), the world’s leading distributor and value added service provider of aerospace fasteners and consumables, and a |
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| December 19, 2014 |
EX-3.2 4 a14-264061ex3d2.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF KLX INC. Table of Contents Section Page ARTICLE I OFFICES Section 1.01. Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 2.01. Annual Meetings 1 Section 2.02. Special Meetings 1 Section 2.03. Notice of Meetings 1 Section 2.04. Waiver of Notice 2 Section 2.05. Postponements and Adjournments 2 Section 2.06. Quorum 2 |
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| December 19, 2014 |
EX-10.3 7 a14-264061ex10d3.htm EX-10.3 Exhibit 10.3 EXECUTION VERSION TRANSITION SERVICES AGREEMENT TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of December 16, 2014, by and between B/E AEROSPACE, INC., a corporation organized under the laws of the State of Delaware (“B/E”), and KLX INC., a corporation organized under the laws of the State of Delaware (“KLX”). Each of B/E and KLX is |
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| December 19, 2014 |
EX-2.1 2 a14-264061ex2d1.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION SEPARATION AND DISTRIBUTION AGREEMENT AMONG B/E AEROSPACE, INC., AND KLX INC. Dated as of December 15, 2014 Table of Contents Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 Section 1.01 Certain Defined Terms 2 Section 1.02 Interpretation and Rules of Construction 16 ARTICLE II ASSET TRANSFERS; ASSUMPTION OF LIABILITIES; CONTRIBUTIO |
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| December 19, 2014 |
EMPLOYEE MATTERS AGREEMENT B/E AEROSPACE, INC., KLX INC. Dated as of December 15, 2014 EX-10.2 6 a14-264061ex10d2.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION EMPLOYEE MATTERS AGREEMENT AMONG B/E AEROSPACE, INC., AND KLX INC. Dated as of December 15, 2014 Table of Contents Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.01 Certain Defined Terms 1 Section 1.02 Interpretation and Rules of Construction 5 ARTICLE II ASSIGNMENT OF EMPLOYEES 5 Section 2.01 Active Employees 5 Secti |
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| December 19, 2014 |
EX-10.5 9 a14-264061ex10d5.htm EX-10.5 Exhibit 10.5 EXECUTION VERSION Dated as of December 16, 2014 KLX INC. CERTAIN LENDERS JPMORGAN CHASE BANK, N.A., as Administrative Agent CITIGROUP GLOBAL MARKETS INC. and GOLDMAN SACHS BANK USA, as Syndication Agents and SUNTRUST BANK, TD BANK, N.A., ROYAL BANK OF CANADA, BARCLAYS BANK PLC, DEUTSCHE BANK SECURITIES INC., MUFG UNION BANK, N.A., PNC BANK, NATIO |
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| December 19, 2014 |
EX-3.1 3 a14-264061ex3d1.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KLX INC. ARTICLE I Name and Introductory Matters The name of the corporation is KLX Inc. (the “Corporation”). The Corporation was originally incorporated under the name KLX Services Corp. by the filing of its original certificate of incorporation with the Secretary of State of the State of Delaware |
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| December 19, 2014 |
Exhibit 10.4 EXECUTION VERSION IT SERVICES AGREEMENT IT SERVICES AGREEMENT (this “Agreement”), dated as of December 16, 2014, by and between B/E AEROSPACE, INC., a corporation organized under the laws of the State of Delaware (“B/E”), and KLX INC., a corporation organized under the laws of the State of Delaware (“KLX”). Each of B/E and KLX is sometimes referred to herein as a “Party”, and together |
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| December 12, 2014 |
KLX INC. NON-EMPLOYEE DIRECTORS STOCK AND DEFERRED COMPENSATION PLAN TABLE OF CONTENTS Page SECTION 1. PURPOSES AND AUTHORIZED SHARES 3 SECTION 2. DEFINITIONS 3 SECTION 3. PARTICIPATION 5 SECTION 4. SHARE OR DEFERRAL ELECTIONS 5 4.1 Time And Types Of Elections 5 4.2 Permitted Amounts; Elections 5 SECTION 5. DEFERRAL ACCOUNTS 5 5.1 Cash Account 5 5.2 Stock Unit Account 6 5.3 Dividend Equivalent Cre |
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| December 12, 2014 |
