Investment Groups Disclose Significant Stake in Forum Energy Technologies
Ticker: FET · Form: SC 13G · Filed: Jan 16, 2024 · CIK: 1401257
| Field | Detail |
|---|---|
| Company | Forum Energy Technologies, INC. (FET) |
| Form Type | SC 13G |
| Filed Date | Jan 16, 2024 |
| Risk Level | low |
| Pages | 13 |
| Reading Time | 16 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, institutional-ownership, private-equity
TL;DR
**Big private equity players just revealed a major stake in Forum Energy Technologies.**
AI Summary
On January 4, 2024, Slotting RemainCo Limited Partnership, along with a group including Advent International and Charlesbank Capital Partners, filed an SC 13G indicating their collective ownership in Forum Energy Technologies, Inc. (FET) common stock. This filing, under Rule 13d-1(c), signals that these investment groups, including key individuals like Kevin Nugent, hold a significant stake in the oil and gas machinery company. For investors, this matters because it reveals a substantial, coordinated investment by major private equity firms, potentially signaling confidence in FET's future or an intent to influence its strategic direction.
Why It Matters
This filing reveals that major investment firms, including Advent International and Charlesbank Capital Partners, collectively hold a significant position in Forum Energy Technologies, which could influence the company's future strategy and stock performance.
Risk Assessment
Risk Level: low — The filing of an SC 13G generally indicates a passive investment, posing low immediate risk to current shareholders.
Analyst Insight
A smart investor would monitor future filings from these investment groups for any changes in their stake or a shift from passive (13G) to active (13D) investment, which could signal a strategic move or potential M&A activity.
Key Players & Entities
- Slotting RemainCo Limited Partnership (company) — reporting person
- FORUM ENERGY TECHNOLOGIES, INC. (company) — subject company
- ADVENT INTERNATIONAL GP, LLC (company) — group member
- ADVENT INTERNATIONAL, L.P. (company) — group member
- CHARLESBANK CAPITAL PARTNERS, LLC (company) — group member
- KEVIN NUGENT (person) — group member
FAQ
What is the purpose of an SC 13G filing?
An SC 13G filing is used by passive investors who acquire more than 5% of a company's stock, indicating they do not intend to influence or control the company. This specific filing was made under Rule 13d-1(c).
Who are the primary entities reporting this ownership in Forum Energy Technologies, Inc.?
The primary reporting person is Slotting RemainCo Limited Partnership, and they are part of a group that includes Advent International GP, LLC, Advent International, L.P., AI RGL (LUXEMBOURG) S.A.R.L., CBDD INVESTMENTS, LLC, Charlesbank Capital Partners, LLC, Charlesbank Equity Fund VIII GP, Limited Partnership, Charlesbank Equity Fund VIII, Limited Partnership, and Kevin Nugent.
What is the CUSIP number for Forum Energy Technologies, Inc. common stock?
The CUSIP number for Forum Energy Technologies, Inc. common stock is 34984V209.
What was the 'Date of Event Which Requires Filing of This Statement'?
The 'Date of Event Which Requires Filing of This Statement' was January 4, 2024.
What is the business address of Forum Energy Technologies, Inc.?
The business address of Forum Energy Technologies, Inc. is 10344 Sam Houston Park Drive, Suite 300, Houston, TX 77064.
Filing Stats: 3,917 words · 16 min read · ~13 pages · Grade level 10.2 · Accepted 2024-01-16 16:30:14
Key Financial Figures
- $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
Filing Documents
- tm243346d1_sc13g.htm (SC 13G) — 153KB
- tm243346d1_ex99-1.htm (EX-99.1) — 23KB
- 0001104659-24-004122.txt ( ) — 178KB
(a). Name of Issuer
Item 1(a). Name of Issuer. Forum Energy Technologies, Inc., a Delaware corporation (“Forum”)
(b). Address of Issuer’s Principal
Item 1(b). Address of Issuer’s Principal Executive Offices. 10344 Sam Houston Park Drive, Suite 300, Houston, Texas 77064
(a). Name of Person Filing
Item 2(a). Name of Person Filing. This statement is filed jointly by each of the following persons (each, a “Reporting Person” and collectively, the “Reporting Persons”) pursuant to a joint filing agreement attached hereto as Exhibit 99.1 : (i) Slotting RemainCo Limited Partnership, a limited partnership existing under the laws of the Province of Alberta (“RemainCo LP”), with respect to the shares of Common Stock (as defined below) directly and beneficially owned by it; (ii) Slotting RemainCo (GP) Inc., a corporation existing under the laws of the Province of Alberta (“RemainCo GP”) and the general partner of RemainCo LP, may be deemed to beneficially own the shares of Common Stock owned by RemainCo LP; (iii) Kevin Nugent, the sole director of RemainCo GP, may be deemed to beneficially own the shares