0001209191-13-007616.txt : 20130211 0001209191-13-007616.hdr.sgml : 20130211 20130211142309 ACCESSION NUMBER: 0001209191-13-007616 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121231 FILED AS OF DATE: 20130211 DATE AS OF CHANGE: 20130211 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 GP, LLC CENTRAL INDEX KEY: 0001374781 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33460 FILM NUMBER: 13590903 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 5 1 c483108_5x0.xml MAIN DOCUMENT DESCRIPTION X0306 5 2012-12-31 0 0 0000314606 GEOKINETICS INC GOK 0001374781 Avista Capital Partners GP, LLC 65 EAST 55 STREET, 18TH FLOOR NEW YORK NY 10022 0 0 1 0 Series B Dividend 15.95 2012-03-15 5 J 0 6162 A 2006-12-15 Common Stock 96583 0 I See Footnote 4, 7 Series B Dividend 15.95 2012-03-15 5 J 0 1624 A 2006-12-15 Common Stock 25455 0 I See Footnote 5, 7 Series B Dividend 15.95 2012-06-15 5 J 0 6313 A 2006-12-15 Common Stock 98950 0 I See Footnote 4, 7 Series B Dividend 15.95 2012-06-15 5 J 0 1664 A 2006-12-15 Common Stock 26082 0 I See Footnote 5, 7 Series B Dividend 15.95 2012-09-15 5 J 0 6466 A 2006-12-15 Common Stock 101348 0 I See Footnote 4, 7 Series B Dividend 15.95 2012-09-15 5 J 0 1705 A 2006-12-15 Common Stock 26724 0 I See Footnote 5, 7 Series B Dividend 15.95 2012-12-15 5 J 0 6624 A 2006-12-15 Common Stock 103824 0 I See Footnote 4, 7 Series B Dividend 15.95 2012-12-15 5 J 0 1746 A 2006-12-15 Common Stock 27367 0 I See Footnote 5, 7 This line reports the issuance of payment in kind dividends for Series B Senior Convertible Preferred Stock ("Series B Stock") by Geokinetics, Inc. ("Company") to Avista Capital Partners, L.P. ("Avista") and is reported by Avista Capital Partners GP, LLC ("Avista GP") on behalf of Avista in accordance with remarks below This line reports the issuance of payment in kind dividends for Series B Stock by the Company to Avista Capital Partners (Offshore), L.P. ("Avista Offshore") and is reported by Avista GP on behalf of Avista Offshore in accordance with remarks below. Pursuant to the Second Amended and Restated Certificate of Designation of Series B Senior Convertible Preferred Stock, filed as Exhibit 1 to the Form 8-K filed by the Company on February 18, 2009, at the option of the Company, dividends payable on shares of Series B Stock on any quarterly dividend payment date through October 31, 2011, may be paid in additional shares of Series B Stock, instead of cash. As a result of the dividends of Series B Stock reported hereunder, Avista directly owns 278,401 shares of Series B Stock, and any shares of Series B Stock owned directly by Avista may be deemed to be indirectly owned by Avista GP. As a result of the dividends of Series B Stock reported hereunder, Avista Offshore directly owns 73,405 shares of Series B Stock, and any shares of Series B Stock owned directly by Avista Offshore may be deemed to be indirectly owned by Avista GP. The conversion price is determined by dividing the liquidation preference amount of $250 for the Series B Stock by the applicable conversion price, which may be adjusted for dilutive issuances, splits, combinations or the like. The filing of this Statement shall not be deemed as 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. Not applicable. /s/ Ben Silbert, General Counsel 2013-02-11