SEC Form 4 · accession 0000919574-18-000767
SAExploration Holdings, Inc. · SAEX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
WHITEBOX ADVISORS LLC
10% Owner
Whitebox Multi-Strategy Partners LP
10% Owner
WHITEBOX GENERAL PARTNER LLC
10% Owner
Period of report
Jan 30, 2018
Accepted (ET)
Feb 1, 2018 · 8:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001514732
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 8.0% Cumulative Perpetual Series A Preferred StockF3,F1 | — | Jan 30, 2018 | J | 8,514 | A | Jan 30, 2018 | — | Common Stock | 27,853,256 | 8,514 | I |
| Mandatorily Convertible Series B Preferred StockF3,F1 | — | Jan 30, 2018 | J | 228,913 | A | — | — | Common Stock | 4,976,065 | 228,913 | I |
| Series C WarrantsF3,F1 | — | Jan 30, 2018 | J | 2,446,026 | A | Jan 30, 2018 | — | Common Stock | 2,446,026 | 2,446,026 | I |
| 8.0% Cumulative Perpetual Series A Preferred StockF3,F2 | — | Jan 30, 2018 | J | 5,077 | A | Jan 30, 2018 | — | Common Stock | 16,609,229 | 16,609,229 | D |
| Mandatorily Convertible Series B Preferred StockF3,F2 | — | Jan 30, 2018 | J | 137,084 | A | — | — | Common Stock | 2,979,905 | 2,979,905 | D |
| Series C WarrantsF3,F2 | — | Jan 30, 2018 | J | 1,458,434 | A | Jan 30, 2018 | — | Common Stock | 1,458,434 | 1,458,434 | D |
Explanation of responses
- F1These securities are directly beneficially owned by certain private investment funds, including Whitebox Multi-Strategy Partners, LP ("WMP") (together, the "Private Funds") and may be deemed to be beneficially owned by (a) Whitebox Advisors LLC by virtue of its role as the investment manager of the Private Funds, and (b) Whitebox General Partner LLC by virtue of its role as the general partner of the Private Funds. Each of the Private Funds, Whitebox Advisors LLC and Whitebox General Partner LLC disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
- F2These securities are directly beneficially owned by WMP.
- F3The derivative securities were acquired pursuant to the exchange offer (the "Exchange Offer") and consent solicitation related to the Issuer's 10.000% Senior Secured Second Lien Notes due 2019 and the Issuer's 10.000% Senior Secured Notes due 2019. Reference is made to the Issuer's 8-K and the attachments thereto filed on February 1, 2018. Following the Exchange Offer, the Reporting Persons are no longer subject to Section 16.