0000919574-18-005012.txt : 20180731 0000919574-18-005012.hdr.sgml : 20180731 20180731171235 ACCESSION NUMBER: 0000919574-18-005012 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180725 FILED AS OF DATE: 20180731 DATE AS OF CHANGE: 20180731 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitebox Credit Partners, L.P. CENTRAL INDEX KEY: 0001311165 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35471 FILM NUMBER: 18981997 BUSINESS ADDRESS: STREET 1: 3033 EXCELSIOR BOULEVARD STREET 2: SUITE 300 CITY: MINNEAPOLIS STATE: MN ZIP: 55416 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 Credit Arbitrage Partners, L.P. DATE OF NAME CHANGE: 20100928 FORMER NAME: FORMER CONFORMED NAME: Whitebox Hedged High Yield Partners, L.P. DATE OF NAME CHANGE: 20041210 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/A 1 ownership.xml X0306 4/A 2018-07-25 2018-07-27 0 0001514732 SAExploration Holdings, Inc. SAEX 0001311165 Whitebox Credit Partners, L.P. ESTERA CORPORATE SERVICES (BVI) LIMITED JAYLA PLACE, WICKHAMS CAY 1, BOX 3190 ROAD TOWN, TORTOLA D8 VG1110 VIRGIN ISLANDS, BRITISH 0 0 1 0 8.0% Cumulative Perpetual Series A Preferred Stock 2018-07-25 4 C 0 1794 D Common Stock 0 D Future Warrants 2018-07-25 4 C 0 5869008 A Common Stock 5869008 D These 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. The 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). [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. 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. WHITEBOX CREDIT PARTNERS, LP By: Whitebox General Partner LLC, By: /s/ Elissa Weddle, Chief Legal Officer 2018-07-31