Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

As confidentially submitted to the Securities and Exchange Commission on January 12, 2018.

File No.          

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Amendment No. 1

to

FORM 10

GENERAL FORM FOR REGISTRATION OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF

THE SECURITIES EXCHANGE ACT OF 1934

Wellsite Corporation

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (281) 403-5772

With copies to:

Securities to be registered pursuant to Section 12(b) of the Act:

Securities to be registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.  ☒

Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

WELLSITE CORPORATION

INFORMATION REQUIRED IN REGISTRATION STATEMENT

CROSS-REFERENCE SHEET BETWEEN INFORMATION STATEMENT AND ITEMS OF FORM 10

Certain information required to be included in this Form 10 is incorporated by reference to specifically-identified portions of the body of the information statement filed herewith as Exhibit 99.1. None of the information contained in the information statement shall be incorporated by reference herein or deemed to be a part hereof unless such information is specifically incorporated by reference.

Item 1. Business.

The information required by this item is contained under the sections of the information statement entitled “Summary,” “Risk Factors,” “Cautionary Statement Concerning Forward Looking Statements,” “Management Discussion and Analysis of Financing Condition and Results of Operations,” “Business,” “Wellsite’s Relationship with Dover Following the Distribution” and “Where You Can Find More Information.” Those sections are incorporated herein by reference.

Item 1A. Risk Factors.

The information required by this item is contained under the section of the information statement entitled “Risk Factors” and “Cautionary Statement Concerning Forward Looking Statements.” Those sections are incorporated herein by reference.

Item 2. Financial Information.

The information required by this item is contained under the sections of the information statement entitled “Selected Historical Combined Financial Data,” “Unaudited Pro Forma Combined Financial Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Those sections are incorporated herein by reference.

Item 3. Properties.

The information required by this item is contained under the section of the information statement entitled “Business—Properties.” That section is incorporated herein by reference.

Item 4. Security Ownership of Certain Beneficial Owners and Management.

The information required by this item is contained under the section of the information statement entitled “Security Ownership of Certain Beneficial Owners and Management.” That section is incorporated herein by reference.

Item 5. Directors and Executive Officers.

The information required by this item is contained under the section of the information statement entitled “Management.” That section is incorporated herein by reference.

Item 6. Executive Compensation.

The information required by this item is contained under the section of the information statement entitled “Management—Executive Compensation.” That section is incorporated herein by reference.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Item 7. Certain Relationships and Related Transactions, and Director Independence.

The information required by this item is contained under the sections of the information statement entitled “Management,” “Certain Relationships and Related Person Transactions” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Those sections are incorporated herein by reference.

Item 8. Legal Proceedings.

The information required by this item is contained under the section of the information statement entitled “Business—Legal Proceedings.” That section is incorporated herein by reference.

Item 9. Market Price of, and Dividends on, the Registrant’s Common Equity and Related Stockholder Matters.

The information required by this item is contained under the sections of the information statement entitled “Dividend Policy,” “Capitalization,” “The Separation and Distribution” and “Description of Wellsite Capital Stock.” Those sections are incorporated herein by reference.

Item 10. Recent Sales of Unregistered Securities.

The information required by this item is contained under the section of the information statement entitled “Description of Wellsite Capital Stock—Sale of Unregistered Securities.” That section is incorporated herein by reference.

Item 11. Description of Registrant’s Securities to be Registered.

The information required by this item is contained under the sections of the information statement entitled “Dividend Policy,” “Capitalization,” “The Separation and Distribution” and “Description of Wellsite Capital Stock.” Those sections are incorporated herein by reference.

Item 12. Indemnification of Directors and Officers.

The information required by this item is contained under the section of the information statement entitled “Description of Wellsite Capital Stock—Limitations on Liability and Indemnification of Officers and Directors and Insurance.” That section is incorporated herein by reference.

Item 13. Financial Statements and Supplementary Data.

The information required by this item is contained under the sections of the information statement entitled “Index to Financial Statements” (and the financial statements referenced therein). That section is incorporated herein by reference.

Item 14. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Item 15. Financial Statements and Exhibits.

(a) Financial Statements

The information required by this item is contained under the section of the information statement entitled “Index to Financial Statements” (and the financial statements referenced therein). That section is incorporated herein by reference.

(b) Exhibits

See below.

The following documents are filed as exhibits hereto:

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:                 , 2018

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Exhibit 99.1

Dear Dover Corporation Stockholder:

I am pleased to inform you that on                , the Board of Directors of Dover Corporation approved the distribution of all of the shares of common stock of Wellsite Corporation, a wholly-owned subsidiary of Dover, to Dover stockholders. Wellsite holds a substantial portion of our upstream energy businesses within our Energy segment. Upon completion of the spin-off, Wellsite will be a stand-alone, publicly traded company that is a leading provider of highly engineered technologies that help companies drill for and produce oil and gas efficiently and safely around the world. Dover will remain a market leader in delivering innovative equipment and components, specialty systems, consumable supplies, software and digital solutions, and support services.

We believe the separation will enhance the long-term performance of both businesses and create lasting value for our stockholders. The transaction furthers Dover’s strategy to streamline our portfolio and focus and invest in our core platforms of market-leading businesses competing in attractive industrial markets that offer lower volatility and strong growth prospects. At the same time, as a pure-play upstream energy business with dedicated leadership, Wellsite will be well positioned to leverage its already strong businesses and trusted brands, take advantage of favorable industry fundamentals and growth opportunities within its markets, and align its structure and capital allocation strategy with a dedicated investor base.

The separation will be in the form of a pro rata distribution of all of the outstanding shares of Wellsite’s common stock to holders of Dover’s common stock. Each Dover stockholder will receive one share of Wellsite’s common stock for every                     shares of Dover’s common stock held as of the close of business on                 , the record date for the distribution. Stockholder approval of the distribution is not required, and you do not need to take any action to receive shares of Wellsite’s common stock to which you are entitled as a Dover stockholder as of the record date. In addition, you do not need to pay any consideration or surrender or exchange your Dover common stock in order to receive shares of Wellsite’s common stock.

We expect that, for U.S. federal income tax purposes, the distribution of shares of Wellsite’s common stock in the separation will be tax-free to Dover stockholders, except with respect to cash received in lieu of fractional shares.

I encourage you to read the attached information statement, which is being provided to all holders of Dover’s common stock as of the close of business on                . The information statement describes the separation in detail and contains important business and financial information about Wellsite.

As ever, we remain committed to working on building long-term stockholder value. This spin-off is a positive step for our businesses, our stockholders and our customers.

Sincerely,

Robert A. Livingston

President and Chief Executive Officer

Dover Corporation

Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Dear Future Wellsite Stockholder:

I am delighted to welcome you as a future stockholder of our company, Wellsite Corporation, which will soon begin independently operating as a leading provider of highly engineered technologies that help companies drill for and produce oil and gas efficiently and safely around the world.

As part of Dover, we have built Wellsite into a set of businesses that we believe are among the leaders in their markets, differentiated by their technology and commitment to innovation, customer service and trusted brands. As an independent company, we believe we are well positioned for continued success, benefiting from favorable industry trends; substantial presence in growing basins, segments and regions; recurring revenue enhancing the stability of our results; a proven business model driving strong relative performance across market cycles; a strong brand portfolio and reputation for quality, performance and service; and a dedicated management team with a proven track record of success.

I encourage you to learn more about Wellsite by reading the attached information statement. Wellsite intends to apply to have its common stock listed on the New York Stock Exchange under the symbol “                .”

Although we will be operating independently, we are very proud of our historical connection to Dover, and excited about the great future we see ahead of us as a stand-alone entity. We are truly excited with our prospects and believe that we will continue to create value for our customers and our new stockholders.

Sincerely,

Sivasankaran Somasundaram

President & Chief Executive Officer

Wellsite Corporation

Information contained herein is subject to completion or amendment. A Registration Statement on Form 10 relating to these securities has been filed with the U.S. Securities and Exchange Commission under the U.S. Securities Exchange Act of 1934, as amended.

Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Preliminary and Subject to Completion, dated January 12, 2018

INFORMATION STATEMENT

Wellsite Corporation

This information statement is being furnished in connection with the distribution by Dover Corporation (“Dover”) to its stockholders of all of the outstanding shares of common stock of Wellsite Corporation (“Wellsite”), a wholly owned subsidiary of Dover that will hold directly or indirectly certain assets and liabilities comprising a substantial portion of Dover’s upstream energy businesses within its Energy segment. To implement the distribution, Dover will distribute all of the shares of Wellsite common stock on a pro rata basis to the Dover stockholders in a manner that is intended to be tax-free in the United States, except to the extent of cash received in lieu of fractional shares.

If you are a holder of Dover common stock as of the close of business on                  , the record date for the distribution, you will be entitled to receive one share of Wellsite common stock for every        shares of Dover common stock that you hold as of such record date. The distribution of shares will be made in book-entry form only. Dover will not distribute any fractional shares of Wellsite common stock. Instead, the distribution agent will aggregate fractional shares into whole shares, sell the whole shares in the open market at prevailing market prices and distribute the aggregate net cash proceeds from the sales pro rata to each holder who would otherwise have been entitled to receive a fractional share in the spin-off. Wellsite expects the shares of its common stock to be distributed by Dover to you after the close of trading on the New York Stock Exchange on                . We refer to the effective time of the distribution as the “distribution date.” Immediately after the distribution becomes effective, Wellsite will be an independent, publicly traded company.

No vote of Dover stockholders is required for the distribution. Therefore, you are not being asked for a proxy, and you are requested not to send Dover a proxy, in connection with the distribution. You do not need to pay any consideration, exchange or surrender your existing common stock of Dover or take any other action to receive your shares of Wellsite common stock.

There is no current trading market for Wellsite common stock, although Wellsite expects that a limited market, commonly known as a “when-issued” trading market, will develop at least one trading day prior to the record date for the distribution, and Wellsite expects “regular-way” trading of Wellsite common stock to begin on the first trading day following the completion of the separation. As discussed under “The Separation and Distribution—Trading Between the Record Date and Distribution Date,” if you sell your Dover common stock in the “regular-way” market after the record date and before the Wellsite distribution, you also will be selling your right to receive shares of Wellsite common stock in connection with the distribution. Wellsite intends to apply to have its common stock authorized for listing on the New York Stock Exchange under the symbol     .

We are an “emerging growth company” as defined under the Federal securities laws and, as such, may elect to comply with certain reduced public company reporting requirements for future filings. See “Summary—Implications of Being an Emerging Growth Company.

In reviewing this information statement, you should carefully consider the matters described under the caption “Risk Factors” beginning on page 35.

Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities or determined if this information statement is truthful or complete. Any representation to the contrary is a criminal offense.

This information statement does not constitute an offer to sell or the solicitation of an offer to buy any securities.

The date of this information statement is                 .

A Notice of Internet Availability of Information Statement Materials containing instructions describing how to access this Information Statement was first mailed to Dover stockholders on or about                  .

Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

TABLE OF CONTENTS

Presentation of Information

Unless otherwise indicated or context otherwise requires, all references in this information statement to “Wellsite Corporation,” “Wellsite,” “we,” “us,” “our” and “our company” refer (i) prior to the consummation of the reorganization described herein, to the Wellsite businesses, consisting of operations, assets and liabilities comprising a substantial portion of Dover’s upstream energy businesses within its Energy segment and reflected in the combined financial statements included herein; and (ii) after the reorganization, to Wellsite Corporation and its consolidated subsidiaries. References in this information statement to “Dover” refer to Dover Corporation, a Delaware corporation, and its consolidated subsidiaries (other than Wellsite Corporation and its combined subsidiaries), unless the context otherwise requires or as otherwise specified herein.