KLXI / KLX Inc. S-8 - - FORM S-8 As filed with the Securities and Exchange Commission on December 12, 2014 Registration No. |
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| December 12, 2014 |
KLX INC. 2014 Deferred Compensation Plan Effective December 1, 2014 KLX Inc. Deferred Compensation Plan Table of Contents ARTICLE I Establishment and Purpose 1 ARTICLE II Definitions 1 ARTICLE III Eligibility and Participation 9 ARTICLE IV Deferrals 9 ARTICLE V Company Contributions 12 ARTICLE VI Benefits 13 ARTICLE VII Modifications to Payment Schedules 15 ARTICLE VIII Valuation of Account Balanc |
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| December 12, 2014 |
KLX INC. Employee Stock Purchase Plan (Effective as of January 1, 2015) SECTION 1. PURPOSE OF PLAN This document sets forth the KLX Inc. Employee Stock Purchase Plan (the “Plan”), effective as of January 1, 2015. The Plan is intended to provide a method by which eligible employees of KLX Inc. (“KLX”) and of such of KLX’s parents and subsidiaries as KLX’s Board of Directors (the “Board of Directors |
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| December 12, 2014 |
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): December 12, 2014 KLX Inc. (Exact name of Registrant as specified in charter) Delaware 001-3661 47-1639172 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of in |
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| December 12, 2014 |
EX-4.3 2 ss408230ex0403.htm LONG-TERM INCENTIVE PLAN KLX INC. LONG-TERM INCENTIVE PLAN 1. Purposes of the Plan The purposes of the Plan are to (a) promote the long-term success of the Company and its Subsidiaries and to increase stockholder value by providing Eligible Individuals with incentives to contribute to the long-term growth and profitability of the Company by offering them an opportunity |
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| December 12, 2014 |
KLXI / KLX Inc. S-8 - - FORM S-8 As filed with the Securities and Exchange Commission on December 12, 2014 Registration No. |
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| December 12, 2014 |
Exhibit 4.2 EXECUTION VERSION ESCROW AGREEMENT ESCROW AGREEMENT, dated as of December 8, 2014 (this “Agreement”), by and among KLX Inc., a Delaware corporation (the “Company”), Wilmington Trust, National Association, a national banking association with trust powers organized and existing under the laws of the United States (“Wilmington Trust”), as escrow agent (in such capacity, the “Escrow Agent” |
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| December 12, 2014 |
Exhibit 4.1 EXECUTION VERSION KLX INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of December 8, 2014 5.875% Senior Notes due 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.1. Definitions 2 Section 1.2. Rules of Construction 33 Section 1.3. Compliance Certificates and Opinions 33 Section 1.4. Form of Documents Deliv |
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| November 26, 2014 |
KLX INC. Employee Stock Purchase Plan (Effective as of January 1, 2015) Exhibit 10.13 KLX INC. Employee Stock Purchase Plan (Effective as of January 1, 2015) SECTION 1. PURPOSE OF PLAN This document sets forth the KLX Inc. Employee Stock Purchase Plan (the “Plan”), effective as of January 1, 2015. The Plan is intended to provide a method by which eligible employees of KLX Inc. (“KLX”) and of such of KLX’s parents and subsidiaries as KLX’s Board of Directors (the “Boar |
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| November 26, 2014 |
Yours sincerely, Amin Khoury Chairman of the Board B/E Aerospace, Inc. EX-99.1 8 a2222337zex-991.htm EX-99.1 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO COMBINED FINANCIAL STATEMENTS AND SCHEDULE Table of Contents Exhibit 99.1 , 2014 Dear B/E Aerospace, Inc. Shareholder: We are pleased to inform you that on November 25, 2014, the board of directors of B/E Aerospace, Inc. ("B/E Aerospace") approved the spin-off of KLX Inc., or "KLX," a wh |
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| November 26, 2014 |
