Item 1.01 Entry into a Material Definitive Agreement.
On November 20, 2012, Forum Energy Technologies, Inc., a Delaware corporation
(the "Company"), entered into Amendment No. 3 (the "Amendment") to its Amended
and Restated Credit Agreement, dated as of October 4, 2011, among the Company,
as Borrower, Wells Fargo Bank National Association, as Administrative Agent and
Swing Line Lender, and Wells Fargo Bank, National Association, JPMorgan Chase
Bank, N.A. and Bank of America, N.A. and such other lenders designated from time
to time as Issuing Lenders (the "Credit Agreement"). The Amendment provides for
(i) an increase in the Senior Secured Leverage Ratio to 3.00 to 1.00, commencing
with the fiscal quarter ending immediately after a qualified issuance of notes;
(ii) an increase of $50 million in the Company's ability to issue additional
unsecured notes; (iii) the deletion of certain conditions related to the
refinancing of certain permitted Debt; and (iv) certain other amendments to the
Credit Agreement, each as set forth in the Amendment. Capitalized terms used
herein but not otherwise defined have the meaning given to them in the Credit
Agreement, as amended.
The foregoing description of the Amendment is qualified in its entirety by
reference to the full text of the Amendment, which is attached as Exhibit 10.1
to this Current Report on Form 8-K and incorporated in this Item 1.01 by
reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The description of the Amendment in Item 1.01 above is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibit Title or Description
10.1 Amendment No. 3 to Amended and Restated Credit Agreement, dated as
of November 20, 2012, among Forum Energy Technologies, Inc., as
Borrower, the Guarantors, the Lenders party thereto, the Issuing
Lenders party thereto and Wells Fargo Bank, National Association, as
Administrative Agent.
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