This information statement is being furnished solely to provide information to Dover stockholders who will receive shares of Wellsite common stock in the distribution. It is not and is not to be construed as an inducement or encouragement to buy or sell any of Wellsite’s securities or any securities of Dover. This information statement describes Wellsite’s business, Wellsite’s relationship with Dover and how the spin-off affects Dover and its stockholders, and provides other information to assist you in evaluating the benefits and risks of holding or disposing of Wellsite common stock that you will receive in the distribution. You should be aware of certain risks relating to the spin-off, Wellsite’s business and ownership of Wellsite common stock, which are described under the section entitled “Risk Factors.”

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

RISK FACTORS

You should carefully consider the following risks and other information in this information statement in evaluating Wellsite and Wellsite’s common stock. Any of the following risks could materially and adversely affect Wellsite’s business, financial condition, results of operations and cash flows. The risk factors generally have been separated into three groups: risks related to Wellsite’s business, risks related to the separation and risks related to Wellsite’s common stock.

Risks Related to Wellsite’s Business

Trends in oil and natural gas prices may affect the drilling and production activity, profitability and financial stability of Wellsite’s customers and therefore the demand for, and profitability of, Wellsite’s products and services, which could have a material adverse effect on Wellsite’s business, results of operations and financial condition.

The oil and gas industry is cyclical in nature and experiences periodic downturns of varying length and severity. Most recently, the oil and gas industry experienced a significant downturn in 2015 and 2016. Wellsite’s ability to manage periodic industry downturns is important to its business, results and prospects. Demand for Wellsite’s energy products and services is sensitive to the level of drilling and production activity of, and the corresponding capital spending by, oil and natural gas companies. The level of drilling and production activity is directly affected by trends in oil and natural gas prices, which are influenced by numerous factors affecting the supply and demand for oil and gas, including:

Oil and gas prices and the level of drilling and production activity have been characterized by significant volatility in recent years. In particular, the prices of oil and natural gas were highly volatile in 2014 and 2015 and

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

declined dramatically. Prices of oil began to recover in late 2016 but there can be no assurance that increases will continue. Wellsite expects continued volatility in both crude oil and natural gas prices, as well as in the level of drilling and production related activities. Even the perception of longer-term lower oil and natural gas prices can reduce or defer major capital expenditures by Wellsite’s customers in the oil and gas industry. A significant downturn in the industry could result in the reduction in demand for Wellsite’s products and services, and could have a material adverse effect on Wellsite’s business, results of operations, financial condition and cash flows.

Wellsite might be unable to compete successfully with other companies in its industry.

The markets in which Wellsite operates are highly competitive. The principal competitive factors in Wellsite’s markets are customer service, product quality and performance, price, breadth of product offering, market expertise and innovation. In some of Wellsite’s product and service offerings, it competes with the oil and natural gas industry’s largest oilfield service providers. These large national and multi-national companies may have longer operating histories, greater financial, technical, and other resources, greater brand recognition, and a stronger presence in geographic markets than Wellsite. In addition, Wellsite competes with many smaller companies capable of competing effectively on a regional or local basis. Wellsite’s competitors may be able to respond more quickly to new or emerging technologies and services, and changes in customer requirements. Many contracts are awarded on a bid basis, which further increases competition based on price. As a result of competition, Wellsite may lose market share or be unable to maintain or increase prices for its present services, or to acquire additional business opportunities, which could have a material adverse effect on Wellsite’s business, results of operations, financial condition and cash flows.

If Wellsite is unable to develop new products and technologies, its competitive position may be impaired, which could materially and adversely affect its sales and market share.

The markets in which Wellsite operates are characterized by changing technologies and introductions of new products and services. As a result, Wellsite’s success is dependent upon its ability to develop or acquire new services and products on a cost-effective basis, to introduce them into the marketplace in a timely manner and to protect and maintain critical intellectual property assets related to these developments. Difficulties or delays in research, development or production of new products and technologies, or failure to gain market acceptance of new products and technologies, may significantly reduce future revenues and materially and adversely affect Wellsite’s competitive position. While Wellsite intends to continue committing substantial financial resources and effort to the development of new services and products, Wellsite may not be able to successfully differentiate its services and products from those of its competitors. Wellsite’s customers may not consider its proposed services and products to be of value to them or may not view them as superior to Wellsite’s competitors’ services and products. In addition, competitors or customers may develop new technologies, which address similar or improved solutions to Wellsite’s existing technology. Further, Wellsite may not be able to adapt to evolving markets and technologies, develop new products, achieve and maintain technological advantages or protect technological advantages through intellectual property rights. If Wellsite does not compete successfully, its business, results of operations, financial condition and cash flows could be materially adversely affected.

Wellsite could lose customers or generate lower revenue, operating profits and cash flows if there are significant increases in the cost of raw materials or if Wellsite is unable to obtain raw materials.

Wellsite purchases raw materials, sub-assemblies and components for use in its manufacturing operations, which exposes Wellsite to volatility in prices for certain commodities. Significant price increases for these commodities could adversely affect Wellsite’s operating profits. While Wellsite generally attempts to mitigate the impact of increased raw material prices by endeavoring to make strategic purchasing decisions, broaden its supplier base and pass along increased costs to customers, there may be a time delay between the increased raw

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

material prices and the ability to increase the prices of products, or Wellsite may be unable to increase the prices of products due to a competitor’s pricing pressure or other factors. In addition, while raw materials are generally available now, the inability to obtain necessary raw materials could affect Wellsite’s ability to meet customer commitments and satisfy market demand for certain products. Certain of Wellsite’s product lines depend on a limited number of third-party suppliers and vendors. The ability of these third parties to deliver raw materials may be affected by events beyond Wellsite’s control. Consequently, a significant price increase in raw materials, or their unavailability, may result in a loss of customers and adversely impact Wellsite’s business, results of operations, financial condition and cash flows.

Federal, state and local legislative and regulatory initiatives relating to hydraulic fracturing and the potential for related litigation could result in increased costs and additional operating restrictions or delays for Wellsite’s customers, which could reduce demand for Wellsite’s products and negatively impact Wellsite’s business, financial condition and results of operations.

Environmental laws and regulations could limit Wellsite’s customers’ exploration and production activities. Although Wellsite does not directly engage in hydraulic fracturing activities, it provides products and services to hydraulic fracturing operators in the oil and natural gas industry. Hydraulic fracturing is a widely used industry production technique that is used to recover oil and/or natural gas from dense subsurface rock formations. The process involves the injection of water, proppants and chemicals, under pressure, into the formation to fracture the surrounding rock and stimulate production. The hydraulic fracturing process is typically regulated by state or local governmental authorities. However, the practice of hydraulic fracturing has become controversial in some areas and is undergoing increased scrutiny. Several federal agencies, regulatory authorities, and legislative entities are investigating the potential environmental impacts of hydraulic fracturing and whether additional regulation may be necessary. The U.S. Congress has from time to time considered, but has not yet adopted, legislation to provide for federal regulation of hydraulic fracturing and to require disclosure of the chemicals used in the process. The U.S. Environmental Protection Agency (“EPA”) has issued a number of regulations in recent years that may affect hydraulic fracturing; however, the Trump administration has more generally indicated an interest in scaling back or rescinding regulations that inhibit the development of the U.S. oil and gas industry. It is difficult to predict the extent to which proposed regulations will be implemented or the outcome of any related litigation.

In addition, various state and local governments have implemented, or are considering, increased regulatory oversight of hydraulic fracturing through additional permitting requirements, operational restrictions, disclosure requirements and temporary or permanent bans on hydraulic fracturing in certain areas such as environmentally sensitive watersheds. For example, many states have imposed disclosure requirements on hydraulic fracturing well owners and operators regarding the chemicals used in hydraulic fracturing. Some local governments have adopted and others may seek to adopt ordinances prohibiting or regulating the time, place and manner of drilling activities in general or hydraulic fracturing activities within their jurisdictions. Concerns have been raised that hydraulic fracturing may also contribute to seismic activity and in response to these concerns, regulators in some states, including Texas, are seeking to impose additional requirements. Increased regulation and attention given to induced seismicity could lead to greater opposition to, and litigation concerning, oil and natural gas activities utilizing hydraulic fracturing or injection wells for waste disposal.

The adoption of new laws or regulations at the federal, state, or local levels imposing reporting obligations on, or otherwise limiting or delaying, the hydraulic fracturing process could make it more difficult to complete oil and gas wells, increase Wellsite’s customers’ costs of compliance and doing business, and otherwise adversely affect the hydraulic fracturing services they perform, which could negatively impact demand for Wellsite’s products and services. In addition, heightened political, regulatory and public scrutiny of hydraulic fracturing practices, including lawsuits, could expose Wellsite or its customers to increased legal and regulatory

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

proceedings, which could be time-consuming, costly or result in substantial legal liability or significant reputational harm. Wellsite could be directly affected by adverse litigation, or indirectly affected if the cost of compliance or the risks of liability limit the ability or willingness of Wellsite’s customers to operate. Such costs and scrutiny could directly or indirectly, through reduced demand for Wellsite’s products and services, have a material adverse effect on its business, results of operations, financial condition and cash flows.

Wellsite’s growth and results of operations may be adversely affected if it is unsuccessful in its capital allocation and acquisition program.

If Wellsite fails to allocate its capital appropriately, in respect of either its acquisition program or organic growth in its operations, it could be overexposed in certain markets and geographies and unable to expand into adjacent products or markets. Wellsite expects to pursue a strategy of acquiring value creating add-on businesses that broaden its existing position and global reach thereby complementing its existing businesses. However, there can be no assurance that Wellsite will be able to continue to find suitable businesses to purchase, that Wellsite will be able to acquire such businesses on acceptable terms, or that all closing conditions will be satisfied with respect to any pending acquisition. If Wellsite is unsuccessful in its acquisition efforts, then its ability to continue to grow could be adversely affected. In addition, Wellsite faces the risk that a completed acquisition may underperform relative to expectations. Wellsite may not achieve the synergies originally anticipated, may become exposed to unexpected liabilities or may not be able to sufficiently integrate completed acquisitions into its current business and growth model. These factors could potentially have an adverse impact on Wellsite’s business, results of operations, financial condition and cash flows.

Wellsite’s products are used in operations that are subject to potential hazards inherent in the oil and natural gas industry and, as a result, Wellsite is exposed to potential liabilities that may affect its financial condition and reputation.