EX-3.2 2 a2222359zex-32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF KLX INC. Table of Contents Section Page ARTICLE I OFFICES Section 1.01. Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 2.01. Annual Meetings 1 Section 2.02. Special Meetings 1 Section 2.03. Notice of Meetings 1 Section 2.04. Waiver of Notice 2 Section 2.05. Postponements and Adjournments 2 Section 2.06. Quorum 2 S |
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| November 26, 2014 |
KLXI / KLX Inc. 10-12B/A - - 10-12B/A QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on November 25, 2014 File No. |
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| November 26, 2014 |
EMPLOYEE MATTERS AGREEMENT B/E AEROSPACE, INC., KLX INC. Dated as of [ ], 2014 Exhibit 10.3 EMPLOYEE MATTERS AGREEMENT AMONG B/E AEROSPACE, INC., AND KLX INC. Dated as of [ ], 2014 Table of Contents Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.01 Certain Defined Terms 1 Section 1.02 Interpretation and Rules of Construction 4 ARTICLE II ASSIGNMENT OF EMPLOYEES 5 Section 2.01 Active Employees 5 Section 2.02 Former Employees 6 Section 2.03 Employment Law Obligation |
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| November 26, 2014 |
KLX INC. LONG-TERM INCENTIVE PLAN EX-10.12 4 a2222359zex-1012.htm EX-10.12 Exhibit 10.12 KLX INC. LONG-TERM INCENTIVE PLAN 1. Purposes of the Plan The purposes of the Plan are to (a) promote the long-term success of the Company and its Subsidiaries and to increase stockholder value by providing Eligible Individuals with incentives to contribute to the long-term growth and profitability of the Company by offering them an opportunit |
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| November 26, 2014 |
KLX INC. NON-EMPLOYEE DIRECTORS STOCK DEFERRED COMPENSATION PLAN EX-10.14 6 a2222359zex-1014.htm EX-10.14 Exhibit 10.14 KLX INC. NON-EMPLOYEE DIRECTORS STOCK AND DEFERRED COMPENSATION PLAN TABLE OF CONTENTS Page SECTION 1. PURPOSES AND AUTHORIZED SHARES 3 SECTION 2. DEFINITIONS 3 SECTION 3. PARTICIPATION 5 SECTION 4. SHARE OR DEFERRAL ELECTIONS 5 4.1 Time And Types Of Elections 5 4.2 Permitted Amounts; Elections 5 SECTION 5. DEFERRAL ACCOUNTS 5 5.1 Cash Account |
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| November 26, 2014 |
KLX INC. 2014 DEFERRED COMPENSATION PLAN December 1, 2014 EX-10.15 7 a2222359zex-1015.htm EX-10.15 Exhibit 10.15 KLX INC. 2014 DEFERRED COMPENSATION PLAN Effective December 1, 2014 KLX Inc. Deferred Compensation Plan TABLE OF CONTENTS ARTICLE I Establishment and Purpose 1 ARTICLE II Definitions 1 ARTICLE III Eligibility and Participation 9 ARTICLE IV Deferrals 9 ARTICLE V Company Contributions 12 ARTICLE VI Benefits 13 ARTICLE VII Modifications to Paymen |
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| November 26, 2014 |
November 26, 2014 VIA EDGAR Justin Dobbie Legal Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Registration Statement on Form 10-12B File No. 001-36610 Dear Mr. Dobbie: Reference is made to the Registration Statement on Form 10-12B (as amended to date, the “Registration Statement”) filed by KLX Inc. (the “Comp |
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| November 25, 2014 |
KLXI / KLX Inc. 10-12B/A - - 10-12B/A QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on November 25, 2014 File No. |
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| November 25, 2014 |
Yours sincerely, Amin Khoury Chairman of the Board B/E Aerospace, Inc. Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO COMBINED FINANCIAL STATEMENTS AND SCHEDULE Table of Contents Exhibit 99. |
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| November 25, 2014 |
KLX Inc. November 25, 2014 VIA EDGAR Justin Dobbie Legal Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Amendment No. 2 to Form 10-12B Filed November 13, 2014 File No. 001-36610 Dear Mr. Dobbie: This letter responds to the letter from the staff (the “Staff”) of the United States Securities and Exchange Commiss |
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| November 25, 2014 |
