SAEXPLORATION HOLDINGS, INC. (SAEX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On November 10, 2016, SAExploration Holdings, Inc. (the Company)
entered into a First Amendment to Executive Employment Agreement
(the First Amendment) with Ryan Abney (Mr. Abney), which amends the
Executive Employment Agreement between Mr. Abney and the Company
dated as of August 3, 2016 (the Executive Employment Agreement, and
as amended by the First Amendment, the Amended Employment
Agreement).
entered into a First Amendment to Executive Employment Agreement
(the First Amendment) with Ryan Abney (Mr. Abney), which amends the
Executive Employment Agreement between Mr. Abney and the Company
dated as of August 3, 2016 (the Executive Employment Agreement, and
as amended by the First Amendment, the Amended Employment
Agreement).
The Amended Employment Agreement appoints Mr. Abney, who previously
served as Vice President – Capital Markets and Investor Relations,
to the position of Vice President Finance. The Amended Employment
Agreement also provides Mr. Abney with an initial base salary of
$215,000.00. As previously reported, commencing with the Companys
2017 fiscal year, Mr. Abneys base salary may be increased annually
(but not decreased without his written consent) in the discretion
of the Board of Directors.
served as Vice President – Capital Markets and Investor Relations,
to the position of Vice President Finance. The Amended Employment
Agreement also provides Mr. Abney with an initial base salary of
$215,000.00. As previously reported, commencing with the Companys
2017 fiscal year, Mr. Abneys base salary may be increased annually
(but not decreased without his written consent) in the discretion
of the Board of Directors.
The summary of the Amended Employment Agreement, 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 the Amended Employment
Agreement, a copy of which is filed as Exhibit 10.1 hereto and is
incorporated herein by reference, and the text of the Executive
Employment Agreement, a copy of which was filed as Exhibit 10.6 to
the Companys Current Report on Form 8-K filed on August 9, 2016 and
is incorporated herein by reference.
Item 1.01 does not purport to be complete and is qualified in its
entirety by reference to the text of the Amended Employment
Agreement, a copy of which is filed as Exhibit 10.1 hereto and is
incorporated herein by reference, and the text of the Executive
Employment Agreement, a copy of which was filed as Exhibit 10.6 to
the Companys Current Report on Form 8-K filed on August 9, 2016 and
is incorporated herein by reference.
Item 1.02. Termination of a Material Definitive Agreement.
The information in Item 5.02 is incorporated into this Item 1.02 by
reference.
reference.
Item 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On November 10, 2016, the Company and Trisha Gerber (Ms. Gerber),
who has served as the Companys Chief Accounting Officer, mutually
agreed to the termination of her Executive Employment Agreement
with the Company dated as of September 29, 2014, following the
change of control of the Company that occurred in connection with
its comprehensive restructuring in July 2016, so that she may
pursue other endeavors. The effective date of Ms. Gerbers departure
is November 10, 2016. to her Executive Employment Agreement, in
addition to her base salary and other amounts earned by her through
her last day of her employment, certain severance benefits,
including an amount equal to one year’s base salary, provided that
Ms. Gerber executes a release of claims. The provisions of Ms.
Gerbers Executive Employment Agreement that survive the
termination, including the confidentiality provisions, shall
continue as set forth in the Employment Agreement. Brent Whiteley,
the Companys Chief Financial Officer, General Counsel and
Secretary, will perform the functions of principal accounting
officer for the Company.
who has served as the Companys Chief Accounting Officer, mutually
agreed to the termination of her Executive Employment Agreement
with the Company dated as of September 29, 2014, following the
change of control of the Company that occurred in connection with
its comprehensive restructuring in July 2016, so that she may
pursue other endeavors. The effective date of Ms. Gerbers departure
is November 10, 2016. to her Executive Employment Agreement, in
addition to her base salary and other amounts earned by her through
her last day of her employment, certain severance benefits,
including an amount equal to one year’s base salary, provided that
Ms. Gerber executes a release of claims. The provisions of Ms.
Gerbers Executive Employment Agreement that survive the
termination, including the confidentiality provisions, shall
continue as set forth in the Employment Agreement. Brent Whiteley,
the Companys Chief Financial Officer, General Counsel and
Secretary, will perform the functions of principal accounting
officer for the Company.
Item 8.01. Other Events.
On November 8, 2016, the Company issued a press release announcing
a new project award in West Africa for seismic data acquisition
services valued at approximately $35 million. The Company expects
to initiate the project in late 2016 and complete it in the first
quarter of 2017.
a new project award in West Africa for seismic data acquisition
services valued at approximately $35 million. The Company expects
to initiate the project in late 2016 and complete it in the first
quarter of 2017.
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.
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 Companys
financial condition, results of operations, cash flows and
business, and expectations or beliefs
of the U.S. federal securities laws, with respect to the Companys
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 Companys 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.
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 Companys 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 Companys Quarterly
Report on Form 10-Q filed on November 4, 2016, for the period
ended September 30, 2016, for specific risks which would cause
actual results to be significantly different from those expressed
or implied by any of the Companys 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.
Report on Form 10-Q filed on November 4, 2016, for the period
ended September 30, 2016, for specific risks which would cause
actual results to be significantly different from those expressed
or implied by any of the Companys 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.
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Exhibit No.
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Description
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10.1
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First Amendment to Executive Employment Agreement,
dated November 10, 2016, by and between the Company and Ryan Abney. |
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10.2
99.1
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Executive Employment Agreement, dated August 3, 2016,
by and between the Company and Ryan Abney (incorporated by reference to the Companys Current Report on Form 8-K filed on August 9, 2016).
Press Release dated November 8, 2016.
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About SAEXPLORATION HOLDINGS, INC. (SAEX)