Wellsite’s products are used in potentially hazardous drilling, completion and production applications in the oil and natural gas industry where an accident or a failure of a product can potentially have catastrophic consequences. Risks inherent to these applications, such as equipment malfunctions and failures, equipment misuse and defects, explosions, blowouts and uncontrollable flows of oil, natural gas or well fluids and natural disasters can cause personal injury, loss of life, suspension of operations, damage to formations, damage to facilities, business interruption and damage to or destruction of property, surface water and drinking water resources, equipment and the environment. In addition, Wellsite provides certain services that could cause, contribute to or be implicated in these events. If Wellsite’s products or services fail to meet specifications or are involved in accidents or failures, Wellsite could face warranty, contract or other litigation claims, which could expose Wellsite to substantial liability for personal injury, wrongful death, property damage, loss of oil and natural gas production, and pollution and other environmental damages. Wellsite may agree to indemnify its customers against specific risks and liabilities. While Wellsite maintains insurance protection against some of these risks, and seeks to obtain indemnity agreements from its customers requiring the customers to hold Wellsite harmless from some of these risks, Wellsite’s insurance and contractual indemnity protection may not be sufficient or effective enough to protect it under all circumstances or against all risks. The defense of these lawsuits may require significant expenses and divert management’s attention, and Wellsite may be required to pay damages that could adversely affect its business, results of operations, financial condition and cash flows. In addition, the frequency and severity of such incidents could affect insurability and relationships with customers, employees and regulators. In particular, Wellsite’s customers may elect not to purchase its products or services if they view its safety record as unacceptable, which could cause Wellsite to lose customers and substantial revenues.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Wellsite’s customers’ industries are undergoing continuing consolidation that may impact Wellsite’s results of operations.

The oil and gas industry is rapidly consolidating and, as a result, some of Wellsite’s largest customers have consolidated and are using their size and purchasing power to seek economies of scale and pricing concessions. This consolidation may result in reduced capital spending by some of Wellsite’s customers or the acquisition of one or more of Wellsite’s primary customers, which may lead to decreased demand for Wellsite’s products and services. Wellsite cannot assure you that it will be able to maintain its level of sales to a customer that has consolidated or replace that revenue with increased business activity with other customers. As a result, the acquisition of one or more of Wellsite’s primary customers may have a significant negative impact on Wellsite’s business, results of operations, financial condition or cash flows. Wellsite is unable to predict what effect consolidations in the industry may have on price, capital spending by its customers, its selling strategies, its competitive position, its ability to retain customers or its ability to negotiate favorable agreements with its customers.

Wellsite is subject to information technology, cybersecurity and privacy risks.

Wellsite depends on various information technologies throughout its company to store and process information and support its business activities. Wellsite also manufactures and sells hardware and software to provide monitoring, controls and optimization of customer critical assets in oil and gas production and distribution. Wellsite also provides services to maintain these systems and to enable higher return through their business and technical domain knowledge. Additionally, Wellsite’s operations rely upon partners, vendors and other third-party providers of information technology software and services. If these technologies, systems, products or services are damaged, cease to function properly, are breached due to employee error, malfeasance, system errors, or other vulnerabilities, or are subject to cybersecurity attacks, such as those involving unauthorized access, malicious software and/or other intrusions, including by criminals, nation states or insiders, Wellsite or its partners, vendors or other third parties could experience production downtimes, operational delays, other detrimental impacts on its operations or ability to provide products and services to its customers, the compromising of confidential, proprietary or otherwise protected information, including personal and customer data, destruction, corruption, or theft of data, security breaches, other manipulation, disruption, misappropriation or improper use of its systems or networks, financial losses from remedial actions, loss of business or potential liability, adverse media coverage, legal claims or legal proceedings, including regulatory investigations and actions, and/or damage to its reputation. While Wellsite attempts to mitigate these risks by employing a number of measures, including employee training, technical security controls and maintenance of backup and protective systems, Wellsite’s and its partners’, vendors’ and other third-parties’ systems, networks, products and services remain potentially vulnerable to known or unknown cybersecurity attacks and other threats, any of which could have a material adverse effect on Wellsite’s business, results of operations, financial condition and cash flows.

Wellsite and its customers are subject to extensive environmental and health and safety laws and regulations that may increase Wellsite’s costs, limit the demand for Wellsite’s products and services or restrict Wellsite’s operations. In addition, future regulations, or more stringent enforcement of existing regulations, could increase those costs and liabilities, which could adversely affect Wellsite’s results of operations.

Wellsite’s operations and the operations of its customers are subject to numerous and complex federal, state, local and foreign laws and regulations relating to the protection of human health, safety and the environment. These laws and regulations affect Wellsite’s customers by limiting or curtailing their exploration, drilling and production activities, the products and services Wellsite designs, markets and sells and the facilities where Wellsite manufactures its products. For example, Wellsite’s operations and the operations of its customers are subject to numerous and complex laws and regulations that, among other things, may regulate the management

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

and disposal of hazardous and non-hazardous wastes; may require acquisition of environmental permits related to its operations; may restrict the types, quantities and concentrations of various materials that can be released into the environment; may limit or prohibit operation activities in certain ecologically sensitive and other protected areas; may regulate specific health and safety criteria addressing worker protection; may require compliance with operational and equipment standards; may impose testing, reporting and record-keeping requirements; and may require remedial measures to mitigate pollution from former and ongoing operations. Sanctions for noncompliance with such laws and regulations may include revocation of permits, corrective action orders, administrative or civil penalties, criminal prosecution and the imposition of injunctions to prohibit certain activities or force future compliance.

Some environmental laws and regulations provide for joint and several strict liability for remediation of spills and releases of hazardous substances. In addition, Wellsite or its customers may be subject to claims alleging personal injury or property damage as a result of alleged exposure to hazardous substances, as well as damage to natural resources. These laws and regulations may expose Wellsite or its customers to liability for the conduct of or conditions caused by others, or for Wellsite’s acts or for the acts of Wellsite’s customers that were in compliance with all applicable laws and regulations at the time such acts were performed. Any of these laws and regulations could result in claims, fines or expenditures that could be material to Wellsite’s business, results of operations, financial condition and cash flows.

Environmental laws and regulations, and the interpretation and enforcement thereof, change frequently, and have tended to become more stringent over time. New laws and regulations may have a material adverse effect on Wellsite’s customers by limiting or curtailing their exploration, drilling and production activities, which may adversely affect Wellsite’s operations by limiting demand for Wellsite’s products and services. Additionally, the implementation of new laws and regulations may have a material adverse effect on Wellsite’s operating results by requiring Wellsite to modify its operations or products or shut down some or all of its facilities.

Wellsite is subject to risks relating to its existing international operations and expansion into new geographical markets.

Approximately 26% and 25% of Wellsite’s revenues for 2016 and 2015, respectively, were derived outside the United States. Wellsite continues to focus on penetrating global markets as part of its overall growth strategy and expects sales from outside the United States to continue to represent a significant portion of its revenues. Wellsite’s international operations and its global expansion strategy are subject to general risks related to such operations, including:

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

If Wellsite is unable to successfully manage the risks associated with expanding its global business or adequately manage operational risks of its existing international operations, the risks could have a material adverse effect on Wellsite’s growth strategy involving expansion into new geographical markets, its reputation, its business, results of operations, financial condition and cash flows.

Wellsite’s business, profitability and reputation could be adversely affected by domestic and foreign governmental and public policy changes, risks associated with emerging markets, changes in statutory tax rates and unanticipated outcomes with respect to tax audits.

Wellsite’s domestic and international sales and operations are subject to risks associated with changes in laws, regulations and policies (including environmental and employment regulations, export/import laws, tax policies such as export subsidy programs and research and experimentation credits, carbon emission regulations and other similar programs). Failure to comply with any of the foregoing could result in civil and criminal, monetary and non-monetary penalties as well as damage to Wellsite’s reputation. In addition, Wellsite cannot provide assurance that its costs of complying with new and evolving regulatory reporting requirements and current or future laws, including environmental protection, employment, data security, data privacy and health and safety laws, will not exceed Wellsite’s estimates. In addition, Wellsite has made investments in certain countries, including Argentina, Australia, Bahrain, Colombia, Oman and Kenya, and may in the future invest in other countries, any of which may carry high levels of currency, political, compliance, or economic risk. While these risks or the impact of these risks are difficult to predict, any one or more of them could adversely affect Wellsite’s business and reputation.

Wellsite is subject to taxation in a number of jurisdictions. Accordingly, Wellsite’s effective tax rate is impacted by changes in the mix among earnings in countries with differing statutory tax rates, changes in the valuation allowance of deferred tax assets, disagreements with taxing authorities with respect to the interpretation of tax laws and regulations and changes in tax laws. The amount of income taxes and other taxes paid can be adversely impacted by changes in statutory tax rates and laws (which have been and may in the future be under active consideration in various jurisdictions) and are subject to ongoing audits by domestic and international authorities. If these changes or audits result in assessments different from amounts estimated, then Wellsite’s business, results of operations, financial condition and cash flows may be adversely affected by unfavorable tax adjustments. In addition, changes in various laws and regulations could have a material negative effect on our customers, resulting in lower demand for our products and services.

Failure to attract, retain and develop personnel for key management could have an adverse effect on Wellsite’s results of operations, financial condition and cash flows.

Wellsite’s growth, profitability and effectiveness in conducting its operations and executing its strategic plans depend in part on its ability to attract, retain and develop qualified personnel, align them with appropriate opportunities for key management positions and support for strategic initiatives. Additionally, during periods of increased investment in the oil and gas industry, competition to hire may increase and the availability of qualified personnel may be reduced. If Wellsite is unsuccessful in its efforts to attract and retain qualified personnel, its business, results of operations, financial condition and cash flows could be adversely affected, its market share and competitive position could be adversely affected and/or Wellsite could miss opportunities for growth and efficiencies.

The credit risks of Wellsite’s customer base could result in losses.

Many of Wellsite’s customers are oil and gas companies that have faced or may in the future face liquidity constraints during adverse commodity price environments like the recent industry downturn. These customers

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

impact Wellsite’s overall exposure to credit risk as they are also affected by prolonged changes in economic and industry conditions. If a significant number of Wellsite’s customers experience a prolonged business decline or disruptions, Wellsite may incur increased exposure to credit risk and bad debts.

Wellsite’s revenue, operating profits and cash flows could be adversely affected if it is unable to protect or obtain patent and other intellectual property rights.

Wellsite owns patents, trademarks, licenses and other forms of intellectual property related to its products and continuously invests in research and development that may result in innovations and general intellectual property rights. Wellsite employs various measures to develop, maintain and protect its intellectual property rights. These measures may not be effective in capturing intellectual property rights, and they may not prevent Wellsite’s intellectual property from being challenged, invalidated, or circumvented, particularly in countries where intellectual property rights are not highly developed or protected. Unauthorized use of Wellsite’s intellectual property rights could adversely impact its competitive position and have a negative impact on its business, results of operations, financial condition and cash flows.

Climate change legislation and regulatory initiatives could result in increased compliance costs for Wellsite and its customers.

Numerous proposals have been made and are likely to continue to be made at various levels of government to monitor and limit emissions of greenhouse gases (“GHGs”). Past sessions of the U.S. Congress considered, but did not enact, legislation to address climate change. The EPA and other federal agencies under the previous administration issued regulations that aim to reduce GHG emissions; however, the Trump administration has more generally indicated an interest in scaling back or rescinding regulations addressing GHG emissions, including those affecting the U.S. oil and gas industry. It is difficult to predict the extent to which such policies will be implemented or the outcome of any related litigation. Any regulation of GHG emissions could result in increased compliance costs or additional operating restrictions for Wellsite or its customers and limit or curtail exploration, drilling and production activities of Wellsite’s customers, which could directly or indirectly, through reduced demand for Wellsite’s products and services, adversely affect Wellsite’s business, results of operations, financial condition and cash flows.

The loss of a significant customer could have an adverse impact on Wellsite’s financial results.