KLX Inc. November 25, 2014 VIA EDGAR Justin Dobbie Legal Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Amendment No. 4 to Form 10-12B Filed November 25, 2014 File No. 001-36610 Dear Mr. Dobbie: Concurrently with this letter, KLX Inc. (the “Company”) is electronically transmitting Amendment No. 4 to the Compan |
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| November 25, 2014 |
EX-3.2 2 a2222337zex-32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF KLX INC. Table of Contents Section Page ARTICLE I OFFICES Section 1.01. Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 2.01. Annual Meetings 1 Section 2.02. Special Meetings 1 Section 2.03. Notice of Meetings 1 Section 2.04. Waiver of Notice 2 Section 2.05. Postponements and Adjournments 2 Section 2.06. Quorum 2 S |
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| November 13, 2014 |
EMPLOYEE MATTERS AGREEMENT B/E AEROSPACE, INC., KLX INC. Dated as of [ ], 2014 EX-10.3 7 a2222093zex-103.htm EX-10.3 Exhibit 10.3 EMPLOYEE MATTERS AGREEMENT AMONG B/E AEROSPACE, INC., AND KLX INC. Dated as of [ ], 2014 Table of Contents Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.01 Certain Defined Terms 1 Section 1.02 Interpretation and Rules of Construction 4 ARTICLE II ASSIGNMENT OF EMPLOYEES 5 Section 2.01 Active Employees 5 Section 2.02 Former Employees 6 |
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| November 13, 2014 |
List of Subsidiaries of KLX Inc. EX-21.1 16 a2222093zex-211.htm EX-21.1 Exhibit 21.1 List of Subsidiaries of KLX Inc. Set forth below is a list of subsidiaries that will be transferred by B/E Aerospace, Inc. and its subsidiaries to KLX Inc. in connection with the spin-off. Unless otherwise indicated, following the consummation of the spin-off all of the subsidiaries listed below will be wholly owned subsidiaries of KLX Inc. and w |
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| November 13, 2014 |
SEPARATION AND DISTRIBUTION AGREEMENT B/E AEROSPACE, INC., KLX INC. Dated as of [ ], 2014 EX-2.1 2 a2222093zex-21.htm EX-2.1 Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT AMONG B/E AEROSPACE, INC., AND KLX INC. Dated as of [ ], 2014 Table of Contents Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 Section 1.01 Certain Defined Terms 2 Section 1.02 Interpretation and Rules of Construction 15 ARTICLE II ASSET TRANSFERS; ASSUMPTION OF LIABILITIES; CONTRIBUTION 16 Section 2.01 Transfer |
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| November 13, 2014 |
EX-10.5 8 a2222093zex-105.htm EX-10.5 Exhibit 10.5 EXECUTION COPY HONEYWELL INTERNATIONAL INC. LONG TERM CONTRACT Contract No. This Long Term Contract (hereinafter, the “Contract”) is made and entered into as of July 28, 2008 (“Effective Date”) by and between BE Aerospace, Inc., a Delaware corporation (“Seller”) and Honeywell International Inc., a Delaware corporation, acting through its Aerospace |
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| November 13, 2014 |
FORM OF TRANSITION SERVICES AGREEMENT EX-10.1 5 a2222093zex-101.htm EX-10.1 Exhibit 10.1 FORM OF TRANSITION SERVICES AGREEMENT TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [ ], 2014, by and between B/E AEROSPACE, INC., a corporation organized under the laws of the State of Delaware (“B/E”), and KLX INC., a corporation organized under the laws of the State of Delaware (“KLX”). Each of B/E and KLX is sometimes referred |
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| November 13, 2014 |
KLX INC. 2014 DEFERRED COMPENSATION PLAN December 1, 2014 EX-10.15 14 a2222093zex-1015.htm EX-10.15 Exhibit 10.15 KLX INC. 2014 DEFERRED COMPENSATION PLAN Effective December 1, 2014 KLX Inc. Deferred Compensation Plan TABLE OF CONTENTS ARTICLE I Establishment and Purpose 1 ARTICLE II Definitions 1 ARTICLE III Eligibility and Participation 9 ARTICLE IV Deferrals 9 ARTICLE V Company Contributions 12 ARTICLE VI Benefits 13 ARTICLE VII Modifications to Payme |
