Forum Energy Technologies (FET) has announced the launch of a backstopped private offering of $100 million in aggregate principal amount of 5-year senior secured bonds (the “Offering”). The proceeds from this Offering, along with existing cash reserves, will be used to fully redeem all outstanding 9.000% Convertible Senior Secured Notes due in 2025 (the “2025 Notes”) and to pay off the outstanding borrowings under the seller term loan related to the acquisition of Variperm Energy Services (the “Seller Term Loan”).
The offered securities have not been registered under the Securities Act of 1933, as amended, or any state securities laws. Consequently, these securities cannot be offered or sold in the United States or to U.S. persons unless registered or exempt from the registration requirements of the Securities Act and applicable state laws. FET plans to conduct the Offering as a private placement exclusively for non-U.S. persons outside the United States under Regulation S of the Securities Act.
This announcement is not intended as a notice of redemption for the 2025 Notes or a notice of repayment for the Seller Term Loan.
Furthermore, this press release does not constitute an offer to sell or a solicitation of an offer to purchase any of these securities, nor shall there be any sale of these securities in any state where such an offer or sale would be illegal. This release is issued in accordance with Rule 135c under the Securities Act.
FET is a global manufacturing company based in Houston, Texas, serving the oil, natural gas, industrial, and renewable energy sectors. The company focuses on delivering value-added solutions that enhance the safety, efficiency, and environmental performance of its customers’ operations. For more information, please visit www.f-e-t.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements, as defined in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements often include terms such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “likely,” “plan,” “project,” “could,” “may,” “might,” “should,” “will,” and similar expressions. These statements specifically relate to the Offering and its intended use of proceeds.
Forward-looking statements are subject to various risks, uncertainties, and assumptions that could cause actual outcomes to differ significantly from those expressed. For detailed information regarding known material risks, please refer to FET’s latest annual report on Form 10-K and quarterly reports on Form 10-Q, available on the SEC’s website at www.sec.gov. Each forward-looking statement is made as of the date of the statement, and FET is not obligated to update or revise these statements, except as required by law.