Wellsite’s customers represent some of the largest operators in the oil and gas drilling and production markets, including major integrated, large independent and foreign national oil and gas companies, as well as oil field equipment and service providers. In 2016, Wellsite’s top 10 customers represented approximately 30% of total revenues, and no single customer accounted for more than 10% of Wellsite’s revenues. While Wellsite is not dependent on any one customer or group of customers, the loss of one or more of Wellsite’s significant customers could have an adverse effect on its business, results of operations, financial condition and cash flows.

Wellsite’s results may be impacted by current domestic and international economic conditions and uncertainties.

Wellsite may be adversely affected by disruptions in the financial markets or declines in economic activity both domestically and internationally in those countries in which it operates. These circumstances will also impact Wellsite’s suppliers and customers in various ways which could have an impact on Wellsite’s business operations, particularly if global credit markets are not operating efficiently and effectively to support industrial commerce.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Wellsite is subject to risk due to the volatility of global energy prices and regulations that impact drilling and production, with overall demand for Wellsite’s products and services impacted by depletion rates, global economic conditions and related energy demands.

Negative changes in worldwide economic and capital market conditions are beyond Wellsite’s control, are highly unpredictable and can have an adverse effect on Wellsite’s business, results of operations, financial condition, cash flows and cost of capital.

A significant decline in the future economic outlook of Wellsite’s business and expected future cash flows could result in goodwill or intangible asset impairment charges which would negatively impact its results of operations.

Wellsite has significant goodwill and intangible assets. The valuation and classification of these assets and the assignment of useful lives involve significant judgments and the use of estimates. The testing of goodwill and intangibles for impairment requires significant use of judgment and assumptions, particularly as it relates to the determination of fair market value. A decrease in the long-term economic outlook and future cash flows of Wellsite’s business could significantly impact asset values and potentially result in the impairment of intangible assets, including goodwill. Although fair values currently exceed carrying values for each reporting unit, the value of Wellsite’s business was unfavorably impacted by the steep declines in revenue and order rates during 2015 and 2016 as drilling and production activity fell due to unfavorable oil prices and lower U.S. rig counts. Future economic declines could result in charges relating to impairments that could have a material adverse effect on Wellsite’s results of operations in future periods.

Wellsite’s reputation, ability to do business and results of operations may be impaired by improper conduct by any of its employees, agents, or business partners.

While Wellsite strives to maintain high standards, Wellsite cannot provide assurance that its internal controls and compliance systems will always protect it from acts committed by its employees, agents, or business partners that would violate United States and/or non-United States laws or fail to protect Wellsite’s confidential information, including the laws governing payments to government officials, bribery, fraud, anti-kickback and false claims, competition, export and import compliance, money laundering and data privacy, as well as the improper use of proprietary information or social media. Any such violations of law or improper actions could subject Wellsite to civil or criminal investigations in the United States and in other jurisdictions, could lead to substantial civil or criminal, monetary and non-monetary penalties and related stockholder lawsuits, could lead to increased costs of compliance and could damage Wellsite’s reputation, its business, results of operations, financial condition and cash flows.

Wellsite’s exposure to exchange rate fluctuations on cross-border transactions and the translation of local currency results into U.S. dollars could negatively impact its results of operations.

Wellsite conducts a portion of its business outside of the United States, and fluctuations in currency exchange rates could have a significant impact on its reported results of operations, financial condition and cash flows, which are presented in U.S. dollars. For example, foreign exchange rates had an unfavorable impact on Wellsite’s revenue for the year ended December 31, 2016. Cross-border transactions, both with external parties and intercompany relationships, result in increased exposure to foreign exchange effects. Accordingly, significant changes in currency exchange rates, principally the Canadian Dollar, Australian Dollar and Colombian Peso, could cause fluctuations in the reported results of Wellsite’s business that could negatively affect its results of operations. Additionally, the strengthening of the U.S. dollar potentially exposes Wellsite to competitive threats from lower cost producers in other countries. Wellsite’s sales are translated into U.S. dollars for reporting purposes. The strengthening of the U.S. dollar could result in unfavorable translation effects as the results of foreign locations are translated into U.S. dollars.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Customer requirements and new regulations may increase Wellsite’s expenses and impact the availability of certain raw materials, which could adversely affect its revenue and operating profits.

Wellsite’s business uses parts or materials that are impacted by the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) requirement for disclosure of the use of “conflict minerals” mined in the Democratic Republic of the Congo and adjoining countries. It is possible that some of Wellsite’s customers will require “conflict free” metals in products purchased from Wellsite. Wellsite is in the process of determining the country of origin of certain metals used by its business, as required by the Dodd-Frank Act. The supply chain due diligence and verification of sources may require several years to complete based on the current availability of smelter origin information and the number of vendors. Wellsite may not be able to complete the process in the time frame required because of the complexity of its supply chain. Other governmental social responsibility regulations also may impact Wellsite’s suppliers, manufacturing operations and operating profits.

The need to find alternative sources for certain raw materials or products because of customer requirements and regulations may impact Wellsite’s ability to secure adequate supplies of raw materials or parts, lead to supply shortages, or adversely impact the prices at which its business can procure compliant goods.

Adverse and unusual weather conditions could have an adverse impact on Wellsite’s business.

Wellsite’s business could be materially and adversely affected by severe weather conditions. Hurricanes, tropical storms, flash floods, blizzards, cold weather and other severe weather conditions could result in evacuation of personnel, curtailment of services, damage to equipment and facilities, interruption in transportation of products and materials, and loss of productivity. For example, certain of Wellsite’s manufactured products and components are manufactured at a single facility, and disruptions in operations or damage to any such facilities could reduce Wellsite’s ability to produce products and satisfy customer demand. If Wellsite’s customers are unable to operate or are required to reduce operations due to severe weather conditions, and as a result curtail purchases of Wellsite’s products and services, Wellsite’s business could be adversely affected.

Risks Related to the Separation

Wellsite may not achieve some or all of the expected benefits of the separation, and the separation may adversely affect Wellsite’s business.

Wellsite may not be able to achieve the full strategic and financial benefits expected to result from the separation, or such benefits may be delayed or not occur at all. The separation and distribution is expected to provide the following benefits, among others:

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Wellsite may not achieve these and other anticipated benefits for a variety of reasons, including, among others: (a) the separation will require significant amounts of management’s time and effort, which may divert management’s attention from operating and growing Wellsite’s business; (b) following the separation, Wellsite’s stock price may be more susceptible to market fluctuations and other events particular to one or more of Wellsite’s products than if it were still a part of Dover; and (c) following the separation, Wellsite’s business will be less diversified than Dover’s business prior to the separation. If Wellsite fails to achieve some or all of the benefits expected to result from the separation, or if such benefits are delayed, the business, results of operations, financial condition and cash flows of Wellsite could be adversely affected.

Wellsite has no history operating as an independent publicly traded company, and Wellsite’s historical and pro forma financial information is not necessarily representative of the results that it would have achieved as a separate, publicly-traded company and therefore may not be a reliable indicator of its future results.

Wellsite is being spun-off from Dover, its parent company, and has no operating history as a separate publicly traded company. The historical information about Wellsite in this information statement refers to Wellsite’s business as part of Dover. Wellsite’s historical and pro forma financial information included in this information statement is derived from the financial statements and accounting records of Dover. Accordingly, the historical and pro forma financial information included in this information statement does not necessarily reflect the financial condition, results of operations or cash flows that Wellsite would have achieved as a separate, publicly-traded company during the periods presented or those that Wellsite will achieve in the future primarily as a result of the factors described below:

For additional information about the past financial performance of Wellsite’s business and the basis of presentation of the historical combined financial statements and the unaudited pro forma combined financial statements of Wellsite’s business, see the section entitled “Unaudited Pro Forma Combined Financial Statements,” “Selected Historical Combined Financial Data,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the historical financial statements and accompanying notes included elsewhere in this information statement.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Dover may fail to perform under various transaction agreements that will be executed as part of the separation or Wellsite may fail to have necessary systems and services in place when certain of the transaction agreements expire.

Wellsite and Dover will enter into certain agreements, such as the separation and distribution agreement, a transition services agreement and those other agreements discussed in greater detail in the section entitled “Certain Relationships and Related Person Transactions—Agreements with Dover,” which will provide for the performance of services by each company for the benefit of the other for a period of time after the separation. Wellsite will rely on Dover to satisfy its performance and payment obligations under these agreements. If Dover is unable to satisfy its obligations under these agreements, including its indemnification obligations, Wellsite could incur operational difficulties or losses.

If Wellsite does not have in place its own systems and services, does not have agreements with other providers of these services when the transitional or long-term agreements terminate, or if Wellsite does not implement the new systems or replace Dover’s services successfully, Wellsite may not be able to operate its business effectively, which could disrupt its business and have a material adverse effect on its business, results of operations, financial condition and cash flows. These systems and services may also be more expensive to install, implement and operate, or less efficient than the systems and services Dover is expected to provide during the transition period.

Potential indemnification liabilities to Dover pursuant to the separation and distribution agreement could materially and adversely affect Wellsite’s business, financial condition, results of operations and cash flows.

The separation and distribution agreement, among other things, provides for indemnification obligations designed to make Wellsite financially responsible for substantially all liabilities that may exist relating to its business activities, whether incurred prior to or after the separation. If Wellsite is required to indemnify Dover under the circumstances set forth in the separation and distribution agreement, Wellsite may be subject to substantial liabilities.

In connection with Wellsite’s separation from Dover, Dover will indemnify Wellsite for certain liabilities. However, there can be no assurance that the indemnity will be sufficient to insure Wellsite against the full amount of such liabilities, or that Dover’s ability to satisfy its indemnification obligation will not be impaired in the future.

Pursuant to the separation and distribution agreement and certain other agreements with Dover, Dover will agree to indemnify Wellsite for certain liabilities as discussed further in “Certain Relationships and Related Person Transactions—Agreements with Dover.” However, third parties could also seek to hold Wellsite responsible for any of the liabilities that Dover has agreed to retain, and there can be no assurance that the indemnity from Dover will be sufficient to protect Wellsite against the full amount of such liabilities, or that Dover will be able to fully satisfy its indemnification obligations. In addition, Dover’s insurers may attempt to deny coverage to Wellsite for liabilities associated with certain occurrences of indemnified liabilities prior to the separation. Moreover, even if Wellsite ultimately succeeds in recovering from Dover or such insurance providers any amounts for which Wellsite is held liable, Wellsite may be temporarily required to bear these losses. Each of these risks could negatively affect Wellsite’s business, results of operations, financial condition and cash flows.

Wellsite will be subject to continuing contingent liabilities of Dover following the separation.

After the separation, there will be several significant areas where the liabilities of Dover may become Wellsite’s obligations. For example, under the Code and the related rules and regulations, each corporation that

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

was a member of the Dover U.S. consolidated group during a taxable period or portion of a taxable period ending on or before the effective time of the distribution is jointly and severally liable for the U.S. federal income tax liability of the entire Dover U.S. consolidated group for that taxable period. Consequently, Wellsite could be required to pay the entire amount of Dover’s consolidated U.S. federal income tax liability for a prior period, which could be substantial and in excess of the amount allocated to Wellsite under the tax matters agreement between it and Dover. For a discussion of the tax matters agreement, see the section entitled “Certain Relationships and Related Person Transactions—Agreements with Dover—Tax Matters Agreement.” Other provisions of federal law establish similar liability for other matters, including laws governing tax-qualified pension plans as well as other contingent liabilities.

