-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GQinMxfoik/Ngp70HlDhiej5aIUz6jCsJLhhPF6TvNzPmg9IwZ3ZCSTZPRysvoBV baE5SOVugEUFPwJKSV0Ung== 0001209191-10-061073.txt : 20101216 0001209191-10-061073.hdr.sgml : 20101216 20101216164535 ACCESSION NUMBER: 0001209191-10-061073 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101214 FILED AS OF DATE: 20101216 DATE AS OF CHANGE: 20101216 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GEOKINETICS INC CENTRAL INDEX KEY: 0000314606 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 941690082 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1500 CITYWEST BLVD., SUITE 800 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: (713) 850-7600 MAIL ADDRESS: STREET 1: P.O. BOX 421129 CITY: HOUSTON STATE: TX ZIP: 77242 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Avista Capital Partners (Offshore), L.P. CENTRAL INDEX KEY: 0001374540 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33460 FILM NUMBER: 101257303 BUSINESS ADDRESS: STREET 1: 65 E.55TH STREET, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212 593-6958 MAIL ADDRESS: STREET 1: 65 E.55TH STREET, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Avista Capital Partners, L.P. CENTRAL INDEX KEY: 0001374541 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33460 FILM NUMBER: 101257301 BUSINESS ADDRESS: STREET 1: 65 E.55TH STREET, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212 593-6958 MAIL ADDRESS: STREET 1: 65 E.55TH STREET, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Avista Capital Partners GP, LLC CENTRAL INDEX KEY: 0001374781 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33460 FILM NUMBER: 101257302 BUSINESS ADDRESS: STREET 1: 65 EAST 55TH STREET STREET 2: 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212 593-6900 MAIL ADDRESS: STREET 1: 65 EAST 55TH STREET STREET 2: 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 c09638_4x0.xml MAIN DOCUMENT DESCRIPTION X0303 4 2010-12-14 0000314606 GEOKINETICS INC GOK 0001374781 Avista Capital Partners GP, LLC 65 E. 55TH STREET 18TH FLOOR NEW YORK NY 10022 0 0 1 0 0001374541 Avista Capital Partners, L.P. 65 E. 55TH STREET 18TH FLOOR NEW YORK NY 10022 0 0 1 0 0001374540 Avista Capital Partners (Offshore), L.P. 65 E. 55TH STREET 18TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock 2010-12-14 4 J 0 1475044 A 7425187 I See Footnotes Common Stock 2010-12-14 4 J 0 388956 A 1957922 I See Footnotes This acquisition by Avista Capital Partners, L.P. ("Avista") is reported by Avista Capital Partners GP, LLC ("Avista GP") on behalf of Avista in accordance with the Remarks below. This acquisition by Avista Capital Partners (Offshore), L.P. ("Offshore") is reported by Avista GP on behalf of Offshore in accordance with the remarks below. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any Reporting Person is the beneficial owner of any securities covered by this statement. The securities of Geokinetics, Inc. reported on this line are owned directly by Avista and may be deemed to be indirectly owned by Avista GP, the general partner of Avista. The securities of Geokinetics, Inc. reported on this line are owned directly by Offshore and may be deemed to be indirectly owned by Avista GP, the general partner of Offshore. The shares of Common Stock of Geokinetics reported on this Form 4 were received by Avista and Offshore in connection with the consummation on December 14, 2010 of the transactions contemplated by that certain Series D and Warrant Purchase Agreement dated December 14, 2010 among Avista, Offshore, Petroleum Geo-Services ASA, Petroleum Geo-Services, Inc., Levant America S.A., William R. Ziegler, Steven Webster and the Christopher M. Harte 1992 Family Exempt Trust (the "Purchase Agreement"). This Form 4 and all previous and subsequent forms filed by Avista, Offshore or Avista GP ("Avista Joint Filing Affiliates") pursuant to Section 16 of the Securities Exchange Act of 1934 with respect to beneficial ownership in the Company have been and will continue to be filed jointly so that a filing by any Avista Joint Filing Affiliate is made on behalf of all Avista Joint Filing Affiliates, regardless of whether any previous Form filed by any Avista Joint Filing Affiliate has indicated such From is filed by one reporting person or more than one reporting person. This joint filing arrangement for purposes of filing Forms is consistent with the Joint Filing Agreement filed with the Securities and Exchange Commission as Exhibit 1 to the Schedule 13D filed by Avista on September 8, 2006. In accordance with this footnote, this Form 4 is filed by Avista GP, the general partner of Avista and Offshore, on behalf of Avista and Offshore. /s/ Ben Silbert, General Counsel 2010-12-15 -----END PRIVACY-ENHANCED MESSAGE-----