SAEXPLORATION HOLDINGS, INC. (NASDAQ:SAEX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
On September8, 2017, SAExploration Holdings, Inc., as borrower (the“Company”), each of the Company’s domestic subsidiaries, as guarantors (the“Guarantors”), Delaware Trust Company, as collateral agent and administrative agent (the“Term Loan Agent”), and the lenders from time to time party thereto (the“Lenders”) entered into a second amendment (“Amendment No.2”), to the Term Loan and Security Agreement, dated as of June29, 2016, among the Company, the Guarantors, the Term Loan Agent and the Lenders (as amended by that certain Amendment No.1 to Term Loan and Security Agreement, dated as of October24, 2016, the“Term Loan”).
Amendment No.2, among other things, modifies the Term Loan to (i)extend the maturity date for the term loans held by consenting lenders (“Extended Loans”) to January2, 2020 (subject to an earlier maturity date of January2, 2019 if certain indebtedness remains outstanding at such time); (ii)increase the interest rate for the Extended Loans to 10.5%per annum for the period beginning on September8, 2017 to, but not including, February8, 2018, 11.5%per annum for the succeeding six-month period beginning on February8, 2018 to, but not including, August8, 2018 and 12.5%per annum for the period beginning on August8, 2018 and thereafter; (iii)subject to certain conditions, provide for a mandatory prepayment with the proceeds from any Alaska tax credit; and (iv)provide for a call premium with respect to certain prepayments.
The foregoing description of Amendment No.2, set forth in this Item 1.01 does not purport to be complete and is qualified in its entirety by reference to the text of Amendment No.2, a copy of which is filed as Exhibit10.1 hereto and is incorporated herein by reference.
The representations and warranties of the Company in Amendment No.2 were made only for purposes of that agreement and as of specific dates and were solely for the benefit of the Term Loan Agent and the Lenders. Amendment No.2 is a contractual document that establishes and governs the legal relations among the parties thereto and is not intended to be a source of factual, business or operational information about the Company and its subsidiaries. The representations and warranties made by the Company in Amendment No.2 may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Accordingly, investors and security holders should not rely on such representations and warranties as characterizations of the actual state of facts or circumstances.
Item 1.01. Financial Statements and Exhibits.
|
Exhibit No. |
Description |
| 10.1 | Amendment No. 2 to Term Loan and Security Agreement, dated as of September8, 2017, among SAExploration Holdings, Inc., as Borrower, the Guarantors party thereto, Delaware Trust Company, as Administrative Agent and Collateral Agent, and the Lenders party thereto. |
EXHIBIT INDEX
SAExploration Holdings, Inc. ExhibitEX-10.1 2 d445673dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 AMENDMENT NO. 2 TO TERM LOAN AND SECURITY AGREEMENT This AMENDMENT NO. 2 TO TERM LOAN AND SECURITY AGREEMENT (this Second Amendment),…To view the full exhibit click here