Consent Letter dated February 20, 2020, with respect to the Third Amended and Restated Credit and Security Agreement
Exhibit 10.10
CONSENT LETTER
February 20, 2020
SAExploration Holdings, Inc.
1160 Dairy Ashford, Suite 160
Houston, Texas 77079
Attn: Michael Faust,
Chief Executive Officer and President
Dear Mr. Faust:
Reference is hereby made to that certain Third Amended and Restated Credit and Security Agreement dated as of September 26, 2018, entered into among SAExploration, Inc., a Delaware corporation (the “Borrower”), the Guarantors party thereto, the Lenders party thereto and Cantor Fitzgerald Securities, as administrative agent and collateral agent for the Lenders (as amended, supplemented or otherwise modified, the “Agreement”).
Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
By signing below, the Lenders party hereto hereby consent and agree that the date “February 28, 2020” in Section 6.19(d) of the Agreement is hereby amended and extended to “April 13, 2020.”
The effectiveness of this consent letter is subject to execution and delivery of this consent letter by Required Lenders.
This consent letter is a Loan Document. This consent letter may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute but one and the same agreement. Delivery of an executed counterpart of a signature page to this consent letter by telecopier or electronic mail shall be effective as delivery of a manually executed counterpart of this consent letter. This consent letter shall be a contract made under and governed by the laws of the State of New York without giving effect to its principles of conflicts of laws.
[Signature Pages Follow]
IN WITNESS WHEREOF, the undersigned Lenders party hereto have caused this consent letter to be executed and delivered as of the date first above written.
LENDERS:
WHITEBOX ASYMMETRIC PARTNERS, L.P.
| By: | /s/ Mark Strefling |
|
| Name: Mark Strefling |
|
| Title: Partner & CEO |
WHITEBOX MULTI-STRATEGY PARTNERS, L.P.
| By: | Whitebox Advisors LLC its investment manager |
|
|
|
| By: | /s/ Mark Strefling |
|
| Name: Mark Strefling |
|
| Title: Partner & CEO |
WHITEBOX CREDIT PARTNERS, L.P.
| By: | /s/ Mark Strefling |
|
| Name: Mark Strefling |
|
| Title: Partner & CEO |
[Signature Page to Consent Letter]
LENDERS:
HIGHBRIDGE MSF INTERNATIONAL LTD.
(f/k/a 1992 MSF International Ltd.)
| By: | Highbridge Capital Management, LLC as Trading Manager and not in its individual capacity |
|
|
|
| By: | /s/ Jonathan Segal |
|
| Name: Jonathan Segal |
|
| Title: Managing Director |
HIGHBRIDGE TACTICAL CREDIT MASTER
FUND, L.P.
(f/k/a 1992 Tactical Credit Master Fund, L.P.)
| By: | Highbridge Capital Management, LLC as Trading Manager and not in its individual capacity |
|
|
|
| By: | /s/ Jonathan Segal |
|
| Name: Jonathan Segal |
|
| Title: Managing Director |
[Signature Page to Consent Letter]
LENDERS:
BLUE MOUNTAIN CREDIT ALTERNATIVES MASTER FUND L.P.
| By: | /s/ David O’Mara |
|
| Name: David O’Mara |
|
| Title: Deputy General Counsel |
BLUEMOUNTAIN KICKING HORSE FUND L.P.
| By: | /s/ David O’Mara |
|
| Name: David O’Mara |
|
| Title: Deputy General Counsel |
BLUEMOUNTAIN MONTENVERS MASTER FUND SCA SICAV-SIF
| By: | /s/ David O’Mara |
|
| Name: David O’Mara |
|
| Title: Deputy General Counsel |
BLUEMOUNTAIN SUMMIT TRADING L.P.
| By: | /s/ David O’Mara |
|
| Name: David O’Mara |
|
| Title: Deputy General Counsel |
[Signature Page to Consent Letter]
LENDER:
| By: | /s/ John Pecora |
|
| John Pecora |
[Signature Page to Consent Letter]