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| November 13, 2014 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION KLX INC. ARTICLE I Name and Introductory Matters EX-3.1 3 a2222093zex-31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KLX INC. ARTICLE I Name and Introductory Matters The name of the corporation is KLX Inc. (the “Corporation”). The Corporation was originally incorporated under the name KLX Services Corp. by the filing of its original certificate of incorporation with the Secretary of State of the State of Delaware |
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| November 13, 2014 |
KLXI / KLX Inc. 10-12B/A - - 10-12B/A 10-12B/A 1 a2222093z10-12ba.htm 10-12B/A QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on November 13, 2014 File No. 001-36610 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCH |
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| November 13, 2014 |
KLX INC. Employee Stock Purchase Plan (Effective as of January 1, 2015) EX-10.13 12 a2222093zex-1013.htm EX-10.13 Exhibit 10.13 KLX INC. Employee Stock Purchase Plan (Effective as of January 1, 2015) SECTION 1. PURPOSE OF PLAN This document sets forth the KLX Inc. Employee Stock Purchase Plan (the “Plan”), effective as of January 1, 2015. The Plan is intended to provide a method by which eligible employees of KLX Inc. (“KLX”) and of such of KLX’s parents and subsidiar |
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| November 13, 2014 |
Exhibit 10.2 FORM OF TAX SHARING AND INDEMNIFICATION AGREEMENT BETWEEN B/E AEROSPACE, INC., AND KLX INC. DATED AS OF DECEMBER [ ], 2014 Table of Contents Section 1. Definition of Terms 5 (a) General 5 (b) Interpretation 15 Section 2. Allocation of Tax Liabilities 15 2.1 General Rule 15 (a) B/E Liability 15 (b) KLX Liability 16 2.2 Allocation of United States Federal Income Tax and Federal Other Ta |
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| November 13, 2014 |
EX-3.2 4 a2222093zex-32.htm EX-3.2 Exhibit 3.2 BYLAWS OF KLX INC. Table of Contents Section Page ARTICLE I OFFICES Section 1.01. Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS Section 2.01. Annual Meetings 1 Section 2.02. Special Meetings 1 Section 2.03. Notice of Meetings 1 Section 2.04. Waiver of Notice 2 Section 2.05. Postponements and Adjournments 2 Section 2.06. Quorum 2 Section 2.07. Voting 2 |
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| November 13, 2014 |
KLX Inc. November 13, 2014 VIA EDGAR AND FEDEX Justin Dobbie Legal Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Amendment No. 1 to Form 10-12B Filed October 14, 2014 File No. 001-36610 Dear Mr. Dobbie: This letter responds to the letter from the staff (the “Staff”) of the United States Securities and Exchang |
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| November 13, 2014 |
Yours sincerely, Amin Khoury Chairman of the Board B/E Aerospace, Inc. EX-99.1 17 a2222093zex-991.htm EX-99.1 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO COMBINED FINANCIAL STATEMENTS AND SCHEDULE Table of Contents Exhibit 99.1 , 2014 Dear B/E Aerospace, Inc. Shareholder: We are pleased to inform you that on , 2014, the board of directors of B/E Aerospace, Inc. ("B/E Aerospace") approved the spin-off of KLX Inc., or "KLX," a wholly-owned |
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| November 13, 2014 |
EX-10.11 10 a2222093zex-1011.htm EX-10.11 Exhibit 10.11 EXECUTION EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made as of October 7, 2014, by and between KLX Inc., a Delaware corporation (the “Company”), and Roger M. Franks (the “Executive”). This Agreement shall become effective as of the Effective Date (as defined below) and if the Effective Date does not occur or the spi |
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| November 13, 2014 |
KLX INC. LONG-TERM INCENTIVE PLAN EX-10.12 11 a2222093zex-1012.htm EX-10.12 Exhibit 10.12 KLX INC. LONG-TERM INCENTIVE PLAN 1. Purposes of the Plan The purposes of the Plan are to (a) promote the long-term success of the Company and its Subsidiaries and to increase stockholder value by providing Eligible Individuals with incentives to contribute to the long-term growth and profitability of the Company by offering them an opportuni |