If the distribution, together with certain related transactions, does not qualify as a transaction that is generally tax-free for U.S. federal income tax purposes, you and Dover could be subject to significant tax liability and, in certain circumstances, Wellsite could be required to indemnify Dover for material taxes pursuant to indemnification obligations under the tax matters agreement.

A condition to the distribution is the receipt by Dover of (i) a private letter ruling from the IRS (the “IRS Ruling”) together with an opinion of McDermott Will & Emery LLP, tax counsel to Dover, substantially to the effect that, among other things, the contribution and the distribution, taken together, will qualify as a tax-free reorganization for U.S. federal income tax purposes under Section 368(a)(1)(D) of the Code, and the distribution will qualify as a tax-free distribution to Dover’s shareholders under Section 355 of the Code or (ii) an opinion of McDermott Will & Emery LLP, tax counsel to Dover, substantially to the effect that, among other things, the contribution and the distribution, taken together, will qualify as a tax-free reorganization for U.S. federal income tax purposes under Section 368(a)(1)(D) of the Code and the distribution will qualify as a tax-free distribution to Dover’s shareholders under Section 355 of the Code. The IRS ruling (if obtained) and the opinion of tax counsel will rely on certain facts and assumptions, and certain representations and undertakings from Dover and Wellsite, including those regarding the past and future conduct of the companies’ respective businesses and other matters. If any of these facts, assumptions, representations or undertakings are incorrect or not satisfied, Dover and its stockholders may not be able to rely on the IRS Ruling (if obtained) or the opinion, and could be subject to significant tax liabilities. Notwithstanding the IRS Ruling (if obtained) and the opinion of tax counsel, the IRS could determine on audit that the distribution is taxable if it determines that any of these facts, assumptions, representations or undertakings are not correct or have been violated or if it disagrees with the conclusions in the opinion. For more information regarding the tax opinion, see the section entitled “Material U.S. Federal Income Tax Consequences.” In addition, Dover and Wellsite intend for certain related transactions to qualify for tax-free treatment under U.S. federal, state and local tax law and/or foreign tax law.

If the distribution is determined to be taxable for U.S. federal income tax purposes, Dover and its stockholders that are subject to U.S. federal income tax could incur significant U.S. federal income tax liabilities. For example, if the distribution fails to qualify for tax-free treatment, Dover would for U.S. federal income tax purposes be treated as if it had sold the Wellsite common stock in a taxable sale for its fair market value, and Dover’s stockholders who are subject to U.S. federal income tax would be treated as receiving a taxable distribution in an amount equal to the fair market value of the Wellsite common stock received in the distribution. In addition, if certain related transactions fail to qualify for tax-free treatment under U.S. federal, state and local tax law and/or foreign tax law, Dover (and, under the tax matters agreement described below, Wellsite) could incur significant tax liabilities under U.S. federal, state, local and/or foreign tax law, respectively.

Under the tax matters agreement between Dover and Wellsite, Wellsite would generally be required to indemnify Dover for taxes incurred by Dover that arise as a result of Wellsite’s taking or failing to take, as the case may be, certain actions that result in the distribution failing to meet the requirements of a tax-free distribution under Section 355 of the Code or of such related transactions failing to qualify for tax-free treatment.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Wellsite’s indemnification obligations to Dover under the tax matters agreement are not limited by a maximum amount. If Wellsite is required to indemnify Dover under the circumstances set forth in the tax matters agreement, Wellsite may be subject to substantial liabilities, which could materially adversely affect its business, results of operations, financial condition and cash flows.

Under the tax matters agreement between Dover and Wellsite, Dover may, in its sole discretion, make protective elections under Section 336(e) of the Code for Wellsite and some or all of its domestic subsidiaries with respect to the distribution. If, notwithstanding the IRS Ruling (if obtained) and the opinion of tax counsel, the distribution fails to qualify as tax-free under Section 355 of the Code, the Section 336(e) elections would generally cause deemed sales of the assets of Wellsite and its electing subsidiaries, causing the Dover group to recognize a gain to the extent the fair market value of the assets exceeded the basis of Wellsite and its electing subsidiaries in such assets. In such case, to the extent that Dover is responsible for the resulting transaction taxes, Wellsite generally would be required under the tax matters agreement to make periodic payments to Dover equal to the tax savings arising from a “step up” in the tax basis of Wellsite’s assets.

Wellsite may not be able to engage in certain corporate transactions after the separation.

To preserve the tax-free treatment to Dover and its stockholders of the contribution and the distribution and certain related transactions, under the tax matters agreement that Wellsite will enter into with Dover, Wellsite is restricted from taking any action following the distribution that prevents the distribution and related transactions from being tax-free for U.S. federal income tax purposes. Under the tax matters agreement, for the two-year period following the distribution, Wellsite may be prohibited, except in certain circumstances, from:

These restrictions may limit Wellsite’s ability to pursue certain strategic transactions or other transactions that it may believe to be in the best interests of its stockholders or that might increase the value of its business. In addition, under the tax matters agreement, Wellsite may be required to indemnify Dover against all or a portion of such tax liabilities as a result of the acquisition of Wellsite’s stock or assets, even if it did not participate in or otherwise facilitate the acquisition. For more information, see the section entitled “Certain Relationships and Related Person Transactions—Agreements with Dover—Tax Matters Agreement.”

The spin-off and related internal restructuring transactions may expose Wellsite to potential liabilities arising out of state and federal fraudulent conveyance laws and legal dividend requirements.

If Dover files for bankruptcy or is otherwise determined or deemed to be insolvent under federal bankruptcy laws, a court could deem the spin-off or certain internal restructuring transactions undertaken by Dover in connection with the separation to be a fraudulent conveyance or transfer. Fraudulent conveyances or transfers are defined to include transfers made or obligations incurred with the actual intent to hinder, delay or defraud current or future creditors or transfers made or obligations incurred for less than reasonably equivalent value when the

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

debtor was insolvent, or that rendered the debtor insolvent, inadequately capitalized or unable to pay its debts as they become due. A court could void the transactions or impose substantial liabilities upon Wellsite, which could adversely affect Wellsite’s financial condition and its results of operations. Among other things, the court could require Wellsite’s stockholders to return to Dover some or all of the shares of its common stock issued in the spin-off, or require Wellsite to fund liabilities of other companies involved in the restructuring transactions for the benefit of creditors.

The distribution of Wellsite’s common stock is also subject to review under state corporate distribution statutes. Under the DGCL, a corporation may only pay dividends to its stockholders either (i) out of its surplus (net assets minus capital) or (ii) if there is no such surplus, out of its net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. Although Dover intends to make the distribution of Wellsite’s common stock entirely out of surplus, Wellsite cannot assure you that a court will not later determine that some or all of the distribution to Dover stockholders was unlawful.

After the separation, certain of Wellsite’s executive officers and directors may have actual or potential conflicts of interest because of their previous or continuing positions at Dover.

Because of their current or former positions with Dover, certain of Wellsite’s expected executive officers and directors own equity interests in Dover. Following the separation, even though Wellsite’s Board of Directors will consist of a majority of directors who are independent, and Wellsite’s expected executive officers who are currently employees of Dover will cease to be employees of Dover upon the separation, some of Wellsite’s executive officers and directors will continue to have a financial interest in shares of Dover’s common stock. Continuing ownership of shares of Dover’s common stock and equity awards could create, or appear to create, potential conflicts of interest if Wellsite and Dover pursue the same corporate opportunities or face decisions that could have different implications for Dover and Wellsite.

Wellsite may have received better terms from unaffiliated third parties than the terms it will receive in its agreements with Dover.

The agreements Wellsite will enter into with Dover in connection with the separation, including the separation and distribution agreement, transition services agreement, tax matters agreement and employee matters agreement were prepared in the context of Wellsite’s separation from Dover while Wellsite was still a wholly owned subsidiary of Dover. Accordingly, during the period in which the terms of those agreements were prepared, Wellsite did not have an independent Board of Directors or a management team that was independent of Dover. As a result, the terms of those agreements may not reflect terms that would have resulted from arm’s-length negotiations between unaffiliated third parties. Arm’s-length negotiations between Dover and an unaffiliated third party in another form of transaction, such as a buyer in a sale of a business transaction, may have resulted in more favorable terms to the unaffiliated third party. For more information, see the section entitled “Certain Relationships and Related Person Transactions—Agreements with Dover.”

Some contracts and other assets which will need to be transferred or assigned from Dover or its affiliates to Wellsite in connection with Wellsite’s separation from Dover may require the consent or involvement of a third party. If such consent is not given, Wellsite may not be entitled to the benefit of such contracts and other assets in the future, which could negatively impact its financial condition and future results of operations.

The separation and distribution agreement and various local transfer agreements provide that in connection with Wellsite’s separation from Dover, a number of contracts with third parties and other assets are to be transferred or assigned from Dover or its affiliates to Wellsite. However, the transfer or assignment of certain of these contracts or assets may require providing guarantees or the consent of a third party to such a transfer or

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

assignment. Similarly, in some circumstances, Wellsite and another business unit of Dover may be joint beneficiaries of contracts, and Wellsite may need to enter into a new agreement with the third party to replicate the existing contract or assign the portion of the existing contract related to the Wellsite business. It is possible that some parties may use the requirement of a guarantee or consent or the fact that the separation is occurring to seek more favorable contractual terms from Wellsite or to seek to terminate the contract. If Wellsite is unable to provide a guarantee or obtain such consents on commercially reasonable and satisfactory terms or if the contracts are terminated, it may be unable to obtain some of the benefits, assets and contractual commitments which are intended to be allocated to it as part of its separation from Dover. The failure to timely complete the assignment of existing contracts or assets, or the negotiation of new arrangements, or a termination of any of those arrangements, could negatively impact Wellsite’s financial condition and future results of operations. In addition, where Wellsite does not intend to provide a guarantee or obtain consent from third party counterparties based on its belief that no guarantee or consent is required, the third party counterparties may challenge a transfer of assets on the basis that the terms of the applicable commercial arrangements require that a guarantee be provided or the third party counterparty’s consent. Wellsite may incur substantial litigation and other costs in connection with any such claims and, if Wellsite does not prevail, its ability to use these assets could be adversely impacted.

Wellsite expects to incur new indebtedness at or prior to the distribution, and the degree to which Wellsite will be leveraged following completion of the distribution may have a material adverse effect on its business, financial condition or results of operations and cash flows.

Wellsite has historically relied upon Dover for working capital requirements and other cash requirements. After the distribution, Wellsite will not be able to rely on the earnings, assets or cash flow of Dover and Dover will not provide funds to finance Wellsite’s working capital or other cash requirements. As a result, after the distribution, Wellsite will be responsible for servicing its own debt, and obtaining and maintaining sufficient working capital and other funds to satisfy its cash requirements. In connection with the distribution, Wellsite expects to incur borrowings of $                million and distribute $                 million of the proceeds of such indebtedness to Dover. After the separation, Wellsite’s access to and cost of debt financing may be different from the historical access to and cost of debt financing under Dover. Differences in access to and cost of debt financing may result in differences in the interest rate charged to Wellsite on financings, as well as the amounts of indebtedness, types of financing structures and debt markets that may be available to it.

