Item 8.01. Other Events.

Mandatory Conversion of 9.000% Convertible Senior Secured Notes due 2025 into Common Stock

On December 27, 2022, the average of the daily volume-weighted average prices of the common stock, par value $0.01 per share (the "Common Stock"), of Forum Energy Technologies, Inc. (the "Company") measured over a 20 consecutive trading day period exceeded $30.00, triggering a mandatory conversion event for its 9.000% Convertible Senior Secured Notes due 2025 (the "Notes"), issued pursuant to the Indenture, dated as of August 4, 2020 (the "Indenture"), by and among the Company, the guarantors listed on the signature pages thereto and U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association, as trustee, collateral agent and conversion agent. As a result, $122,761,286 aggregate principal amount of outstanding Notes are mandatorily converting into shares of Common Stock (plus cash in lieu of fractional shares) pursuant to the terms of the Indenture (the "Mandatory Conversion"). In connection with the Mandatory Conversion, the Company is issuing approximately 4.5 million shares of Common Stock. The date of the Mandatory Conversion is January 3, 2023 (the "Mandatory Conversion Date"), and the settlement of the Mandatory Conversion in accordance with the Indenture is scheduled for January 5, 2023, which is two business days following the Mandatory Conversion Date. Interest will be paid to holders of the Notes up to, but not including, the Mandatory Conversion Date.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.

Exhibit No.               Exhibit Title or Description
  99.1                    Press Release dated December 27, 2022.
                          Cover Page Interactive Data File - the cover page XBRL tags are embedded
104                       within the Inline XBRL document.

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses