SEC Form 4/A · accession 0000919574-18-005012
SAExploration Holdings, Inc. · SAEX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Whitebox Credit Partners, L.P.
10% Owner
Period of report
Jul 25, 2018
Accepted (ET)
Jul 31, 2018 · 5:12 pm EDT
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 StockF2,F3,F1 | — | Jul 25, 2018 | C | 1,794 | D | — | — | Common Stock | — | 0 | D |
| Future WarrantsF2,F3,F1 | — | Jul 25, 2018 | C | 5,869,008 | A | — | — | Common Stock | — | 5,869,008 | D |
Explanation of responses
- F1These securities are directly beneficially owned by Whitebox Credit Partners, LP ("WCP"). WCP disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and affirmatively disclaims being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, with any other person or entity.
- F2The Reporting Person obtained beneficial ownership of the derivative securities in connection with a conversion by the Issuer of 8.0% Cumulative Perpetual Series A Preferred Stock, par value $0.0001 per share ("Series A Preferred Stock"), with the consent of holders of 77.3% of the outstanding shares of the Series A Preferred Stock, into shares of common stock and/or currently unnamed warrants of the Issuer with terms identical to those of Series C Warrants (the "Future Warrants"), upon which each holder of Series A Preferred Stock will receive, for each share of Series A Preferred Stock being converted, on the conversion date, a number of shares of common stock and/or a number of Future Warrants, in aggregate equal to the applicable conversion rate (with shares of common stock or Future Warrants rounded down in lieu of any fractional shares or warrants, as applicable).
- F3[continued from Footnote 2] A portion of the Series A Preferred Stock are represented by payments-in-kind that are expected to be received by the Reporting Person under the Certificate of Designations of 8.0% Cumulative Perpetual Series A Preferred Stock between the date hereof and the conversion date. The Reporting Person, as a holder thereof, elected to receive solely Future Warrants. Reference is made to the Issuer's 8-K and Exhibits 3.1 and 10.2 attached thereto filed on February 1, 2018, which is incorporated by reference.
Remarks
This amendment is being filed on behalf of Whitebox Credit Partners, LP, which was erroneously omitted from the original Form 4 filed by Whitebox Advisors LLC, Whitebox General Partner LLC, and Whitebox Multi-Strategy Partners, LP on July 27, 2018.