0000919574-20-000641.txt : 20200129 0000919574-20-000641.hdr.sgml : 20200129 20200129173032 ACCESSION NUMBER: 0000919574-20-000641 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200114 FILED AS OF DATE: 20200129 DATE AS OF CHANGE: 20200129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitebox Multi-Strategy Partners LP CENTRAL INDEX KEY: 0001452149 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35471 FILM NUMBER: 20559212 BUSINESS ADDRESS: STREET 1: WATERFRONT DRIVE STREET 2: WICKHAM'S CAY 1 CITY: ROAD TOWN, TORTOLA STATE: D8 ZIP: 00000 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 FORMER NAME: FORMER CONFORMED NAME: Whitebox Combined Partners LP DATE OF NAME CHANGE: 20081215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WHITEBOX GENERAL PARTNER LLC CENTRAL INDEX KEY: 0001650272 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35471 FILM NUMBER: 20559213 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WHITEBOX ADVISORS LLC CENTRAL INDEX KEY: 0001257391 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35471 FILM NUMBER: 20559214 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 BUSINESS PHONE: 612-253-6001 MAIL ADDRESS: STREET 1: 3033 EXCELSIOR BLVD. STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SAExploration Holdings, Inc. CENTRAL INDEX KEY: 0001514732 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 274867100 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1160 DAIRY ASHFORD RD. STREET 2: SUITE 160 CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 281-258-4400 MAIL ADDRESS: STREET 1: 1160 DAIRY ASHFORD RD. STREET 2: SUITE 160 CITY: HOUSTON STATE: TX ZIP: 77079 FORMER COMPANY: FORMER CONFORMED NAME: Trio Merger Corp. DATE OF NAME CHANGE: 20110307 4 1 ownership.xml X0306 4 2020-01-14 0 0001514732 SAExploration Holdings, Inc. SAEX 0001257391 WHITEBOX ADVISORS LLC 3033 EXCELSIOR BOULEVARD, SUITE 500 MINNEAPOLIS MN 55416 0 0 1 0 0001650272 WHITEBOX GENERAL PARTNER LLC 3033 EXCELSIOR BOUELVARD, SUITE 500 MINNEAPOLIS MN 55416 0 0 1 0 0001452149 Whitebox Multi-Strategy Partners LP ESTERA CORPORATE SERVICES (BVI) LTD. JAYLA PLACE, WICKHAMS CAY 1, BOX 3190 ROAD TOWN, TORTOLA D8 VG1110 VIRGIN ISLANDS, BRITISH 0 0 1 0 Series F Warrants 2020-01-14 4 A 0 171270 A Common Stock 2176245 I See Footnote Series F Warrants 2020-01-14 4 A 0 119975 A Common Stock 1333100 D The Reporting Persons were not aware of complete information regarding the transactions reported herein until receiving the transaction confirmation from the transfer agent by mail on January 28, 2020. These securities are directly beneficially owned by certain private investment funds, including Whitebox Multi-Strategy Partners, LP ("WMP") (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 (the "Exchange Act"). These securities are directly beneficially owned by WMP. These derivative securities were acquired in connection with an amendment to a credit and security agreement entered into by certain parties and the Issuer (including certain of the Reporting Persons). Pursuant to the warrant agreement entered into in respect of the series F warrants (the "Series F Warrants"), each Series F Warrant gives the holder thereof the right to purchase one share of common stock of the Issuer, subject to certain limitations. Reference is made to the Issuer's 8-K and Exhibit 4.1 attached thereto filed on December 12, 2019, which is incorporated by reference. Whitebox Advisors LLC By: /s/ Daniel Altabef, General Counsel - Regulatory Affairs & Compliance 2020-01-29 Whitebox General Partner LLC By: /s/ Daniel Altabef, General Counsel - Regulatory Affairs & Compliance 2020-01-29 Whitebox Multi-Strategy Partners LP By: Whitebox General Partner LLC. By: /s/ Daniel Altabef, General Counsel - Regulatory Affairs & Compliance 2020-01-29