SAEXPLORATION HOLDINGS, INC. (NASDAQ:SAEX) Files An 8-K Other Events
Item 8.01. Other Events.

On March 20, 2018, the Company issued a press release announcing that on March 13, 2018, its Board of Directorsdeclared its intention to pay on April 1, 2018, to record holders on March 15, 2018 of its 8% Cumulative Perpetual Series A Preferred Stock, par value $0.0001 (the "Series A Preferred Stock"), in-kind dividends of 0.01378 of a share of Series A Preferred Stock for every one outstanding share of Series A Preferred Stock. The Company expects to issue a total of approximately 456 additional shares of Series A Preferred Stock on April 1, 2018. The company also announced that in accordance with the terms of the Certificate of Designation for the Series A Preferred Stock, it expects, for the dividend period starting April 1, 2018 and ending June 30, 2018, it will be obligated to pay in-kind any dividends declared by the Board of Directors on the Series A Preferred Stock. As a result, any dividends that are declared and are to be paid on July 1, 2018 will be newly issued shares of Series A Preferred Stock. At this time, the Company expects to issue a total of approximately 663 additional shares of Series A Preferred Stock on July 1, 2018.

The information in this Item 8.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 8.01 shall not be incorporated by reference into any registration statement or other document to the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains “forward-looking statements” within the meaning of the U.S. federal securities laws, with respect to the Company’s financial condition, results of operations, cash flows and business, and expectations or beliefs concerning future events. These forward-looking statements can generally be identified by phrases such as “expects,” “anticipates,” “believes,” “estimates,” “intends,” “plans to,” “ought,” “could,” “will,” “should,” “likely,” “appears,” “projects,” “forecasts,” “outlook” or other similar words or phrases. There are inherent risks and uncertainties in any forward-looking statements. Although the Company believes that its expectations are reasonable, it can give no assurance that these expectations will prove to have been correct, and actual results may vary materially. Except as required by law, the Company undertakes no obligation to update, amend or clarify any forward-looking statements to reflect events, new information or otherwise. Some of the important factors that could cause actual results to differ materially from the Company’s expectations are discussed below. All written and oral forward-looking statements attributable to the Company, or persons acting on its behalf, are expressly qualified in their entirety by these cautionary statements.

You should refer to the risk factors from the Company’s Annual Report filed on March 15, 2018, for the fiscal year ended December 31, 2017, for specific risks which would cause actual results to be significantly different from those expressed or implied by any of the Company’s forward-looking statements. It is not possible to identify all of the risks, uncertainties and other factors that may affect future results. In light of these risks and uncertainties, the forward-looking events and circumstances discussed in this report may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements. Accordingly, readers of this report are cautioned not to place undue reliance on the forward-looking statements.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

SAExploration Holdings, Inc. Exhibit
EX-99.1 2 saexplorationannouncesinfo.htm EXHIBIT 99.1 Exhibit FOR IMMEDIATE RELEASESAEXPLORATION ANNOUNCES INFORMATION REGARDING DIVIDENDS ON ITS SERIES A PREFERRED STOCKMarch 20,…
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