Wellsite’s ability to make payments on and to refinance its indebtedness, including the debt incurred pursuant to the distribution, as well as any future debt that it may incur, will depend on its ability to generate cash in the future from operations, financings or asset sales and the tax consequences of its repatriation of overseas cash. Wellsite’s ability to generate cash is subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond Wellsite’s control. If Wellsite is not able to repay or refinance its debt as it becomes due, it may be forced to sell assets or take other disadvantageous actions, including (i) reducing financing in the future for working capital, capital expenditures and general corporate purposes or (ii) dedicating an unsustainable level of its cash flow from operations to the payment of principal and interest on its indebtedness. In addition, Wellsite’s ability to withstand competitive pressures and to react to changes in the oil and gas industry could be impaired. The lenders who hold such debt could also potentially accelerate amounts due, which could potentially trigger a default or acceleration of any of Wellsite’s other debt.

In addition, Wellsite may increase its debt or raise additional capital following the distribution, subject to restrictions in its debt agreements. If Wellsite’s cash flow from operations is less than it anticipates, or if its cash requirements are more than it expects, Wellsite may require more financing. However, debt or equity financing may not be available to Wellsite on terms acceptable to it, if at all. If Wellsite incurs additional debt or raises equity through the issuance of preferred stock, the terms of the debt or preferred stock issued may give the holders rights, preferences and privileges senior to those of holders of Wellsite’s common stock, particularly in

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

the event of liquidation. The terms of the debt may also impose additional and more stringent restrictions on Wellsite’s operations than it currently has. If Wellsite raises funds through the issuance of additional equity, your percentage ownership in Wellsite would be diluted. If Wellsite is unable to raise additional capital when needed, it could affect its financial condition, which could negatively affect your investment in Wellsite. Also, regardless of the terms of Wellsite’s debt or equity financing, the amount of stock that it can issue may be limited because the issuance of its stock may cause the distribution to be a taxable event for Dover under Section 355(e) of the Code, and under the tax matters agreement, Wellsite could be required to indemnify Dover for the resulting tax. See the section entitled “Risk Factors—Risks Related to the Separation—Wellsite may not be able to engage in certain corporate transactions after the separation.”

Until the distribution occurs, Dover has the sole discretion to change the terms of the distribution in ways which may be unfavorable to Wellsite.

Until the distribution occurs, Dover will have the sole and absolute discretion to determine and change the terms of the distribution, including the establishment of the record date and distribution date. These changes could be unfavorable to Wellsite. In addition, Dover may decide at any time not to proceed with the separation.

Wellsite’s accounting and other management systems and resources may not be adequately prepared to meet the financial reporting and other requirements to which it will be subject following the distribution.

Wellsite’s financial results previously were included within the consolidated results of Dover, and Wellsite believes that its financial reporting and internal controls were appropriate for a subsidiary of a public company. However, Wellsite was not directly subject to the reporting and other requirements of the Exchange Act. As a result of the distribution, Wellsite will be directly subject to reporting and other obligations under the Exchange Act. Beginning with its Annual Report on Form 10-K for the year ending December 31,     , Wellsite will be required to comply with Section 404 of the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”) which will require annual management assessments of the effectiveness of Wellsite’s internal controls over financial reporting. Wellsite’s independent registered public accounting firm is not required to express an opinion as to the effectiveness of our internal control over financial reporting until after it is no longer an “emerging growth company,” as defined in the JOBS Act. At such time, however, Wellsite’s independent registered public accounting firm may issue a report that is adverse in the event it is not satisfied with the level at which its internal control over financial reporting is documented, designed or operating. These reporting and other obligations may place significant demands on its management, administrative and operational resources, including accounting systems and resources.

The Exchange Act requires that Wellsite file annual, quarterly and current reports with respect to its business and financial condition. Under the Sarbanes-Oxley Act, Wellsite is required to maintain effective disclosure controls and procedures and internal controls over financial reporting. To comply with these requirements, Wellsite may need to upgrade its systems; implement additional financial and management controls, reporting systems and procedures; and hire additional accounting and finance staff. Wellsite expects to incur additional annual expenses for the purpose of addressing these requirements, and those expenses may be significant. If Wellsite is unable to upgrade its financial and management controls, reporting systems, information technology systems and procedures in a timely and effective fashion, Wellsite’s ability to comply with its financial reporting requirements and other rules that apply to reporting companies under the Exchange Act could be impaired. Any failure to achieve and maintain effective internal controls could have a material adverse effect on Wellsite’s business, results of operations, financial condition or cash flows.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Wellsite is an emerging growth company, and any decision on its part to comply with certain reduced reporting and disclosure requirements applicable to emerging growth companies could make its common stock less attractive to investors.

Wellsite is an emerging growth company, and, for as long as it continues to be an emerging growth company, Wellsite currently intends to take advantage of exemptions from various reporting requirements applicable to other public companies but not to “emerging growth companies,” including, but not limited to, not being required to have its independent registered public accounting firm audit its internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its registration statements, periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Wellsite could be an emerging growth company for up to five years following the completion of the spin-off. Wellsite will cease to be an emerging growth company upon the earliest of: (1) the end of the fiscal year following the fifth anniversary of the spin-off; (2) the first fiscal year after its annual gross revenues are $1.07 billion or more; (3) the date on which Wellsite has, during the previous three-year period, issued more than $1.0 billion in non-convertible debt securities; or (4) the date on which Wellsite is deemed to be a “large accelerated filer” under the Exchange Act. Wellsite cannot predict if investors will find its common stock less attractive if Wellsite chooses to rely on these exemptions. If some investors find its common stock less attractive as a result of any choices to reduce future disclosure, there may be a less active trading market for its common stock and the price of its common stock may be more volatile.

Under the JOBS Act, emerging growth companies can also delay adopting new or revised accounting standards until such time as those standards apply to private companies. Wellsite has irrevocably elected not to avail itself of this accommodation allowing for delayed adoption of new or revised accounting standards, and, therefore, Wellsite will be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies.

Risks Related to Wellsite’s Common Stock

Wellsite cannot be certain that an active trading market for its common stock will develop or be sustained after the separation, and following the separation, Wellsite’s stock price may fluctuate significantly.

A public market for Wellsite’s common stock does not currently exist. Wellsite expects that on or about     , trading of shares of its common stock will begin on a “when-issued” basis and will continue through the distribution date. However, Wellsite cannot guarantee that an active trading market will develop or be sustained for its common stock after the separation. Nor can Wellsite predict the prices at which shares of its common stock may trade after the separation.

Similarly, Wellsite cannot predict the effect of the separation on the trading prices of its common stock. After the separation, Dover’s common stock will continue to be listed and traded on the NYSE under the symbol “DOV.” Subject to the consummation of the separation, Wellsite expects the Wellsite common stock to be listed and traded on the NYSE under the symbol “        .” The combined trading prices of Dover’s common stock and Wellsite’s common stock after the separation, as adjusted for any changes in the combined capitalization of these companies, may not be equal to or greater than the trading price of Dover’s common stock prior to the separation. Until the market has fully evaluated the business of Dover without the Wellsite businesses, or fully evaluated Wellsite, the price at which Dover or Wellsite’s common stock trade may fluctuate significantly.

The market price of Wellsite’s common stock may fluctuate significantly due to a number of factors, some of which may be beyond Wellsite’s control, including:

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Stock markets in general have experienced volatility that has often been unrelated to the operating performance of a particular company. These broad market fluctuations may adversely affect the trading price of Wellsite’s common stock.

A number of shares of Wellsite’s common stock are or will be eligible for future sale, which may cause Wellsite’s stock price to decline.

Any sales of substantial amounts of shares of Wellsite’s common stock in the public market or the perception that such sales might occur, in connection with the distribution or otherwise, may cause the market price of Wellsite’s common stock to decline. Upon completion of the distribution, Wellsite expects that it will have an aggregate of approximately      million shares of its common stock issued and outstanding based upon approximately         million shares of Dover common stock outstanding as of                . These shares will be freely tradeable without restriction or further registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”), unless the shares are owned by one of Wellsite’s “affiliates,” as that term is defined in Rule 405 under the Securities Act.

Wellsite is unable to predict whether large amounts of its common stock will be sold in the open market following the distribution. Wellsite is also unable to predict whether a sufficient number of buyers would be in the market at that time. A portion of Dover’s common stock is held by index funds tied to stock indices. If Wellsite is not included in these indices at the time of distribution, these index funds may be required to sell Wellsite’s common stock.

Wellsite cannot guarantee the timing, amount, or payment of dividends on its common stock.

The timing, declaration, amount and payment of future dividends to Wellsite’s stockholders will fall within the discretion of Wellsite’s Board of Directors. The Board of Directors’ decisions regarding the payment of dividends will depend on many factors, such as Wellsite’s financial condition, earnings, capital requirements, debt service obligations, industry practice, legal requirements, regulatory constraints, and other factors that the Board of Directors deems relevant. For more information, see the section entitled “Dividend Policy.” Wellsite’s ability to pay dividends will depend on its ongoing ability to generate cash from operations and access to the capital markets. Wellsite cannot guarantee that it will pay a dividend in the future or continue to pay any dividend if Wellsite commences paying dividends.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Your percentage of ownership in Wellsite may be diluted in the future.

Your percentage ownership in Wellsite may be diluted because of equity issuances for acquisitions, capital market transactions or otherwise, including, without limitation, equity awards that Wellsite may grant to its directors, officers and employees.

In addition, Wellsite’s amended and restated certificate of incorporation will authorize Wellsite to issue, without the approval of Wellsite’s stockholders, one or more classes or series of preferred stock having such designation, powers, preferences and relative, participating, optional and other special rights, including preferences over Wellsite’s common stock respecting dividends and distributions, as Wellsite’s Board of Directors generally may determine. The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of Wellsite’s common stock. For example, Wellsite could grant the holders of preferred stock the right to elect some number of Wellsite’s directors in all events or on the happening of specified events or to veto specified transactions. Similarly, the repurchase or redemption rights or liquidation preferences Wellsite could assign to holders of preferred stock could affect the residual value of Wellsite’s common stock. See the section entitled “Description of Wellsite’s Capital Stock.”

Certain provisions in Wellsite’s amended and restated certificate of incorporation and amended and restated by-laws, and of Delaware law, may prevent or delay an acquisition of Wellsite, which could decrease the trading price of the common stock.

Wellsite’s amended and restated certificate of incorporation and amended and restated by-laws will contain, and Delaware law contains, provisions that are intended to deter coercive takeover practices and inadequate takeover bids by making such practices or bids unacceptably expensive to the bidder and to encourage prospective acquirers to negotiate with Wellsite’s Board of Directors rather than to attempt a hostile takeover. These provisions include, among others:

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

In addition, following the distribution, Wellsite will be subject to Section 203 of the DGCL. Section 203 provides that, subject to limited exceptions, persons that (without prior board approval) acquire, or are affiliated with a person that acquires, more than 15 percent of the outstanding voting stock of a Delaware corporation shall not engage in any business combination with that corporation, including by merger, consolidation or acquisitions of additional shares, for a three-year period following the date on which that person or its affiliate becomes the holder of more than 15 percent of the corporation’s outstanding voting stock.

Wellsite believes these provisions will protect its stockholders from coercive or otherwise unfair takeover tactics by requiring potential acquirers to negotiate with Wellsite’s Board of Directors and by providing Wellsite’s Board of Directors with more time to assess any acquisition proposal. These provisions are not intended to make Wellsite immune from takeovers. However, these provisions will apply even if the offer may be considered beneficial by some stockholders and could delay or prevent an acquisition that Wellsite’s Board of Directors determines is not in the best interests of Wellsite and its stockholders. These provisions may also prevent or discourage attempts to remove and replace incumbent directors.

