13D Filing: Blue Mountain Capital and Saexploration Holdings Inc. (NASDAQ:SAEX)

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Page 7 of 19 – SEC Filing

CUSIP No.   78636X204
1

NAMES OF REPORTING PERSONS

BlueMountain Guadalupe Peak Fund L.P.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See instructions)
     (a)   x (b)   o
  3 SEC USE ONLY
4 SOURCE OF FUNDS (See instructions)      WC
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)     o
6 CITIZENSHIP OR PLACE OF ORGANIZATION:    Delaware, United States of America
NUMBER OF SHARES 7 SOLE VOTING POWER 0       
BENEFICIALLY OWNED 8 SHARED VOTING POWER 123,420(1)  
BY EACH REPORTING 9 SOLE DISPOSITIVE POWER 0     
PERSON WITH 10 SHARED DISPOSITIVE POWER 123,420(1)  
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  123,420(1) 
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 
(see Instructions)    o
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
  3.4(1)
14 TYPE OF REPORTING PERSON (See Instructions)  
  PN

(1)
The percentage set forth in Row 13 of this Cover Page is based on 34,977,087 shares of Common Stock
(as defined in Item 1) outstanding as of September 6, 2018, as disclosed in the Form 8-K filed by the Issuer on September 11,
2018.

BlueMountain Guadalupe Peak Fund L.P. (“BMGP”)
is the direct owner of 80,647 shares of Common Stock, 76,393 Series C Warrants, 156,099 Series D Warrants and 919,281 Series E
Warrants.

At all times a holder of Series C Warrants,
Series D Warrants and/or Series E Warrants, who is not a beneficial owner of 10% or more of the outstanding Common Stock, may
exercise only up to that number of Series E Warrants so that, upon exercise, the aggregate beneficial ownership of Common Stock
of such holder and all persons affiliated with such holder, is not more than 9.99% of Common Stock then outstanding (other than
in connection with a change of control of the Issuer).

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