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| November 13, 2014 |
EX-10.16 15 a2222093zex-1016.htm EX-10.16 Exhibit 10.16 IT SERVICES AGREEMENT IT SERVICES AGREEMENT (this “Agreement”), dated as of [ ], 2014, by and between B/E AEROSPACE, INC., a corporation organized under the laws of the State of Delaware (“B/E”), and KLX INC., a corporation organized under the laws of the State of Delaware (“KLX”). Each of B/E and KLX is sometimes referred to herein as a “Par |
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| November 13, 2014 |
Exhibit 10.6 Execution Copy LICENSE AGREEMENT This License Agreement (the “AGREEMENT”) is made and executed effective this 28th day of July, 2008 (“EFFECTIVE DATE”), by and among HONEYWELL INTERNATIONAL INC., a Delaware corporation, acting through its HONEYWELL INTELLECTUAL PROPERTY INTERNATIONAL business unit (hereinafter “HONEYWELL”) and B/E Aerospace, Inc., a Delaware corporation (“LICENSEE” an |
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| November 13, 2014 |
KLX INC. NON-EMPLOYEE DIRECTORS STOCK DEFERRED COMPENSATION PLAN EX-10.14 13 a2222093zex-1014.htm EX-10.14 Exhibit 10.14 KLX INC. NON-EMPLOYEE DIRECTORS STOCK AND DEFERRED COMPENSATION PLAN TABLE OF CONTENTS Page SECTION 1. PURPOSES AND AUTHORIZED SHARES 3 SECTION 2. DEFINITIONS 3 SECTION 3. PARTICIPATION 5 SECTION 4. SHARE OR DEFERRAL ELECTIONS 5 4.1 Time And Types Of Elections 5 4.2 Permitted Amounts; Elections 5 SECTION 5. DEFERRAL ACCOUNTS 5 5.1 Cash Accoun |
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| October 14, 2014 |
EX-10.9 3 a2221741zex-109.htm EX-10.9 Exhibit 10.9 EXECUTION COPY EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made as of September 15, 2014, by and between KLX Inc., a Delaware corporation (the “Company”), and Thomas P. McCaffrey (“Executive”). This Agreement shall become effective as of the Effective Date (as defined below) and if the Effective Date does not occur or the |
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| October 14, 2014 | ||
| October 14, 2014 |
KLXI / KLX Inc. 10-12B/A - - 10-12B/A QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on October 10, 2014 File No. |
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| October 14, 2014 |
EX-10.10 4 a2221741zex-1010.htm EX-10.10 Exhibit 10.10 EXECUTION COPY EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into effective as of September 30, 2014, by and between KLX Inc., a Delaware corporation (the “Company”), and Michael F. Senft (“Executive”). RECITALS WHEREAS, Executive agrees to provide services for the benefit of the Company for the periods provided |
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| October 14, 2014 |
Yours sincerely, Amin Khoury Chairman of the Board B/E Aerospace, Inc. EX-99.1 5 a2221260zex-991.htm EX-99.1 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO COMBINED FINANCIAL STATEMENTS AND SCHEDULE Table of Contents Exhibit 99.1 , 2014 Dear B/E Aerospace, Inc. Shareholder: We are pleased to inform you that on , 2014, the board of directors of B/E Aerospace, Inc. ("B/E Aerospace") approved the spin-off of KLX Inc., or "KLX," a wholly-owned |
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| October 10, 2014 |
KLX Inc. October 10, 2014 VIA EDGAR AND FEDEX Justin Dobbie Legal Branch Chief U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: KLX Inc. Form 10-12B Filed August 29, 2014 File No. 001-36610 Dear Mr. Dobbie: This letter responds to the letter from the staff (the “Staff”) of the United States Securities and Exchange Commission (the “Co |
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| August 29, 2014 |
KLXI / KLX Inc. 10-12B - - 10-12B QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on August 29, 2014 File No. |
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| August 29, 2014 |
Yours sincerely, Amin Khoury Chairman of the Board B/E Aerospace, Inc. Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO COMBINED FINANCIAL STATEMENTS AND SCHEDULE Table of Contents Exhibit 99. |