In addition, an acquisition or further issuance of Wellsite’s stock could trigger the application of Section 355(e) of the Code. For a discussion of Section 355(e), see the section entitled “Material U.S. Federal Income Tax Consequences.” Under the tax matters agreement, Wellsite may be required to indemnify Dover for all or a portion of the tax imposed under Section 355(e) of the Code resulting from an acquisition or issuance of its stock, even if it did not participate in or otherwise facilitate the acquisition, and this indemnity obligation might discourage, delay or prevent a change of control that you may consider favorable.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

This information statement and other materials Dover and Wellsite have filed or will file with the SEC contain, or will contain, certain statements regarding business strategies, market potential, future financial performance, future action, results and other matters which are “forward-looking” statements within the meaning of the Exchange Act. The words “believe,” “expect,” “anticipate,” “project,” “estimate,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target” and similar expressions, among others, generally identify forward-looking statements, which speak only as of the date the statements were made. Additionally, forward-looking statements include, but are not limited to:

In particular, information included under the sections entitled “Information Statement Summary,” “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Business,” and “The Separation and Distribution” contain forward-looking statements.

The matters discussed in these forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those projected, anticipated or implied in the forward-looking statements. Where, in any forward-looking statement, an expectation or belief as to future results or events is expressed, such expectation or belief is based on the current plans and expectations of management and expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. Factors that could cause actual results or events to differ materially from those anticipated include the matters described under the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Neither Dover nor Wellsite undertakes any obligation to update any forward-looking statement, except as required by applicable law.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

DIVIDEND POLICY

The timing, declaration, amount, and payment of any dividends following the separation by Wellsite is within the discretion of its Board of Directors and will depend upon many factors, including Wellsite’s financial condition, earnings, capital requirements of its operating subsidiaries, restrictions under debt agreements or other contractual obligations, legal requirements, regulatory constraints, industry practice, ability to access capital markets, and other factors deemed relevant by its Board of Directors. Moreover, if Wellsite determines to pay any dividend in the future, there can be no assurance that it will continue to pay such dividends or the amount of such dividends.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

CAPITALIZATION

The following table sets forth Wellsite’s cash and cash equivalents and capitalization as of December 31, 2016 on a historical combined basis and on a pro forma basis to give effect to the pro forma adjustments included in Wellsite’s unaudited pro forma combined financial information. See the section entitled “Unaudited Pro Forma Combined Financial Statements” and the related notes thereto. The information below is not necessarily indicative of what Wellsite’s cash and cash equivalents and capitalization would have been had the separation, distribution and related financing transactions been completed as of December 31, 2016. In addition, it is not indicative of Wellsite’s future capitalization. This table should be read in conjunction with the sections entitled “Unaudited Pro Forma Combined Financial Statements,” “Selected Historical Combined Financial Data,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and Wellsite’s combined financial statements and notes included elsewhere in this information statement.

Wellsite has not yet finalized its post-distribution capitalization. Pro forma financial information reflecting Wellsite’s post-distribution capitalization will be included in an amendment to the registration statement of which this information statement forms a part.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

SELECTED HISTORICAL COMBINED FINANCIAL DATA

The following table presents Wellsite’s selected historical combined financial data. The selected historical combined balance sheet data as of December 31, 2016 and 2015, the combined statements of earnings data for the years ended December 31, 2016 and 2015 and the combined statements of cash flows data for the years ended December 31, 2016 and 2015 have been derived from Wellsite’s combined audited financial statements included elsewhere in this information statement. The historical financial data includes costs of Wellsite’s businesses, which include the allocation of certain corporate expenses from Dover. Wellsite believes these allocations were made on a reasonable basis. The selected financial information may not be indicative of Wellsite’s future performance as an independent company. It should be read in conjunction with the discussion in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” the unaudited pro forma combined financial statements and corresponding notes, the combined audited combined financial statements and corresponding notes included elsewhere in this information statement.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

The unaudited pro forma combined financial statements of Wellsite consist of an unaudited pro forma combined statement of earnings for the fiscal year ended December 31, 2016, and an unaudited pro forma combined balance sheet as of December 31, 2016. The unaudited pro forma combined financial statements reported below should be read in conjunction with Wellsite’s “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and the historical combined financial statements and the corresponding notes included elsewhere in this information statement.

The following unaudited pro forma combined financial statements are subject to assumptions and adjustments described in the accompanying notes. Wellsite’s management believes these assumptions and adjustments are reasonable under the circumstances and given the information available at this time. The unaudited pro forma combined financial statements do not purport to represent what Wellsite’s financial position and results of operations actually would have been had the separation and distribution occurred on the dates indicated, or to project Wellsite’s financial performance for any future period.

The pro forma balance sheet adjustments assume that Wellsite’s separation from Dover occurred as of December 31, 2016. The pro forma adjustments to the unaudited pro forma combined statements of earnings assume that the separation occurred as of January 1, 2016.

The unaudited pro forma combined financial statements give effect to the following:

Wellsite’s historical combined financial statements include expense allocations for certain support functions that are provided on a centralized basis within Dover, which include corporate executive management, human resources, information technology, facilities, tax, shared services, finance and legal services. Upon completion of the separation, pursuant to agreements with Dover, Wellsite expects that Dover will continue to provide it with some of the services related to these functions on a transitional basis in exchange for agreed-upon fees, and Wellsite expects to incur other costs to replace the services and resources that will not be provided by Dover. Wellsite will also incur additional costs related to being a stand-alone public company. As a stand-alone public company, Wellsite’s total costs related to such support functions may differ from the costs that were historically allocated to it from Dover. Wellsite estimates that these costs may exceed the allocated amount for full year 2016 of $19.5 million by a range of approximately $        million to $        million in 2017. Wellsite has not adjusted the accompanying unaudited pro forma combined statement of earnings for any of these estimated costs as they are projected amounts based on estimates and, therefore, are not factually supportable.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Additionally, in connection with the spin-off, Wellsite expects to incur and pay non-recurring transaction, transition, financing and related costs. The accompanying unaudited pro forma combined statement of earnings has not been adjusted for these estimated expenses as they are not expected to have an ongoing impact on Wellsite’s operating results. Due to the scope and complexity of these activities, the amount of these costs could increase or decrease and the timing of when they are incurred could change.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

WELLSITE CORPORATION

UNAUDITED PRO FORMA COMBINED STATEMENT OF EARNINGS

FOR THE YEAR ENDED DECEMBER 31, 2016

(dollars and shares in thousands, except per share amounts)

See Notes to Unaudited Pro Forma Combined Financial Statements

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

WELLSITE CORPORATION

UNAUDITED PRO FORMA COMBINED BALANCE SHEET

AS OF DECEMBER 31, 2016

(In thousands)

See Notes to Unaudited Pro Forma Combined Financial Statements

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

WELLSITE CORPORATION

NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

(Amount in thousands, except where otherwise indicated)

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) presented below refers to and should be read in conjunction with the audited Combined Financial Statements and related notes and the unaudited pro forma combined financial statements and related notes, each included elsewhere in this information statement. The following discussion contains forward-looking statements. The matters discussed in these forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those made, projected or implied in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this information statement, particularly in “Risk Factors” and “Cautionary Statement Concerning Forward-Looking Statements.” Wellsite believes the assumptions underlying the Combined Financial Statements are reasonable. However, the Combined Financial Statements included herein may not necessarily reflect Wellsite’s results of operations, financial position and cash flows in the future or what they would have been had Wellsite been a separate, stand-alone company during the periods presented.

Unless otherwise indicated or context otherwise requires, all references in this information statement to “Wellsite Corporation,” “Wellsite,” “we,” “us,” “our” and “our company” refer (i) prior to the consummation of the reorganization described herein, to the Wellsite businesses, consisting of operations, assets and liabilities comprising a substantial portion of Dover’s upstream energy businesses within its Energy segment and reflected in the combined financial statements included herein; and (ii) after the reorganization, to Wellsite Corporation and its consolidated subsidiaries. References in this information statement to “Dover” or “parent” refer to Dover and its consolidated subsidiaries (excluding Wellsite), unless the context otherwise requires.

OVERVIEW AND OUTLOOK

Wellsite is a leading provider of highly engineered technologies that help companies drill for and produce oil and gas efficiently and safely around the world. Our products include a full range of equipment and technologies that enable efficient drilling and safe and efficient production throughout the lifecycle of a well. Our principal products consist of artificial lift equipment and solutions, including electric submersible pump systems (“ESP”), rod pumping systems (“Rod Lift”), gas lift systems, progressive cavity pump systems (“PCP”) and plunger lift systems, as well as polycrystalline diamond cutters (“PDCs”) for drilling. We also provide a comprehensive automation offering consisting of equipment, software and Industrial Internet (“IIoT”) solutions for downhole monitoring, wellsite productivity enhancement and asset integrity management. Our expansive automation offering includes quartz pressure transducers and hybrid electronics, artificial lift controllers and optimization software, monitoring and predictive diagnostic instruments, and software for reciprocating machinery. Our products and technologies enhance our customers’ drilling and production economics.

Wellsite’s products are used by a broad spectrum of customers in the global oil and gas industry, including national oil and gas companies, large integrated and independent oil and gas companies, all of the major oilfield equipment and services providers, and pipeline companies. We compete across major oil and gas markets globally with a particular strength in the North American onshore market. Our products are particularly well suited for unconventional/shale oil and gas markets. While our products are used in both the oil and gas markets, over 75% of our revenues come from oil markets.

Our business is organized into two reportable segments:

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Spin-off

On December 7, 2017, Dover announced its intention to spin-off a substantial portion of Dover’s upstream energy businesses within its Energy segment into a stand-alone, publicly traded company known as Wellsite.

The spin-off will be in the form of a distribution of 100% of the shares of common stock of Wellsite, which will become an independent, publicly-traded company. The distribution is intended to be tax-free to Wellsite, Dover, and its U.S. stockholders. Dover currently expects that the distribution will be completed in                 . Completion of the transaction is subject to certain conditions, including that (A) Dover will have received either (i) the IRS Ruling together with an opinion of McDermott Will & Emery LLP, tax counsel to Dover, substantially to the effect that, among other things, the contribution and the distribution, taken together, will qualify as a tax-free reorganization for U.S. federal income tax purposes under Section 368(a)(1)(D) of the Code, and the distribution will qualify as a tax-free distribution to Dover’s shareholders under Section 355 of the Code or (ii) an opinion of McDermott Will & Emery LLP, tax counsel to Dover, substantially to the effect that, among other things, the contribution and the distribution, taken together, will qualify as a tax-free reorganization for U.S. federal income tax purposes under Section 368(a)(1)(D) of the Code and the distribution will qualify as a tax-free distribution to Dover’s shareholders under Section 355 of the Code, (B) Dover will have received final approval of Dover’s Board of Directors, (C) the NYSE will have approved the listing of Wellsite’s common stock, subject to official notice of issuance and (D) that the SEC will have declared effective the registration statement of which this information statement forms a part, and that no stop order relating to such registration statement will be in effect. For a complete discussion of all of the conditions to the distribution, see the section entitled “The Separation and Distribution—Conditions to the Distribution.”

