18 Dec 2020listing compliance notice▼ BadMajor
SAExploration Holdings, Inc. terminated the registration of a class of securities, ending its reporting obligation for them.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
11 Dec 2020bankruptcy or receivership▼ BadMajor
The court confirmed the plan on 10 December 2020. All 6,612,332 shares and all six classes of warrants were extinguished with nothing paid to holders; the 2023 convertible notes and general unsecured creditors received nothing either; the secured lenders took the reorganised company. The equity that survived the 2016 and 2018 restructurings did not survive this one.
9 Dec 2020material agreement● NeutralMajor
A settlement with a dissenting group of term lenders cleared the last objection to the plan two days before the confirmation hearing.
4 Nov 2020material agreement● NeutralMajor
The restructuring agreement underpinning the plan was amended as the case progressed, with the working-capital lenders now unanimously behind it.
22 Sept 2020security holder rights change▼ Bad
The bankruptcy court restricted trading in the company's shares and required notice before anyone could declare them worthless for tax purposes - a routine order to protect tax losses, but also a formal acknowledgement that the equity might be worth nothing.
28 Aug 2020bankruptcy or receivership▼ BadMajor
SAExploration and its subsidiaries filed for Chapter 11 protection in Houston on 27 August 2020, with a restructuring support agreement and a backstop already in place, and continued trading as debtor-in-possession. Eleven months of rolling forbearances ended the way they were always likely to.
11 Aug 2020listing compliance notice● NeutralMajor
SAExploration Holdings, Inc.'s exchange filed to remove a class of its securities from listing.
28 July 2020debt default or forbearance▼ BadMajor
The last extension of the forbearance, four weeks before the company filed for bankruptcy. Every one of these agreements had bought weeks, not a solution.
30 June 2020debt default or forbearance▼ BadMajor
The forbearance was extended again at the end of June, with no restructuring yet agreed.
17 June 2020listing compliance notice▼ BadMajor
The convertible noteholders agreed that being delisted would not count as the 'fundamental change' that would let them demand immediate repayment - but only until the end of August. That deadline was, in effect, the date by which a restructuring had to be agreed.
29 May 2020debt default or forbearance▼ BadMajor
A new set of forbearance agreements signed in April was extended, now covering 98% of the working-capital lenders and 82% of the term lenders - the standstill had been running continuously for eight months.
5 May 2020listing compliance notice▼ BadMajor
NASDAQ ran out of patience: trading would be suspended on 8 May 2020 and delisting proceedings begun, for failing the shareholders' equity test. Seven years after arriving on the exchange through the Trio shell, the listing was over.
14 Feb 2020listing compliance notice▼ BadMajor
NASDAQ found shareholders' equity below $2.5 million again, this time on the strength of a restated 2018 annual report - the accounting corrections were now directly threatening the listing.
27 Jan 2020debt default or forbearance▼ BadMajor
A further amendment to the forbearance agreements - the third extension of the standstill in four months.
13 Jan 2020asset acquisition disposition▼ BadMajor
The company sold its Alaskan seismic data - the Aklaq, Kuukpik and CRD surveys - to TGS for $14.5 million cash plus an earn-out, selling jointly with ALASKAN Seismic Ventures, the customer entity whose Alaska tax-credit dealings were at the centre of the accounting investigation then engulfing the company. The best remaining assets were going to pay creditors.
2 Jan 2020director officer appointment▼ BadMajor
The forbearance agreements were amended again, and on 30 December the board sacked chief operating officer Brian Beatty with no severance at all - which for a co-founder and director is the language of cause, not restructuring. Of the three men who took the company public in 2013, two were now gone within five weeks.
12 Dec 2019capital raising announcement▼ BadMajor
The working-capital lenders advanced $5 million more and left room for another $5 million, keeping the lights on inside a forbearance they could end at any point.
9 Dec 2019debt default or forbearance▼ BadMajor
The September forbearance agreements were extended rather than resolved - the standstill with all three creditor groups rolled forward instead of being replaced by a deal.
29 Nov 2019director officer appointment▼ BadMajor
Two things on one day: the Australian business was sold to Terrex for up to A$9 million, and Jeff Hastings - chairman and chief executive, and one of the three men who had sold the company into the shell in 2013 - resigned under a separation and consulting agreement. Selling operating regions and losing the founder at the same time is a company being taken apart.
22 Nov 2019listing compliance notice▼ BadMajor
NASDAQ noted that both the second and third quarter reports for 2019 were now overdue. The company had stopped being able to produce its own financial statements - the accounting problem that had begun with three restatements in 2013 and 2014 had become terminal.
19 Nov 2019debt financing● Neutral
A $9.97 million seismic recording system was bought on vendor finance from GTC at 7% over three years, secured on the equipment itself - the only kind of credit still available.
25 Sept 2019debt financing▼ BadMajor
To repay the last $7 million of 2019 notes falling due, the company borrowed $8 million more on its working-capital facility. Paying one lender by drawing further on another is the arithmetic of a business no longer generating cash.
23 Sept 2019debt default or forbearance▼ BadMajor
The default arrived. On the same day the company signed forbearance agreements with lenders across all three of its debt structures at once - the working-capital facility, the term loan and the convertible notes - buying agreement not to enforce while it worked out what to do. Every creditor group was now waiting rather than being paid.
8 Mar 2019debt financing● Neutral
A seventh amendment to the 2016 term loan pushed the maturity out again. The facility had now been amended on average every four months since it was signed.
8 Feb 2019capital raising announcement● Neutral
Adviser Ducera was paid partly in stock - 242,795 shares - as final settlement for its work on the Geokinetics acquisition, the fee having exceeded what the company could pay in cash.
2 Oct 2018capital raising announcement▼ BadMajor
The company raised $60 million through 6% secured convertible notes due 2023, sold entirely to lenders and shareholders it already had. Fresh money from new investors was no longer available; the existing creditors were funding the Geokinetics integration and taking convertible paper for it.
11 Sept 2018capital raising announcement▼ Bad
Yet another class of warrants - Series E - was created and issued, continuing the pattern of paying for everything in instruments that convert into stock.
30 July 2018asset acquisition disposition▲ GoodMajor
The Geokinetics purchase closed, funded by a new $30 million working-capital facility, and holders of 77.3% of the Series A preferred consented to convert it all into common stock. The filing was typed as a meeting notice, but no meeting took place: the vote was a written consent by preferred holders, taken alongside the largest acquisition in the company's history.
11 July 2018material agreement termination▲ GoodMajor
The working-capital facility was enlarged to $30 million and immediately drawn in full, and the money was used to redeem the last of the 2014 senior secured notes, discharging that indenture. The debt structure created in 2014 was finally gone - replaced by a facility that was fully drawn from day one.
2 July 2018material agreement▲ GoodMajor
SAExploration agreed to buy substantially all the assets of Geokinetics, a larger seismic competitor that had filed for bankruptcy the day before, for $20 million as the stalking-horse bidder. Having spent two years restructuring its own balance sheet, it was now buying a rival out of Chapter 11.