SEC FORM
3
SEC Form 3
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
OMB APPROVAL |
OMB Number: |
3235-0104 |
Estimated average burden |
hours per response: |
0.5 |
|
|
1. Name and Address of Reporting Person*
920 MEMORIAL CITY WAY |
SUITE 800 |
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 04/11/2012
|
3. Issuer Name and Ticker or Trading Symbol
FORUM ENERGY TECHNOLOGIES, INC.
[ FET ]
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
X |
10% Owner |
|
Officer (give title below) |
X |
Other (specify below) |
Member of Group |
|
5. If Amendment, Date of Original Filed
(Month/Day/Year)
|
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Form filed by One Reporting Person |
X |
Form filed by More than One Reporting Person |
|
Table I - Non-Derivative Securities Beneficially Owned |
1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
|
3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
4. Nature of Indirect Beneficial Ownership (Instr.
5)
|
Common Stock |
23,175,579 |
I |
By SCF-V, L.P. See Footnote
|
Common Stock |
13,497,415 |
I |
By SCF-VI, L.P. See Footnote
|
Common Stock |
12,732,144 |
I |
By SCF-VII, L.P. See Footnote
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivative Security (Instr.
4)
|
2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
|
4. Conversion or Exercise Price of Derivative Security
|
5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
6. Nature of Indirect Beneficial Ownership (Instr.
5)
|
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Common Stock Warrants (right to buy) |
08/02/2010 |
|
Common Stock |
3,253,706 |
7.68
|
D |
|
Common Stock Warrants (right to buy) |
06/29/2011 |
|
Common Stock |
3,112,366 |
7.68
|
D |
|
1. Name and Address of Reporting Person*
920 MEMORIAL CITY WAY |
SUITE 800 |
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
600 TRAVIS STREET |
SUITE 6600 |
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
1. Name and Address of Reporting Person*
600 TRAVIS STREET |
SUITE 6600 |
(Street)
|
1. Name and Address of Reporting Person*
(Street)
|
Explanation of Responses: |
|
/s/ John C. Ivascu, as attorney-in-fact for L.E. Simmons |
04/11/2012 |
|
/s/ John C. Ivascu, as attorney-in-fact for LESA |
04/11/2012 |
|
/s/ John C. Ivascu, as attorney-in-fact for SCF-V |
04/11/2012 |
|
/s/ John C. Ivascu, as attorney-in-fact for SCF-V GP |
04/11/2012 |
|
/s/ John C. Ivascu, as attorney-in-fact for SCF-VI |
04/11/2012 |
|
/s/ John C. Ivascu, as attorney-in-fact for SCF-VI GP |
04/11/2012 |
|
/s/ John C. Ivascu, as attorney-in-fact for SCF-VII |
04/11/2012 |
|
/s/ John C. Ivascu, as attorney-in-fact for SCF-VII GP |
04/11/2012 |
|
** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
rrd306396_346039.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch, John C. Ivascu and
L.E. Simmons, or either of them signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such Form
3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities and
Exchange Commission and any stock exchange, self-regulatory association
or any other authority, and provide a copy as required by law or
advisable to such persons as the attorney-in-fact deems appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
L.E. Simmons & Associates, Incorporated
By: /s/ Anthony F. DeLuca
---------------------------------------
Name: Anthony F. DeLuca
Title: Managing Director
April 5, 2012
rrd306396_346040.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch and John C. Ivascu, or
either of them signing singly, and with full power of substitution, the
undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities
and Exchange Commission and any stock exchange, self-regulatory
association or any other authority, and provide a copy as required by
law or advisable to such persons as the attorney-in-fact deems
appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
/s/ L.E. Simmons
---------------------------------------
L.E. Simmons
April 4, 2012
rrd306396_346041.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch, John C. Ivascu and
L.E. Simmons, or either of them signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities
and Exchange Commission and any stock exchange, self-regulatory
association or any other authority, and provide a copy as required by
law or advisable to such persons as the attorney-in-fact deems
appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
SCF-V, G.P., Limited Partnership
By: L.E. Simmons & Associates, Incorporated,
its General Partner
By: /s/ Anthony F. DeLuca
---------------------------------------
Name: Anthony F. DeLuca
Title: Managing Director
April 5, 2012
rrd306396_346042.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch, John C. Ivascu and
L.E. Simmons, or either of them signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities
and Exchange Commission and any stock exchange, self-regulatory
association or any other authority, and provide a copy as required by
law or advisable to such persons as the attorney-in-fact deems
appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
SCF-V, L.P.