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Upon completion of the spin-off, we will enter into agreements with Dover, including a transition services agreement, that have either not existed historically, or that may be on different terms than the terms of the arrangement or agreements that existed prior to the spin-off. The Combined Financial Statements do not reflect the effect of these new or revised agreements, and our historical expenses, including Selling, general and administrative expenses, may not be reflective of our consolidated results of operations, financial position and cash flows had we been a stand-alone company during the periods discussed in “—Combined Results of Operations.” For a more detailed description of the spin-off, see “The Spin-Off.”

Market Conditions

Our business provides a broad range of technologies and products for the oil and gas drilling and production industry and, as a result, is substantially dependent upon activity levels in the oil and gas industry. Demand for our products is impacted by overall global demand for oil and gas, ongoing depletion rates of existing wells which produce oil and gas, and our customers’ willingness to invest in the development and production of oil and gas resources. Our customers determine their operating and capital budgets primarily based on their current and projected crude oil and natural gas prices, U.S. and worldwide rig count and U.S. well completions. Crude oil and natural gas prices are impacted by geopolitical, macroeconomic and local events and have historically been subject to substantial volatility. Projected higher oil and gas prices typically translate into higher exploration and production budgets, and vice versa. Indicators, such as rig count and capital spending, have often been used as a proxy for the level of drilling activity in the oil and gas sector.

Beginning in the second half of 2014 and continuing through 2016, crude oil and natural gas prices experienced a steep decline due to high levels of global oil and gas production. The average price of West Texas Intermediate crude oil (WTI) decreased from a high of $103.35 per barrel in the second quarter of 2014 to a low of $33.35 in the first quarter of 2016. During the same period, the average price of Brent crude oil decreased from a high of $109.70 per barrel to $33.70 per barrel. The decline in crude oil and natural gas prices during this period in turn caused a decrease in our customers’ capital spending as they reduced drilling activity, postponed the completion of previously drilled wells and delayed some of the maintenance spending on producing wells. As a result, the average U.S. rig count decreased from a peak of 1,912 in the fourth quarter of 2014 to a trough of 422 in the second quarter of 2016, while the international rig count decreased from a peak of 1,348 in the third quarter of 2014 to a trough of 925 in the fourth quarter of 2016. This reduction in our customers’ spending had an adverse impact on our financial results during this period.

In response to these unprecedented market conditions, we pursued a comprehensive contingency plan that aimed at managing short-term financial performance and preserving long-term competitive advantage. As part of this plan, we identified and preserved the core capabilities that will position us well for the recovery. We implemented aggressive restructuring actions aimed at facility and cost structure rationalization, including headcount reductions. Enterprise wide working capital reduction efforts were deployed specifically targeting inventory reductions and increases in supplier payment terms. Additionally, our global sourcing teams secured incremental material savings to lower product costs, while our operations teams drove incremental productivity gains within our factories. In parallel, we worked diligently to preserve key technology investments and customer relationships, as well as retention of key talent during this period. As a result of our efforts, we continued to generate positive cash from operating activities, and positive adjusted free cash flow (non-GAAP measure). Refer to “—Financial Condition—Liquidity and Capital Resources—Adjusted Free Cash Flow” for further details on this non-GAAP measure.

As oil prices have begun to stabilize in 2017, we have seen an increase in our customers’ spending and activity levels. While the North American market recovery began in the latter half of 2016 and continued through 2017, international markets remained under pressure through the beginning of 2017 and have now begun to

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

recover. The price of WTI has averaged $49.30 per barrel during the nine months ended September 30, 2017 compared with $43.29 for the year ended December 31, 2016. The price of Brent crude oil has similarly averaged $51.82 per barrel through September 30, 2017, compared with $43.55 for the year ended December 31, 2016. Similarly, U.S. rig counts have recovered to 946 and international rig counts to 947 as of September 30, 2017.

Although there remains a risk that oil prices and activity levels could deteriorate from current levels, we believe that the outlook for our businesses over the long-term is favorable. Increasing global demand for oil & gas as well as continued depletion of existing reservoirs will drive continued investment in the drilling and completion of new wells. In addition, productivity and efficiency are becoming increasingly important in the oil and gas industry as operators focus on improving per-well economics, driven by a flattening of the WTI forward price curve, and the North American onshore oil and gas industry moving from an exploration phase into a more mature production phase.

The table below summarizes oil and gas prices, rig counts, and well completions over the last three years.

Components of our Results of Operations

Revenues—Our Revenues are generated substantially from product sales, which approximated over 90% of our 2016 and 2015 revenues. The remaining revenue is derived from services and leases, which represented less than 7% and 3%, respectively, in both years. Product revenues are derived from the sale of drilling and production equipment. Service revenues are earned as we provide technical advisory assistance and field services related to our products. Lease revenue is derived from rental income of leased production equipment. Most of our operations are in the United States with approximately 74% and 75% of our sales derived domestically in 2016 and 2015, respectively. International operations are spread across Canada, Europe, Australia, the Middle East and South America. Foreign sales approximated 26% and 25% of our total revenues in 2016 and 2015, respectively.

Cost of goods and services—The principal elements of Cost of goods and services are labor, raw materials and manufacturing overhead. Cost of goods and services as a percentage of revenues is influenced by the product mix sold in any particular period, the over or under absorption of manufacturing overhead and market conditions. Our costs related to our foreign operations do not significantly differ from our domestic costs.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Selling, general and administrative expenses—Selling, general and administrative expenses include the costs associated with sales and marketing, general corporate overhead, business development expenses, compensation expense, stock-based compensation expense, legal expenses and expenses from other related administrative functions. Selling, general and administrative expenses also include allocations of costs that were incurred by Dover for functions such as corporate executive management, human resources, information technology, facilities, tax, shared services, finance and legal, including the costs of salaries, benefits and other related costs. These expenses have been allocated to Wellsite based on direct usage or benefit where identifiable, with the remainder allocated on the basis of revenues, headcount, or other measures.

Other expense, net—Other expense, net primarily includes royalty expense and foreign currency gains and losses. Royalty expense is payable to Dover for our use of patents and intangible assets owned by Dover. The royalty is charged based upon Wellsite revenues. Patents and intangibles owned by Dover related to Wellsite will transfer to Wellsite upon separation. Upon separation, no further royalty charges are expected to be incurred by Wellsite from Dover. Foreign currency gains and losses includes re-measurement and settlement of foreign currency denominated balances and foreign currency hedging activities.

(Benefit from) provision for income taxes—We are subject to income taxes in the United States and numerous foreign jurisdictions. Significant judgment is required in determining the provision for income taxes and income tax assets and liabilities, including evaluating uncertainties in the application of accounting principles and complex tax laws. In our historical Combined Financial Statements, (Benefit from) provision for income taxes and Deferred income tax balances have been calculated on a stand-alone basis, although our operations have historically been included in the tax returns filed by Dover. In the future, as a stand-alone entity, we will file tax returns on our own behalf and our deferred taxes and effective tax rate may differ from those in historical periods. Our overall effective income tax rate can be lower or higher than the statutory rate depending on foreign operations tax effect, research and experimentation tax credits, domestic manufacturing deductions and foreign tax credits.

Key Performance Indicators and Other Performance Measures

Throughout this MD&A, we refer to measures used by management to evaluate performance, including a number of financial and operational measures. Additionally, we evaluate performance using financial measures that are not defined under accounting principles generally accepted in the United States of America (“GAAP”). Please see “Non-GAAP Disclosures” at the end of this MD&A section for further detail on these financial measures. We believe these measures provide investors with important information that is useful in understanding our business results and trends. Reconciliations within this MD&A provide more details on the use and derivation of these measures.

Bookings and book-to-bill ratio—Bookings represent the dollar value of customer orders for a particular period. The book-to-bill ratio is used as an indicator of demand versus current period revenue, and it compares the total amount of orders received relative to revenues for the corresponding period. A ratio above 1.0 implies that more orders were received than filled, indicating strong customer demand, while a ratio below 1.0 implies weaker customer demand. We believe that both of these operational measures provide us and our investors an indication of our performance and outlook.

Organic revenue growth—Organic revenue growth represents the increase in revenue based on an increase in output, customer base expansion, or new product development, as opposed to mergers and acquisitions, which is inorganic growth. Organic revenue growth also excludes changes in revenue driven by foreign currency fluctuations. We use this non-GAAP measure in order to monitor and evaluate our comparable revenue performance and trends across periods.

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

Adjusted free cash flow—Adjusted free cash flow is a non-GAAP measure, which represents net cash provided by operating activities minus capital expenditures as set forth in the Combined Statements of Cash Flows plus the change in income taxes payable computed under the stand-alone return basis, which is classified within Parent Company investment in Wellsite and included in financing activities in the Combined Statements of Cash Flows. We believe that adjusted free cash flow is an important measure of liquidity because it provides management and investors a measurement of cash generated from operations that is available for mandatory payment obligations and investment opportunities, such as funding acquisitions, paying dividends, repaying debt and repurchasing our common stock. The change in income taxes payable classified within financing activities is included in the adjusted free cash flow calculation to be more representative of the tax cash flows for a stand-alone company. Actual stand-alone tax cash flows may differ from those in historical periods.

Adjusted working capital—Adjusted working capital is a non-GAAP measure calculated as accounts receivable, plus inventory, less accounts payable. We believe adjusted working capital provides a meaningful measure of our operational results by showing changes caused by revenue or operational initiatives.

Adjusted segment EBITDA and adjusted segment EBITDA margins—Adjusted segment EBITDA and adjusted segment EBITDA margin, are non-GAAP measures and do not purport to be alternatives to operating income or segment earnings as a measure of operating performance. We believe that these measures are useful to investors and other users of our financial information in evaluating ongoing operating profitability as they exclude depreciation and amortization expense related primarily to capital expenditures and acquisitions that occurred in prior years, as well as restructuring expenses related primarily to exit costs and employee termination benefits. These measures are also useful in evaluating operating performance in relation to our peers.

COMBINED RESULTS OF OPERATIONS

Revenue

For the year ended December 31, 2016, Revenue decreased $325.3 million, or 30.2% to $751.3 million compared with 2015, composed of an organic revenue decline of 30.1% and an unfavorable impact from foreign

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Wellsite Corporation has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission.

currency translation of 0.1%. This result was driven by significant declines in market fundamentals, especially with regard to U.S. rig count and end-customer capital spending. These reductions broadly impacted our segments. Customer pricing unfavorably impacted revenue by approximately 1.9% in 2016.

For the year ended December 31, 2016, U.S. revenue declined 30.8% compared with 2015, primarily as a result of a U.S. rig count decline of 48.0%, from 978 rigs in 2015 to 509 rigs in 2016. Non U.S. revenue declined 28.4% for the year ended December 31, 2016 compared with 2015 largely due to the decline in oil and gas prices leading to decreased exploration and production activities outside of the United States.

Gross Profit

For the year ended December 31, 2016, our Gross profit decreased $142.5 million, or 37.2% to $240.5 million compared with 2015, primarily due to the significant decline in organic sales volumes related to the decline in the oil and gas market. This decline was partially offset by supply chain cost containment initiatives, cost savings realized from restructuring programs, net of costs, and a decrease in depreciation and amortization costs of $3.7 million. Gross profit margin declined 360 basis points primarily due to significant decline in sales volume combined with pricing weakness.

Selling, General and Administrative Expenses