(18) Subsequent Events

Zenith Acquisition

On February 27, 2012, the Company announced that it had entered into a definitive agreement to acquire Zenith for $127 million in cash, net of acquired cash. The parties have agreed that the transaction will close on February 29, 2012. Zenith, based in Scotland, is a leading provider of down-hole monitoring, data gathering and control systems for artificial lift applications, including real-time optimization and control systems for ESPs and PCPs, as well as artificial lift completion systems for ESPs. We expect that Zenith's equipment will enhance our automation solutions by providing our surface automation equipment with real time data from down-hole. This information will in turn allow our control systems to optimize the operation of artificial lift equipment, improving recovery rates and lowering operating costs for our customers.

The Company will fund this acquisition from its revolving credit facility. The Company may explore options for a longer term source of financing in the future.

The Company has not obtained the required information for the Zenith acquisition that would allow the disclosure of the purchase price allocation and other information as required by ASC-805.

Short Term Credit Agreement

On February 27, 2012, the Company entered into a new short term credit agreement in order to obtain a $25.0 million delayed draw temporary term loan to enhance its short-term liquidity. Amounts borrowed under the delayed draw temporary term loan will be utilized, if necessary, for liquidity purposes. As of February 27, 2012, no amount was drawn against this delayed draw temporary loan.

Amended and Restated Revolving Credit Facility

On February 27, 2012, the Company entered into an amendment to its Second Amended and Restated Credit Agreement. Among other things, the amendment:

·	allowed the Company to enter into a definitive agreement to acquire Zenith;

·	allowed the Company to enter into our new short term credit agreement;

· modified the prepayment provisions in the Company's Second Amended and Restated Credit Agreement to provide that the net cash proceeds from the issuance of equity securities will be applied, first, to repay the borrowings outstanding under its new short term credit agreement, if any, and second, to repay the borrowings outstanding under the revolving credit facility, with not less than 50% of any remainder being applied to repay the borrowings outstanding under its term loan; and

· amended the "Net Cash Proceeds" definition under its Second Amended and Restated Credit Agreement to extend it to proceeds from the issuance of equity securities.