By: SCF-V, G.P., Limited Partnership,
its General Partner
By: L.E. Simmons & Associates, Incorporated,
its General Partner
By: /s/ Anthony F. DeLuca
---------------------------------------
Name: Anthony F. DeLuca
Title: Managing Director
April 5, 2012
rrd306396_346043.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch, John C. Ivascu and
L.E. Simmons, or either of them signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities
and Exchange Commission and any stock exchange, self-regulatory
association or any other authority, and provide a copy as required by
law or advisable to such persons as the attorney-in-fact deems
appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
SCF-VI, G.P., Limited Partnership
By: L.E. Simmons & Associates, Incorporated,
its General Partner
By: /s/ Anthony F. DeLuca
---------------------------------------
Name: Anthony F. DeLuca
Title: Managing Director
April 5, 2012
rrd306396_346044.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch, John C. Ivascu and
L.E. Simmons, or either of them signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities
and Exchange Commission and any stock exchange, self-regulatory
association or any other authority, and provide a copy as required by
law or advisable to such persons as the attorney-in-fact deems
appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
SCF-VI, L.P.
By: SCF-VI, G.P., Limited Partnership,
its General Partner
By: L.E. Simmons & Associates, Incorporated,
its General Partner
By: /s/ Anthony F. DeLuca
---------------------------------------
Name: Anthony F. DeLuca
Title: Managing Director
April 5, 2012
rrd306396_346045.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch, John C. Ivascu and
L.E. Simmons, or either of them signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities
and Exchange Commission and any stock exchange, self-regulatory
association or any other authority, and provide a copy as required by
law or advisable to such persons as the attorney-in-fact deems
appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
SCF-VII, G.P., Limited Partnership
By: L.E. Simmons & Associates, Incorporated,
its General Partner
By: /s/ Anthony F. DeLuca
----------------------------------------
Name: Anthony F. DeLuca
Title: Managing Director
April 5, 2012
rrd306396_346046.html
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G
Known by all these present, that the undersigned hereby constitutes and
appoints each of C. Christopher Gaut, James L. McCulloch, John C. Ivascu and
L.E. Simmons, or either of them signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned (a) Forms 3, 4 and 5
(including amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder, (b) Form 144
and (c) Schedules 13D and 13G (including amendments thereto) in
accordance with Sections 13(d) and 13(g) of the Securities Exchange Act
of 1934 and the rules thereunder, but only to the extent each such form
or schedule relates to the undersigned's beneficial ownership of
securities of Forum Energy Technologies, Inc. or any of its
subsidiaries;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Form 144 or Schedule 13D or 13G (including amendments
thereto) and timely file such Forms or Schedules with the Securities
and Exchange Commission and any stock exchange, self-regulatory
association or any other authority, and provide a copy as required by
law or advisable to such persons as the attorney-in-fact deems
appropriate; and
(3) take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of each such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required of the
undersigned, it being understood that the documents executed by the
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
The undersigned hereby grants to each attorney-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that the attorney-in-fact, or the
attorney-in-facts substitutes or substitute, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, in serving in such capacity at the request of the
undersigned, are not assuming (nor is Forum Energy Technologies, Inc. assuming)
any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act of 1934.
The undersigned agrees that each such attorney-in-fact may rely entirely
on information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary facts in the information provided by or at the direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned, to such attorney-in-fact for purposes of
executing, acknowledging, delivering or filing Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies, Inc. and such attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.
The Power of Attorney granted herein shall expire on May 31, 2012.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date written below.
SCF-VII, L.P.
By: SCF-VII, G.P., Limited Partnership,
its General Partner
By: L.E. Simmons & Associates, Incorporated,
its General Partner
By: /s/ Anthony F. DeLuca
---------------------------------------
Name: Anthony F. DeLuca
Title: Managing Director
April 5, 2012