0000919574-18-006392.txt : 20180928
0000919574-18-006392.hdr.sgml : 20180928
20180928184911
ACCESSION NUMBER: 0000919574-18-006392
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180926
FILED AS OF DATE: 20180928
DATE AS OF CHANGE: 20180928
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: 181095372
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 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: 181095373
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: 181095374
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 Credit Partners, L.P.
CENTRAL INDEX KEY: 0001311165
STATE OF INCORPORATION: D8
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35471
FILM NUMBER: 181095375
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
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WHITEBOX ASYMMETRIC PARTNERS LP
CENTRAL INDEX KEY: 0001502255
STATE OF INCORPORATION: E9
FISCAL YEAR END: 0210
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35471
FILM NUMBER: 181095376
BUSINESS ADDRESS:
STREET 1: 42 NORTH CHURCH ST
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1108
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
2018-09-26
0
0001514732
SAExploration Holdings, Inc.
SAEX
0001257391
WHITEBOX ADVISORS LLC
3033 EXCELSIOR BOULEVARD, SUITE 300
MINNEAPOLIS
MN
55416
0
0
1
0
0001650272
WHITEBOX GENERAL PARTNER LLC
3033 EXCELSIOR BOULEVARD, SUITE 300
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
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
0001502255
WHITEBOX ASYMMETRIC PARTNERS LP
MOURANT OZANNES CORP SVCS (CAYMAN) LTD
94 SOLARIS AVENUE
CAMANA BAY, GRAND CAYMAN
E9
KY1-1108
CAYMAN ISLANDS
0
0
1
0
6.00% Senior Secured Convertible Notes due 2023
2018-09-26
4
A
0
23900000
23722062.50
A
Common Stock
137425
23900000
I
See Footnote
6.00% Senior Secured Convertible Notes due 2023
2018-09-26
4
A
0
15103000
14986194.38
A
Common Stock
86842
15103000
D
6.00% Senior Secured Convertible Notes due 2023
2018-09-26
4
A
0
5071000
5035751.10
A
Common Stock
29158
5071000
D
6.00% Senior Secured Convertible Notes due 2023
2018-09-26
4
A
0
3726000
3700117.02
A
Common Stock
21424
3726000
D
The number of shares assumes that SAEXPLORATION Holdings, Inc.'s (the "Issuer") 6.00% Senior Secured Convertible Notes due 2023 (the "Convertible Notes") are converted at a conversion rate of 173.91304 shares of common stock, par value $0.0001 per share ("Common Stock") per $1,000 principal amount of Convertible Notes (with shares of Common Stock rounded down in lieu of any fractional shares). However, upon conversion of the Convertible Notes, the settlement of the conversion right may, at the option of the Issuer, be in the form of shares of Common Stock, cash or a combination of cash and shares of Common Stock in amounts determined in accordance with the indenture for the Convertible Notes and therefore there can be no certainty that the Convertible Notes could be converted into the number of shares provided in column 7.
(continued from Footnote 1) Reference is made to the indenture for the Convertible Notes as executed by the Reporting Persons (the "Convertible Notes Indenture"). The Reporting Persons do not acknowledge that the Convertible Notes are derivative securities for purposes of Section 16 of the Exchange Act.
The Convertible Notes are convertible at the election of the holder into shares of Common Stock at any time prior to the close of business on the second business day immediately preceding the maturity date for the Convertible Notes as specified in the Convertible Notes Indenture.
The Convertible Notes are directly beneficially owned by Whitebox Multi-Strategy Partners, LP ("WMP"), Whitebox Asymmetric Partners, LP ("WAP") and Whitebox Credit Partners, LP ("WCP") (together, 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 Reporting Persons disclaim beneficial ownership of the reported Convertible Notes 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").
The Convertible Notes are directly beneficially owned by WMP.
The Convertible Notes are directly beneficially owned by WCP.
The Convertible Notes are directly beneficially owned by WAP.
WHITEBOX ADVISORS LLC By: /s/ Mark Strefling, Chief Executive Officer
2018-09-28
Whitebox General Partner LLC By: /s/ Mark Strefling, Chief Executive Officer
2018-09-28
WHITEBOX MULTI-STRATEGY PARTNERS, LP, By: Whitebox General Partner LLC, By: /s/Mark Strefling, Whitebox Advisors LLC, Chief Eexecutive Officer
2018-09-28
WHITEBOX CREDIT PARTNERS, LP By: Whitebox General Partner LLC, /s/ Mark Strefling, Chief Executive Officer
2018-09-28
Whitebox Asymmetric Partners, LP, By: Whitebox General Partner LLC, By: /s/ Mark Strefling, Chief Executive Officer
2018-09-28