of Common Stock owned by RemainCo LP; (iv) CBDD Investments, LLC, a Delaware limited liability company (“CBDD”) and shareholder of RemainCo GP, may be deemed to beneficially own the shares of Common Stock owned by RemainCo LP; (v) Charlesbank Equity Fund VIII, Limited Partnership, a Massachusetts limited partnership (“CB VIII”) and manager of CBDD, may be deemed to beneficially own the shares of Common Stock owned by RemainCo LP; (vi) Charlesbank Equity Fund VIII GP, Limited Partnership, a Massachusetts limited partnership (“CB VIII GP”) and the general partner of CB VIII, may be deemed to beneficially own the shares of Common Stock owned by RemainCo LP; (vii) Charlesbank Capital Partners, LLC, a Massachusetts limited liability company and general partner of CB VIII GP, may be deemed to beneficially own the shares of Common Stock owned by RemainCo LP; (viii) AI RGL (Luxembourg) S.A.R.L., a Luxembourg Société à responsabilité limitée (“AI RGL”); (ix) Advent International, L.P., a Delaware limited partnership (“Advent&
(b). Address of Principal Business Office
Item 2(b). Address of Principal Business Office or, if None, Residence. The principal business address of (i) each of RemainCo LP and RemainCo GP is 1706 Adamson Crescent SW, Edmonton, Alberta, Canada T6W 1Z4, (ii) Kevin Nugent is 51 Quarry Common SE, Calgary, Alberta, Canada T2C 5T3, (iii) each of CBDD, CB VIII , CB VIII GP, and Charlesbank Capital Partners, LLC is 200 Clarendon Street, 54th Floor, Boston, MA 02116, (iv) AI RGL is 2-4 rue beck, L-1222, Luxembourg and (v) each of Advent and Advent GP is Prudential Tower, 800 Boylston Street, Boston, MA 02199.
(c). Citizenship
Item 2(c). Citizenship. The citizenship of each of the Reporting Persons is set forth on the cover page for such Reporting Person.
(d). Title of Class of Securities
Item 2(d). Title of Class of Securities. Common stock, par value $0.01 per share (the “Common Stock”), of Forum.
(e). CUSIP No
Item 2(e). CUSIP No. 34984V209 Item 3. If this Statement is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not applicable.
Ownership
Item 4. Ownership. The information required by Items 4(a) – (c) is set forth in Rows 5 through 11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
Ownership of 5 Percent or Less of
Item 5. Ownership of 5 Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following .
Ownership of More than 5 Percent on
Item 6. Ownership of More than 5 Percent on Behalf of Another Person. Not applicable.
Identification and Classification
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not applicable.
Identification and Classification
Item 8. Identification and Classification of Members of the Group. Each of RemainCo GP, AI RGL and CBDD Investments, LLC are party to that certain Unanimous Shareholders Agreement (the “Shareholders Agreement”) dated as of July 26, 2022. As a result of having certain governance rights under the Shareholders Agreement, each of AI RGL, Advent and Advent GP may be deemed to have voting and dispositive power over the shares held by RemainCo LP, but do not have an economic interest in all of the shares held by RemainCo LP. By virtue of being a party to the Shareholders Agreement, each of the Reporting Persons may be deemed to be members of a “group” as defined in Rule 13d-5 of the Securities Exchange Act of 1934, as amended. Each of the Reporting Persons expressly disclaims membership in a group.
Notice of Dissolution of Group
Item 9. Notice of Dissolution of Group. Not applicable.
Certifications
Item 10. Certifications. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: January 16, 2024 SLOTTING REMAINCO LIMITED PARTNERSHIP, by SLOTTING REMAINCO (GP) INC., its General Partner By: /s/ Brad Gamroth Name: Brad Gamroth Title: Chief Financial Officer SLOTTING REMAINCO (GP) INC. By: /s/ Brad Gamroth Name: Brad Gamroth Title: Chief Financial Officer By: /s/ Kevin Nugent Name: Kevin Nugent Signature Page to Schedule 13G (Regarding Forum Energy Technologies, Inc.) CHARLESBANK CAPITAL PARTNERS, LLC By: /s/ Jerome McCluskey Name: Jerome McCluskey Title: Managing Director, General Counsel and Chief Compliance Officer CHARLESBANK EQUITY FUND VIII GP, LIMITED PARTNERSHIP By Charlesbank Capital Partners, LLC, its General Partner By: /s/ Jerome McCluskey Name: Jerome McCluskey Title: Managing Director, General Counsel and Chief Compliance Officer CHARLESBANK EQUITY FUND VIII, LIMITED PARTNERSHIP By: Charlesbank Equity Fund VIII GP, Limited Partnership, its General Partner By: Charlesbank Capital Partners, LLC, its General Partner By: /s/ Jerome McCluskey Name: Jerome McCluskey Title: Managing Director, General Counsel and Chief Compliance Officer CBDD INVESTMENTS, LLC By: Charlesbank Equity Fund VIII, Limited Partnership, its Manager By: Charlesbank Equity Fund VIII GP, Limited Partnership, its General Partner