FORUM ENERGY TECHNOLOGIES, INC. (FET): M&A transaction — Forum Energy Tech completes acquisition of Variperm for $150M cash + 2M shares

On the Closing Date, the Acquisition was consummated in accordance with the terms and conditions of the Agreement. In connection with the consummation of the Acquisition, Forum paid aggregate consideration of (i) the Shares and (ii) an amount of cash equal to US $150.0 million, as adjusted for customary purchase price adjustments set forth in the Agreement relating to cash, net working capital, indebtedness and transaction expenses of Variperm as of the closing of the Transactions (the “ Cash Consideration ”).

On the Closing Date, Forum entered into the Second Lien Seller Term Loan Credit Agreement, (the “ Credit Agreement ”), by and among Forum, as borrower, the Sellers and certain of the Option Holders (as defined in the Agreement), as lenders (the “ Lenders ”), and VES Partnership, as administrative and collateral agent for each of the Lenders. Pursuant to the Credit Agreement, Forum borrowed $60.0 million aggregate principal amount of term loans (the “ Term Loans ”), which mature in December 2026.

Forum entered into the first supplemental indenture (the “ Supplemental Indenture ”) to the Indenture, dated as of August 4, 2020, by and among Forum, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association), as trustee (the “ Indenture ”), which adds a subsidiary of Forum as a guarantor to the Indenture.

On the Closing Date, Forum and the Sellers entered into an investor rights agreement (the “ Investor Rights Agreement ”) with respect to the 2.0 million shares of common stock, par value $0.01 per share, of Forum (“ Forum Common Stock ”, and such shares, the “ Shares ”) in connection with the consummation of the Acquisition